These Terms of Service were last updated on: June 3rd, 2016.
The Terms “NEXTGEN,” “we,” “us,” or, “our: refers to NextGen Crowdfunding® LLC and includes its affiliates, subsidiaries and sub-licensees.
1. Types of Content. As used in this Agreement "Content" means, collectively, the text, data, graphics, images, scripts, photos, video files, audio files, and all meta data made available through the Sites, and regardless of who created or uploaded the Content. Unless modified, the term Content refers to all Content, including but not limited to the following four categories of Content:
- “User Content” means, collectively, the Content which you and other Users upload to the Sites, and which is intended to be visible to others. NEXTGEN is under no obligation to allow User Content. User Content includes comments. We reserve the right to remove and permanently delete any Third Party Content from the Sites without notice. Unless otherwise specified, NEXTGEN does not pre-screen, edit, or fact-check User Content.
- “Company Content” means content submitted by companies (issuers, portals and other intermediaries) for display on the Sites or information about companies that is in the public domain and displayed on our Sites. Unless otherwise specified, NEXTGEN does not pre-screen, edit or fact-check Company Content.
- “NEXTGEN Content” means the Content we create and upload to the Sites.
- “Third Party Content” means Content created by a third party that we, or a third party with our consent, upload to the Sites. We reserve the right to remove and permanently delete any Third Party Content from the Sites without notice. Unless otherwise specified, NEXTGEN does not pre-screen, edit or fact-check Third Party Content.
2. User Content. We may periodically invite Users to submit User Content either in the form of comments posted to other Content, responses to surveys or questionnaires, or Content such as text, comments, videos, images, audio files, etc. created by Users, and submitted to NEXTGEN.
Unless otherwise specified, NEXTGEN does not pre-screen, edit, or fact-check User Content.
You understand that any User Content you find on or through our Site is the sole responsibility of the User who originated such Content. By displaying User Content, NEXTGEN does not assume any liability for that Content. NEXTGEN reserves the right to display, refuse to display, or modify User Content submitted to us. Users agree that they will not market competing services to Users identified through the Site.
While you still own your User Content, by submitting User Content to NEXTGEN you grant NEXTGEN a royalty-free, worldwide, perpetual, sub-licensable, transferable license to use, display, distribute, publicly perform, modify and reproduce your User Content in any manner and by any means, whether now known or hereafter devised, whether electronic or otherwise.
NEXTGEN reserves the right to remove or move any User Content at any time, without notice to you and for any reason. We are not obligated to accept, display, maintain or monitor any User Content whether it complies with our guidelines below, or not. Our failure to maintain or monitor any User Content does not give you any right to make a claim against us.
By submitting User Content to NEXTGEN you represent and warrant that you own the copyrights, trademarks or other forms of intellectual property in connection with that Content, and that it is original and has not previously been published elsewhere. You further represent and warrant that any text, photographs, videos, audio recordings or quotes in the Content you submit have not been altered in any way other than for clarity or brevity, unless you clearly notify NEXTGEN of such changes at the time you submit Content to NEXTGEN. You also represent and warrant that no User Content that you submit violates the rights of any third party. If you do not have the right to submit such Content for our use, it may subject you to liability.
Users agree that they will not submit User Content that violates our rules set forth in more detail in Section 13, below.
While not User Content, Users can also submit ideas and questions to us that are not visible to others. Any and all ideas, suggestions and the like provided by you with respect to the Sites will be the property of NEXTGEN. You hereby assign to NEXTGEN all right, title and interest worldwide in such ideas or suggestions and any related intellectual property rights, and you agree to assist NEXTGEN, at NEXTGEN’S expense, in perfecting and enforcing any such rights.
3. Company Content. Company profiles and information about companies featured on our Sites that may be submitted to us by such companies, or their designated portals and intermediaries, are also considered Company Content.
Company Content may include information about companies engaged in crowdfunding activities (Issuers) and/or the Issuer’s crowdfunding campaigns. This information may be publicly available or is found on the Company’s website or its crowdfunding portal or other intermediary, and is simultaneously or subsequently displayed on our Site.
Company Content may also include information about crowdfunding portals and other crowdfunding intermediaries.
You understand that any Company Content you find on or through our Site is the sole responsibility of the company who originated such Content. By displaying Company Content, NEXTGEN does not assume any liability for that Content. NEXTGEN does not pre-screen, edit, or fact-check Company Content, although NEXTGEN may modify the formatting of Company Content to fit predetermined templates.
