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WEBSITE TERMS OF USE
This version in effect sinceApril 19, 2024.
PLEASE READ CAREFULLY BEFORE USING NEX GEN VCPARTNERS' WEBSITE:
THIS AGREEMENT GOVERNS YOUR USE OF NEX GEN VCPARTNERS' WEBSITE. IT EXEMPTS NEX GEN VC PARTNERS AND OTHER PERSONS FROMLIABILITY OR LIMITS THEIR LIABILITY, AND CONTAINS OTHER IMPORTANT PROVISIONSTHAT YOU SHOULD READ. BY USING NEX GEN VC PARTNERS' WEBSITE, YOU ACKNOWLEDGEAND SIGNIFY THAT YOU HAVE READ, UNDERSTOOD, AND AGREED TO BE BOUND BY THISAGREEMENT. IF YOU DO NOT ACCEPT AND AGREE TO THIS AGREEMENT, YOU MAY NOT USE NEXGEN VC PARTNERS' WEBSITE.
1. YOURACCEPTANCE OF THIS AGREEMENT
Acceptance
This is an agreement (the"Agreement") between youand all persons you represent and Nex Gen VC Partners Inc. and its subsidiariesand affiliates (collectively, "NexGen VC Partners") regarding your use of Nex Gen VC Partners' website(including https://nexgen.ventures) and all content, information and servicesavailable on or through that website (collectively the "Website"). This Agreement alsoprovides benefits to Nex Gen VC Partners' service providers, suppliers,portfolio companies and other persons.
Each time you use theWebsite you signify your acceptance and agreement, and the acceptance andagreement of all persons you represent, without limitation or qualification, tobe bound by this Agreement, and you represent and warrant that you have the legalauthority to agree to and accept this Agreement on behalf of yourself and allpersons you represent. If you do not agree with each provision of thisAgreement, or you are not authorized to agree to and accept this Agreement onbehalf of the person you purport to represent, you may not access or use theWebsite.
Age to Use Website
By using the Website, yourepresent and warrant that you and all persons you represent are 18 years ofage or older, or if a minor, an authorized guardian of the minor has authorizedthe minor to use the Website. In caseswhere you have allowed a minor (i.e., an individual under the age of 18) to usethe Website, you recognize that you are fully responsible for obtainingconfirmation of consent and agreement by an authorized guardian to the termsand conditions of this Agreement, and for ensuring the minor's compliance withall the terms and conditions of this Agreement.
2. OTHER NEXGEN VC PARTNERS AGREEMENTS
This Agreement is inaddition to and supplements any written agreements that you or any persons yourepresent have with Nex Gen VC Partners (now or in the future) concerningdealings with Nex Gen VC Partners, including the information and servicesprovided by Nex Gen VC Partners. In the event of any inconsistency or conflictbetween the provisions of this Agreement and the provisions of any otheragreement that you or any persons you represent have with Nex Gen VC Partners,the provisions of this Agreement shall govern regarding your access to and useof the Website unless the other agreements expressly state that they takepriority over this Agreement.
3. PERMISSIONTO USE THE WEBSITE
The Website may be accessedand used only by individuals who have accepted and agreed to this Agreement andcan form legally binding contracts under applicable law. Nex Gen VC Partners mayin its discretion refuse permission to access and use any or all of theWebsite. The Website may not be used by persons in jurisdictions where accessto or use of the Website or any part of it may be illegal or prohibited, or iftheir permission to use the Website has been previously revoked or terminatedby Nex Gen VC Partners.
The Website is madeavailable to you for your lawful personal use only. You may access and use theWebsite using commercially available, SSL-capable web browser software. You mayuse the Website only in the manner described expressly in this Agreement andsubject to all applicable laws. Using the Website for any other purpose or inany other manner is strictly prohibited.
All communications yousubmit through or to the Website or to Nex Gen VC Partners, must be true,accurate and complete. You authorize Nex Gen VC Partners to acceptcommunications that it receives from you by means of the Website and respond toyour communications by means of Internet communications, email or othercommunications methods. Communications you send to Nex Gen VC Partners by meansof the Website are not delivered or effective unless and until they areprocessed by the responsible Nex Gen VC Partners representative.