4. NEXTGEN Content and Third Party Content. Except for User or Company Content, NEXTGEN, its advertisers, sponsors and licensors own all right, title and interest, including all worldwide intellectual property rights in: the Sites, the organization, compilation, look and feel of the Sites, advertisements appearing on or linked to from the Sites, trademarks, service marks and logos contained on the Sites and all other code, scripts, data and meta data appearing on, or incidental to the storage and display of the Content. The Sites and all Content, including the layout and display features of User Content and Company Content, and the layout and design of any public information that we display are collectively referred to as "the IP."
You may access and use the IP solely for your own personal, non-commercial use. You may not transfer, assign, sublicense or re-license this right of access and use to anyone without our prior written consent. This right of access and use does not convey any ownership rights whatsoever; it is merely a limited personal license exclusive to you and to you only.
All of the IP, except User Content, Company Content and where otherwise noted, are under copyright to NEXTGEN. You may not remove, alter or conceal any copyright, trademark, service mark or other proprietary right notice incorporated in or accompanying the IP, without our prior written consent.
You may not sell, publish, distribute, retransmit, rearrange, modify, prepare derivative works based on, perform, display, broadcast, sell, license, provide others with access to the Sites, or otherwise exploit the IP without our prior written consent.
No Content on our site may be framed, copied, reproduced, republished, uploaded, posted, transmitted, distributed, scraped, spidered and/or exploited in any way, including by email or other electronic means for commercial use without proper license agreements with NEXTGEN. Such use of the content is considered theft and will be prosecuted.
You agree not to create abstracts from, scrape or display headlines from our Content for use on another website or service. While you are invited to post short excerpts from our Content when you link to it, except in that limited situation, you agree not to post any Content from the Sites to websites, weblogs, newsgroups, mail lists or electronic bulletin boards, without our prior written consent.
All rights not expressly granted herein are reserved. Except as otherwise required by applicable law, any reproduction, distribution, modification, retransmission or publication of any copyrighted material is strictly prohibited without NEXTGEN’s express written consent.
5. Third Party Links, and Links to NEXTGEN’s Sites from third parties. We may provide links to other Websites or resources over which NEXTGEN does not have control ("External Websites"). Such links do not constitute an endorsement by NEXTGEN of those External Websites. You acknowledge that NEXTGEN is providing these links to you only as a convenience, and further agree that NEXTGEN is not responsible for the content of such External Websites or any business dealings you may have with such External Websites. Your use of External Websites is subject to the terms of service and privacy policies located on the linked External Websites.
Certain other Websites may link to our Sites. You may provide links to our Sites from your Website as long as you do not link to our Sites by any means that give visitors to your own Website the impression that you are linking to pages that are within your own Website, or that NEXTGEN endorses your Website, sponsors your Website, or is in any way affiliated with your Website. You shall not attribute a link on your Website to our Sites and then link somewhere else. Do not frame any Content or other materials from our Sites or otherwise present the Content or other materials as your own.
6. Third Party IP rights. NEXTGEN respects the intellectual property of others, and we ask you to do the same. If you believe that your work has been copied on the Sites in a way that constitutes copyright infringement and appears on our Sites please provide our copyright agent with the following information:
An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
a description of the copyrighted work that you claim has been infringed;
a description of where the material that you claim is infringing is located on the Sites;
your address, telephone number, and email address;
a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.
Our Copyright Agent for notice of claims of copyright infringement on the Sites is Nina Yablok who can be reached as follows:
Attention: Nina Yablok
By mail: 1999 S Bascom Ave, Suite 700, Campbell, CA 95008
By email: email@example.com
If you believe someone has accessed the Service using your user name and password without your authorization, please notify us through the Support link on the Sites. You are responsible for any fees or charges incurred to access a Service through an Internet access provider or other third-party service.
9. INDEMNIFICATION, DISCLAIMER OF WARRANTY, LIMITATION OF REMEDIES.
BY ACCESSING NEXTGEN’S WEBSITES AND/OR SUBMITTING USER OR COMPANY CONTENT TO ANY OF NEXTGEN’S SITES YOU AGREE THAT YOU WILL INDEMNIFY, DEFEND AND HOLD NEXTGEN AND ITS OFFICERS, DIRECTORS, EMPLOYEES, PARTNERS, AGENTS, REPRESENTATIVES, THIRD PARTY SERVICE PROVIDERS OR CONTENT PROVIDERS (COLLECTIVELY, THE “INDEMNITEES”) HARMLESS FROM AND AGAINST ANY COSTS, LOSSES, EXPENSES AND DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES RESULTING FROM ANY CLAIM, SUIT, ACTION, OR PROCEEDING BROUGHT BY ANY THIRD PARTY AGAINST THE INDEMNITEES ARISING OUT OF YOUR USE OF THE SITE, VIOLATION OF THESE TERMS OF SERVICE , OR ALLEGING THAT YOUR USER OR COMPANY CONTENT HAS MISLED ANY THIRD PARTY, OR VIOLATED ANY RIGHTS OF ANY THIRD PARTY.