5. WEBSITE CONTENT AND COMPLAINTS
NexGen VC Partners does not represent or warrant that any of the content ormaterials presented on the Website are appropriate or available for use inother locations or jurisdictions. If you access the Website from a jurisdictionother than Canada, you agree that you do so on your own initiative, and areresponsible for compliance with local laws. Nex Gen VC Partners shallnot be liable regardless of the cause or duration, for any errors,inaccuracies, omissions or other defect in, the information contained withinthe Website.
Claims or concerns(including copyright or trademark infringement claims) regarding the Website ortheir content may be made by sending an email to Nex Gen VC Partners.
The Website (including allcontent and other information in text, graphical, video and audio forms,images, icons, software, designs, applications, data, and other elementsavailable on or through the Website) are the property of Nex Gen VC Partners andothers, and are protected by Canadian and international copyright, trademarkand other laws. Your use of the Website does not transfer to you any ownershipor (except as expressly provided in this Agreement) other rights in the Websiteor its content.
You acknowledge and agreethat: (a) the Website and its content may not be copied, imitated, reproduced,republished, uploaded, posted, transmitted, modified, indexed, catalogued,mirrored or distributed in any way, in whole or in part, without the expressprior written consent of Nex Gen VC Partners; and (b) you may not reproduce,copy, duplicate, sell, or resell any part of the Website or access to theWebsite. You may not use any of the software that is used in the operation orprovision of the Website except while you are using the Website in accordancewith this Agreement.
Nex Gen VC Partners doesnot accept any liability for your use of the Website (including all othercontent and information available on the Website). Your use of the Website isat your own risk. The Website is provided on an "as is" and "asavailable" basis, without any representations, warranties or conditions ofany kind, whether express or implied, and including without limitation impliedrepresentations, warranties or conditions of or relating to accuracy,accessibility, availability, completeness, durability, errors, fitness for aparticular purpose, lack of negligence, merchantable quality, merchantability,non-infringement, performance, quality, results, security, service, timeliness,title, uninterrupted service, viruses or workmanlike effort, all of which arehereby waived by you and disclaimed by Nex Gen VC Partners to the fullestextent permitted by law.
Without limiting thegenerality of the foregoing, Nex Gen VC Partners makes no representation,warranty, condition or guarantee that: (a) the Website will be compatible withyour computer and related equipment and software; (b) the Website will beavailable or will function without interruption or will be free of errors orthat any errors will be corrected; (c) the Website will meet your requirements;(d) the information available on, through or connected with the Website will betimely, uninterrupted, sequential, accurate, authentic or complete; (e) certainor any results may be obtained through the access to or use of the Website; or(f) the access to and use of the Website will be free of viruses, Trojanhorses, worms or other destructive or disruptive components and will notinfringe the rights (including intellectual property rights) of any person.
You are solely responsiblefor: (a) obtaining, configuring and maintaining all computer hardware,software, telephone services, and other equipment and services necessary foryou to access and use the Website; (b) scanning for and preventing the receipt andtransmission of viruses, Trojan horses, worms or other destructive ordisruptive components; and (c) maintaining a complete and current backup of allof the data contained on your computer system prior to accessing or using theWebsite.
You acknowledge, understandand agree that Nex Gen VC Partners: (a) is not a certified financial plannerand is not certified by the Canadian Financial Planning Standards Council; (b)does not hold a professional designation which would allow it to give specificinvestment advice; (c) is not registered as an advisor, dealer or investmentfund manager pursuant to Canadian securities laws and is not permitted tooffer, engage in act, advertisement, solicitation, conduct or negotiate,directly or indirectly, in furtherance of a sale or acquisition of securities,nor is it authorized to provide tailored, individual advice. Any informationprovided on the Website is of a general nature and is for informational andeducational purposes only and is not tailored to the needs or circumstances ofany individual user of the Website. You acknowledge and understand that Nex GenVC Partners, its representatives, associates, affiliates and suppliers may havefinancial or other interests in the securities and/or entities that it providesinformation on via the Website.
You assume completeresponsibility for all actions you take as a result of the information providedon the Website, whether such actions result in negative or positive results.Before you make any investment decision, you should consult a qualified investmentadvisor in your jurisdiction, along with obtaining independent legal, tax andother financial and professional advice.
The internet is not asecure medium, may be subject to interruption and disruption, and inadvertentor deliberate breaches of security and privacy. The operation of the Websitemay be affected by numerous factors beyond the control of Nex Gen VC Partners,and may not be continuous or uninterrupted, secure or private.
8. LIABILITY EXCLUSIONS/LIMITATIONS
Without limiting thegenerality of the foregoing and notwithstanding any other provision of thisagreement, under no circumstances will Nex Gen VC Partners ever be liable toyou or any other person for any direct, special, indirect, consequential, orpunitive damages, loss of profits, loss of revenue, loss of anticipatedsavings, loss of contracts or business opportunities, loss of customers, loss,corruption or loss of use of software or data, wasted management or other stafftime, or any other loss or damage of any kind arising from, connected with, orrelating to the use of the Website (including all content, and information availableon or through the Website) by you or any other person, and including due to:(i) any delay or failure in performance caused by circumstances beyond Nex GenVC Partners' reasonable control; (ii) any failure or delay by Nex Gen VCPartners in receiving, accessing, accepting, processing or acting on anycommunication sent to Nex Gen VC Partners by means of the Website, email or otherwise;or (iii) the operational failure, malfunction, interruption, change, amendmentor withdrawal of the Website or any part of it), regardless of any negligenceor other fault or wrongdoing (including gross negligence and fundamentalbreach) by Nex Gen VC Partners or any person for whom Nex Gen VC Partners isresponsible, and even if Nex Gen VC Partners has been advised of thepossibility of such loss or damage being incurred.
You will indemnify, defendand hold harmless Nex Gen VC Partners from and against any and all claims andproceedings directly or indirectly arising from, connected with or relating toyour use of the Website (including all content and information available on orthrough the Website) or any negligence, misconduct, intellectual propertyrights infringement, or breach of this Agreement by you or any person for whomyou are responsible.
In this Section 9: (a) "claims" means third party claims, counterclaims,complaints, demands, causes of action, liabilities, obligations, damages, legalfees, costs, expenses, and disbursements, including reasonable attorneys' feesand court costs, of any nature or kind, whatsoever and howsoever arising,whether known or unknown, whether in law or in equity or pursuant to contractor statute; (b) "proceedings" means third party actions, suits,proceedings, and hearings of any nature and kind in any court of law or equityor before any arbitrator or other body, board or tribunal; (c) "Nex Gen VCPartners" includes Nex Gen VC Partners and its affiliates and serviceproviders and each of their respective past, present and future directors,officers, employees, agents, representatives, subcontractors, successors,assigns, and related persons; and (d) "you" means you and any personsyou purport to represent.
You acknowledge and agreethat this Agreement represents a fair allocation of risk and liability. Adviceand information provided by Nex Gen VC Partners, whether oral or written, willnot create any representation, warranty, condition or guarantee or vary oramend this Agreement, and you may not rely on any such advice or information.
The exclusion of certainwarranties and the exclusion or limitation of certain liabilities is prohibitedby the laws in some jurisdictions. If these laws apply, some or all of theabove disclaimers, exclusions, or limitations, may not apply to you, and youmay have additional rights to those contained herein.
11. FORWARD-LOOKING STATEMENTS
The Website is not intendedto be a comprehensive or detailed statement concerning the matters addressed.Nothing contained in the Website constitutes investment, legal, accounting, taxor other professional advice. You should seek appropriate, qualifiedprofessional advice and recommendations before acting or omitting to act basedupon any information provided on or though the Website.