NEXTGEN, FOR ITSELF AND EACH OF ITS LICENSORS, MAKES NO REPRESENTATIONS, WARRANTIES, OR GUARANTEES AS TO THE QUALITY, SUITABILITY, TRUTH, ACCURACY OR COMPLETENESS OF ANY INFORMATION OR MATERIAL CONTAINED ON THE SITES, INCLUDING WITHOUT LIMITATION USER, NEXTGEN AND THIRD PARTY CONTENT.
10. UNLESS OTHERWISE EXPLICITLY STATED, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SITES, AND ANY INFORMATION, CONTENT OR MATERIAL CONTAINED ON THE SITES IS PROVIDED TO YOU ON AN “AS IS” BASIS. ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS, ARE HEREBY DISCLAIMED. ANY MATERIAL OR CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE SITE IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
NEITHER NEXTGEN NOR ANY OF ITS OFFICERS, DIRECTORS, EMPLOYEES, PARTNERS, AGENTS, REPRESENTATIVES, THIRD PARTY SERVICE PROVIDERS OR CONTENT PROVIDERS SHALL BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY PUNITIVE, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THE USE OR ATTEMPTED USE OF THE SITES, THE CONTENT OR THE MATERIALS ON THE SITES, HOWEVER ARISING, WHETHER FOR BREACH OF CONTRACT OR IN TORT, EVEN IF NEXTGEN WAS INFORMED OF THE POSSIBILITY OF SUCH DAMAGES. NEITHER NEXTGEN NOR ANY OF ITS OFFICERS, DIRECTORS, EMPLOYEES, PARTNERS, AGENTS, REPRESENTATIVES, THIRD PARTY SERVICE PROVIDERS OR CONTENT PROVIDERS SHALL BE LIABLE TO YOU OR ANY THIRD PARTY FOR MORE THAN IN AGGREGATE AMOUNT OF FIVE HUNDRED DOLLARS ($500.00).
11. Disclaimers Concerning Company Information and Securities Offerings, Purchases and Sales
NEXTGEN is not registered as a broker-dealer, investment advisor or funding portal and does not provide any services requiring such registration. NEXTGEN is a website that aggregates securities crowdfunding issuer, investment portal and crowdfunding campaign information; and which provides educational content regarding the crowdfunding industry and early-stage companies to Users.
Users agree that they will not use the Site to market services, particularly investment advisory or broker-dealer services, that might cause NEXTGEN to be required to register as an investment advisor, broker dealer or funding portal with the SEC, Financial Industry Regulatory Authority (FINRA) or any state or foreign jurisdiction or to be treated as an underwriter by any or all of them.
NEXTGEN does not offer investment advice or analysis. Nor does it endorse or recommend investment in or the purchase or sale of securities issued by any company nor does it opine on the suitability of any investment for any particular investor. The posting of information regarding any company on a NextGen Site should not be construed as an endorsement or recommendation of that company for any purpose whatsoever, either for purposes of investment or otherwise, and no information on our Sites should be construed as general or specific investment, legal, tax or accounting advice of any kind. Any person accessing its Sites is strongly encouraged to consult with their own financial advisor, tax advisor and/or attorney before making any decision to invest.
All information on NEXTGEN’s Sites regarding any company is the sole responsibility of the company providing the information, and NEXTGEN makes no representation or warranty as to the adequacy, accuracy or completeness of such information. In no event is NEXTGEN responsible for any information contained in any links outside its Sites.
The information contained on NEXTGEN’s Sites may relate to the products and services of a person or entity that is located in a jurisdiction other than that in which you are located. Accordingly the rules for the protection of private customers that apply in the jurisdiction in which you are located may not apply in relation to such products and services.
Investment Risk Considerations
All investments entail risk. The companies on this Site are generally small or early stage companies and are, therefore, subject to risks inherent in investing in any small or early stage company as well as other risks specific to their business and operations. In addition, securities of the companies on this Site may be highly illiquid, requiring that they be held for an indefinite period of time. Therefore no one accessing NEXTGEN’s Sites should invest in any of the companies on this Site unless they have no need for liquidity and can sustain a total loss of their investment.
Past performance should not be taken as an indication or guarantee of future performance, and no representation or warranty, express or implied, is made regarding future performance. The price of, value of and income from securities or financial instruments can fall as well as rise. Certain investments are subject to high volatility, and may experience sudden and large falls in their value. Losses may equal or exceed your original investment. Foreign currency-denominated securities and financial instruments are subject to fluctuations in exchange rates that may have a positive or adverse effect on the value, price or income of such securities or financial instruments. Some investments may not be readily realizable and it may be difficult to sell or realize those investments. Similarly it may prove difficult for you to obtain reliable information about the value, or risks, to which such an investment is exposed. There are also special risk considerations associated with international and global investing (especially emerging markets), small-company investing, single-industry funds or investment strategies, single-country or regional funds or investment strategies, or other special, aggressive or concentrated investment strategies, such as the use of leverage or derivatives. Investors in securities effectively assume these risks.
Cautionary statement regarding forward-looking information with respect to investments
NEXTGEN’s Sites may contain statements that constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. In addition, in the future we, and others on our behalf, may make statements that constitute forward-looking statements. Words such as “believes,” “anticipates,” “expects,” “intends” and “plans” and similar expressions are intended to identify forward-looking statements but are not the exclusive means of identifying such statements. We do not intend to update these forward-looking statements except as may be required by applicable securities laws. By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and risks exist that predictions, forecasts, projections and other outcomes described or implied in forward-looking statements will not be achieved.
NEXTGEN cautions you that a number of important factors could cause results to differ materially from the plans, objectives, expectations, estimates and intentions expressed in such forward-looking statements. These factors include:
- the ability to maintain sufficient liquidity and access capital markets;
- market and interest rate fluctuations and interest rate levels;
- the strength of the global economy in general and the strength of the economies of the countries in which a company conducts its operations, in particular the risk of continued slow economic recovery or downturn in the US or other developed countries in the future;
- the direct and indirect impacts of deterioration or slow recovery in residential and commercial real estate markets;
- adverse rating actions by credit rating agencies in respect of sovereign issuers, structured credit products or other credit-related exposures;
- the ability to achieve our strategic objectives, including improved performance, reduced risks, lower costs and more efficient use of capital;
- the ability of counterparties to meet their obligations;
- the effects of, and changes in, fiscal, monetary, trade and tax policies, and currency fluctuations;
- political and social developments, including war, civil unrest or terrorist activity;
- the possibility of foreign exchange controls, expropriation, nationalization or confiscation of assets in certain countries;
- operational factors such as systems failure, human error, or the failure to implement procedures properly;
- actions taken by regulators with respect to a company’s business and practices in one or more of the countries in which we conduct our operations;
- the effects of changes in laws, regulations or accounting policies or practices;
- competition in geographic and business areas in which a company conducts operations;
- the ability to retain and recruit qualified personnel;
- the ability to maintain our reputation and promote brand(s);
- the ability to increase market share and control expenses;
- technological changes;
- the timely development and acceptance of new products and services and the perceived overall value of these products and services by users;
- acquisitions, including the ability to integrate acquired businesses successfully, and divestitures, including the ability to sell non-core assets;
- the adverse resolution of litigation and other contingencies;
- the ability to achieve cost efficiency goals and cost targets; and
- success at managing the risks involved in the foregoing.
This list of important factors is not exclusive. When evaluating forward-looking statements, you should carefully consider the foregoing factors and other uncertainties and events.
Additional Investment-Related Disclaimers
NEXTGEN’s Sites make no representation as to their accuracy or completeness of information and opinions presented on the Sites with regard to investments.
12. Specific Rules concerning comments about companies. NEXTGEN’s Sites may deal with information concerning funding of companies. Because of the complexity of securities regulation, we currently do not allow any User comments about specific companies. Comments naming or providing information that clearly indicates a specific company may be deleted.
13. NEXTGEN Rules for Using Its Site(s). NEXTGEN’s Sites may be accessed and used only for lawful purposes. You agree to abide by all local, state, Federal and foreign laws, treaties and regulations that cover your use of NEXTGEN’s Sites. Additionally you agreed to abide by the following rules:
- You must not do anything to violate or attempt to violate any security and access control provisions implemented in or in connection with the Sites, or the Content; or do anything to interfere or attempt to interfere with the operation of NEXTGEN’s Sites, the display of the Content, or the use of the Sites by other Users.