The Website and theinformation contained on the Website do not constitute a solicitation, offer orrecommendation by Nex Gen VC Partners, any of its representatives, associatesor affiliates to buy or sell any securities, financial instruments, investmentsor other services. Decisions based on information contained on the Website areyour sole responsibility.
Past performance is notindicative of future results. No representation is being made that anyinvestment or transaction will or is likely to achieve profits or lossessimilar to those achieved in the past, or that significant losses will beavoided.
Certain statements containedin the Website and the documents included on the Website, including statementsare forward-looking statements within the meaning of applicable securitieslaws. These statements include, but are not limited to, statements made about theoperations, performance, results, development, production, projects, start-upsand future capital spending with respect to any entity, securities,investments, transactions, commodity, currency, industry or market contained onthe Website. Forward-looking statements are typically identified by the words"believe", "expect", "anticipate","intend", "estimate", "predict" and other similarexpressions or future or conditional verbs such as "will","should", "would" and "could". By their nature,these statements require us to make assumptions and are subject to inherentrisks and uncertainties that may be general or specific. All potentialinvestors should seek independent information and advice from qualifiedinvestment professionals. Forward-looking statements are subject to variousrisks, uncertainties and assumptions. Accordingly, there are or will beimportant factors that could cause actual outcomes or results to differmaterially from those indicated in these statements. Users of the Websiteshould not place undue reliance on our forward-looking statements. We undertakeno obligation to publicly update or review any forward-looking statement,whether as a result of new information, future developments or otherwise.
"Nex Gen VCPartners" and related logos are trademarks, service marks or trade namesowned or licensed by Nex Gen VC Partners. Other product and company names andlogos appearing on the Website may be registered or unregistered trademarks,service marks, trade names and logos of their respective owners. Any use of thetrademarks, service marks, trade names or logos displayed on the Website(collectively "Marks"),except as expressly provided in this Agreement, is strictly prohibited. Nothingappearing on the Website or elsewhere will be construed as granting, byimplication, estoppel, or otherwise, any license or right to use any Marks.
13. OTHER SITES
For your convenience, theWebsite may include links to other Internet sites or resources and businessesoperated by other persons (collectively "Other Sites"). Other Sites are independent from Nex Gen VCPartners, and Nex Gen VC Partners has no responsibility or liability for orcontrol over Other Sites, their business, goods, services, or content. Your useof Other Sites and your dealings with the owners or operators of Other Sites isat your own risk, and you will not make any claim against Nex Gen VC Partners arisingfrom, connected with, or relating to your use of Other Sites or your dealingswith the owners or operators of Other Sites. As between you and Nex Gen VCPartners, the Sections 7, 8, 9 and 10 apply, with all necessary modifications, to your access to and use ofany Other Sites and their business, goods, services and content.
14. NO LINKING,FRAMING, MIRRORING, SCRAPING, DATA-MINING
Links to the Websitewithout the express written permission of Nex Gen VC Partners are strictlyprohibited. To request permission to link to the Website, please send an email NexGen VC Partners. Nex Gen VC Partners may, in its sole and absolute discretion,cancel and revoke any permission it may give to link to the Website at any timeand without any prior notice or liability to you or any other person.
The framing, mirroring,scraping or data-mining of the Website or any of its content in any form and byany method is strictly prohibited. You may not use any collaborative browsingor display technologies in connection with your use of the Website or to postcomments, communications, or any other data of any kind to or on the Websitewith the intention that such postings may be viewed by other users of theWebsite.
15. CHANGES TOTHIS AGREEMENT
Nex Gen VC Partners may inits discretion change, supplement or amend this Agreement from time to time asit relates to future use of the Website, without any prior notice or liabilityto you or any other person, by posting the revised Agreement on the Website.You may not change, supplement, or amend this Agreement in any manner. When youuse the Website you should check the date of this Agreement and review anyrevisions since the last version. You should also bookmark this page andperiodically review this Agreement to ensure that you are familiar with themost current version.