By way of example only, we require that you do not:
- take any action to violate or attempt to violate any security and access control provisions implemented in or in connection with the Sites, or the Content;
- log in with a password not assigned to you; access Content not intended for you;
- test the security measures on NEXTGEN’s Sites and/or attempt to identify system vulnerabilities;
- forge any of the header information in any posting or tamper with the TCP/IP packet header;
- use NEXTGEN’s Sites to send altered, deceptive or false source-identifying information;
- Modify, reverse engineer, disassemble, decompile or otherwise attempt or allow others to attempt to discover the underlying computer code for the Sites. ;
- Attempt to probe, scan or test the vulnerability of any NEXTGEN system or network or breach or impair or circumvent any security or authentication measures protecting the Sites
- You are also prohibited from:
- Impersonating or misrepresenting your affiliation with any person or entity;
- Committing fraud;
- Using the Sites in any manner not permitted by this Agreement or encouraging or instructing any other individual to do so;
- Allowing a third party to access the Content under your account;
- Entering false or misleading information on any forms requesting information from you;
- provide false or misleading information in any Content you upload or provide to use or create user accounts by automated means or under false pretenses or mislead others as to the origins of your communications;
- trick, defraud, deceive or mislead NEXTGEN’s Sites or other users, especially in any attempt to learn sensitive information;
- make improper use of NEXTGEN’s Sites ’ support services or submit false reports of abuse or misconduct;
- create or transmit unwanted electronic communications such as "spam," to other users or members of NextGen or otherwise interfere with other users' or members' enjoyment of NEXTGEN’s Sites );
- disparage, tarnish, or otherwise harm, in NextGen’s opinions or views, NextGen, NEXTGEN’s Sites and/or any of its users;
- disseminate or transmit viruses, worms, Trojan horses, RATs, keyboard loggers, time bombs, spyware, adware, cancelbots, passive collection mechanisms ("PCMs"), or any other malicious or invasive code or program or upload or transmit (or attempt to upload or to transmit) any material that acts as a passive or active information collection or transmission mechanism, including, without limitation, clear graphics interchange formats ("gifs"), 1x1 pixels, web bugs, cookies or other similar devices;
- reverse engineer, decompile, reverse assemble, modify or attempt to discover any software (source code or object code) that a NEXTGEN Site or Service creates to generate web pages or any software or other products or processes accessible through the Site or Service;
- except as may be the result of standard search engine or Internet browser usage, use or launch, develop or distribute any automated system, including, without limitation, any spider, robot (or "bot"), cheat utility, scraper or offline reader that accesses NEXTGEN’s Sites or use or launch any unauthorized script or other software;
- access or search or attempt to access or search NEXTGEN’s Sites by any means (automated or otherwise) other than through the currently available, published interfaces that are provided by NextGen (and only pursuant to those terms and conditions), unless you have been specifically allowed to do so in a separate agreement with;
- fabricate any TCP/IP packet header or any part of the header information in any email or posting, or in any way use NEXTGEN’s Sites , to send altered, deceptive or false source-identifying information
- cover or obscure any notice, banner, advertisement or other branding on NEXTGEN’s Sites ;
- disguise the source of materials or other information you submit to NEXTGEN’s Sites , or use tools which anonymize your internet protocol address (e.g., anonymous proxy) to access NEXTGEN’s Sites ;
- cover or obscure any notice, banner, advertisement or other branding on NEXTGEN’s Sites , disguise the source of materials or other information you submit to NEXTGEN, or use tools which anonymize your internet protocol address (e.g., anonymous proxy) to access its Sites or Apps;
- interfere with or circumvent any security feature of NEXTGEN’s Sites , or any feature that restricts or enforces limitations on use of or access to its Sites, content or User or Company Content;
- probe, scan, or test the vulnerability of any system or network or breach or circumvent any security or authentication measures;
- sell access to NEXTGEN’s Sites . or any part thereof other than through a mechanism approved by NextGen; or
- Interfere with or disrupt (or attempt to do so) the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, mail-bombing NEXTGEN’s Sites , or by scripting the creation of content in such a manner as to interfere with or create an undue burden on NEXTGEN’s Sites ;
c. You are also prohibited from:
- impersonating or misrepresenting your affiliation with any person or entity;
- Committing fraud;
- using NEXTGEN’s Sites in any manner not permitted by this Agreement or encouraging or instructing any other individual to do so;
- allowing a third party to access the Content under your account, userid. or password;
- include any offensive comments that are connected to race, national origin, gender, sexual preference or physical handicap;
- include hateful, profane, obscene, indecent, pornographic, sexual or otherwise objectionable content or language;
- defame, libel, ridicule, mock, disparage, threaten, harass, intimidate or abuse anyone;
- promote violence, illegal drug use, or substance abuse or describe how to perform a violent act, use illegal drugs or abuse other substances;
- violate the contractual, personal, intellectual property or other rights of any person, or promote or constitute illegal activity;
- be in violation of this agreement, any local, state, federal or non-US law, rule or regulation or the rules of conduct posted with respect to any individual feature of NEXTGEN’s Sites ; and
- reveal any personal information about another individual, including another person's address, phone number, e-mail address, credit card number or any information that may be used to track, contact or impersonate that individual.