By using the Website afterthis Agreement has been revised, you signify your acceptance and agreement, andthe acceptance and agreement of all persons you purport to represent, withoutlimitation or qualification, to be bound by the revised Agreement, and yourepresent and warrant that you have the legal authority to agree to and acceptthe revised Agreement on behalf of yourself and all persons you purport torepresent. If you do not agree with each provision of the revised Agreement, oryou are not authorized to agree to and accept the revised Agreement, you maynot continue to use the Website.
If you breach any provisionof this Agreement, you may no longer use the Website. Nex Gen VC Partners may,at any time and for any reason and in its discretion, change, suspend orterminate, temporarily or permanently, the Website or any part of it, or yourpermission to use the Website, or this Agreement, all without any notice orliability to you or any other person. Any persons you represent may, at anytime and in their discretion, terminate your permission to access or use theWebsite. If this Agreement or your permission to access or use of the Websiteis terminated by you, or by any persons you represent, or by Nex Gen VCPartners, then this Agreement and all other then existing agreements between NexGen VC Partners and you or any persons you represent will continue to apply andbe binding upon you and any persons you represent, jointly and severally,regarding your prior access to and use of the Website, and anything connectedwith, relating to or arising there from. Sections 4, 5, 6,7, 8, 9, 10, 11, 12, 16 and 17 of this Agreement, and allother provisions necessary for their interpretation or enforcement, willsurvive indefinitely after the termination of this Agreement and remain in fullforce and effect and be binding upon the parties.
17. GOVERNING LAW AND DISPUTE RESOLUTION
The Website is controlledby Nex Gen VC Partners from Calgary, Alberta. This Agreement and all relatedmatters are governed solely by the laws of Alberta, Canada and applicablefederal laws of Canada, excluding any rules of private international law or theconflict of laws which would lead to the application of any other laws. Anydispute between you and Nex Gen VC Partners or any other person arising from,connected with or relating to the Website, this Agreement, or any relatedmatters ("Disputes") mustbe resolved before the Courts of Alberta sitting in the City of Calgary,Alberta, Canada, and you hereby irrevocably submit and attorn to the originaland exclusive jurisdiction of those courts in respect of all Disputes.
18. OTHERMATTERS
If any provision of thisAgreement is found to be unlawful, void, or for any reason unenforceable, thenthat provision shall be deemed to be severed from the rest of this Agreementand shall not affect the validity and enforceability of any remaining provisions.
This Agreement enures tothe benefit of and is binding upon each of Nex Gen VC Partners and itssuccessors and assigns and related persons, and you and your heirs, executors,administrators, successors, and personal representatives, and all persons yourepresent and their respective heirs, executors, administrators, personalrepresentatives, successors, assigns and related persons. You and the personsyou represent may not assign this Agreement or the rights and obligations underthis Agreement without Nex Gen VC Partners' prior written consent, whichconsent may be withheld in Nex Gen VC Partners' discretion. Nex Gen VC Partnersmay assign this Agreement and its rights and obligations under this Agreementwithout your consent or the consent of any persons you represent.
No consent or waiver by NexGen VC Partners to or of any breach of this Agreement will be: (a) deemed orconstrued to be a consent to or waiver of a continuing breach or default or anyother breach or default; or (b) effective unless in writing and signed by NexGen VC Partners.
Any rights not expresslygranted by this Agreement are reserved to Nex Gen VC Partners.
This Agreement is subjectto change by Nex Gen VC Partners without notice.
In this Agreement: (a)headings are for reference only and do not define, limit or enlarge the scopeor meaning of this Agreement or any of its provisions; (b) "persons"includes individuals, corporations, partnerships, joint ventures, associations,trusts, unincorporated organizations, societies and all other legal entities;(c) words importing the singular number only include the plural and vice versa;(d) "including" and "includes" mean including or includes(as applicable) without limitation or restriction; (e) whenever the words"discretion", "option" or any variations thereof are usedwith respect to person they mean that person's sole, absolute and unfettereddiscretion or option. The parties have expressly requested and required thatthis Agreement and all other related documents be drawn up in the Englishlanguage. Les parties conviennent etexigent expressement que ce Contrat et tous les documents qui s'y rapportentsoient rediges en anglais.