d. Users are required to abide by the following guidelines: (i) Users will not use or submit User or Company Content containing profanity and foul language (unless it is contained in a necessary quote), sexual content, hate speech, violent or similar graphic content; (ii) Comments by Users should be on topic; (iii) Disagreement between Users is fine, but Users must avoid ad-hominem attacks; (iv) Spam and commercial advertisements are not allowed; (v) Users will not promote violence, illegal drug use, substance abuse, or any other illegal activity, or describe how to perform a violent act, make or use illegal drugs, abuse other substances or engage in other illegal activity; (vi) We treat threats and illegal activity seriously and will report them to law enforcement authorities; (vii) Users will not reveal any personal information about another individual, including another person's address, phone number, e-mail address, credit card number or any information that may be used to track, contact or impersonate that individual; (viii) Users will not disparage, tarnish, or otherwise harm us, as determined by us in our sole discretion; and (ix) Users will not disseminate or transmit viruses, worms, or any other malicious or invasive code or program, or any material that acts as a passive or active information collection or transmission mechanism, or otherwise interfere with any of the features of our Sites or other Users' enjoyment of our Site
This list of prohibitions and requirements is illustrative and not intended to be complete or exclusive. NEXTGEN reserves the right to terminate this Agreement and Terms of Service as to any User or Users and prohibit your access to the Sites for any action that NEXTGEN, in its sole judgment, determines to be inappropriate or disruptive to the Sites, or to any other user.
Remember, you are solely responsible for all activities on the Sites initiated through your user name and password.
We reserve the right to terminate or restrict your access to NEXTGEN’s Sites if, in our opinion, your use of the Site may violate any laws, regulations or rulings, infringe upon another person's rights or violate the terms of this Agreement.
Also, we may refuse to grant you a screen name that impersonates someone else, is protected by trademark or other proprietary right law, or is vulgar or otherwise offensive.
If we become aware of any breach of this Agreement or the foregoing rules we will investigate and may work with law enforcement authorities in such investigations and for the purpose of prosecuting offenders. You agree to notify NEXTGEN immediately of any unauthorized use of your account or any other breach of security of which you become aware.
NEXTGEN reserves the right to moderate or review User or Company Content; however, the foregoing prohibitions do not impose on NEXTGEN, and NEXTGEN does not assume any obligation to monitor or remove any Content. By using the Sites you hereby acknowledge and agree that you may be exposed to content that is offensive, indecent or objectionable to you. Your access to the Sites is undertaken at your own risk and NEXTGEN is not responsible for any offensive or otherwise objectionable materials in the Content.
14. Modification or Termination. NEXTGEN reserves the right to modify the Sites, and the Content at any time, without notice to you. NEXTGEN reserves the right to terminate, in whole or in part, the Sites, and the Content, without notice to you. UPON ANY TERMINATION OR SUSPENSION, ANY INFORMATION (INCLUDING USER OR COMPANY CONTENT) THAT YOU HAVE SUBMITTED ON THE SITES OR THAT IS RELATED TO YOUR ACCOUNT MAY NO LONGER BE ACCESSED BY YOU. Furthermore, we will have no obligation to maintain any information stored in our database related to your account or to forward any information to you or any third party.
Any suspension, termination or cancellation will not affect your obligations to us under provisions set forth in these Terms of Service relating to ownership, warranty disclaimers, indemnification, and limitations of liability, which by their sense and context are intended to survive such suspension, termination or cancellation.
15. General. NEXTGEN controls and operates these Sites from its headquarters in the State of California in the United States. It makes no representation that the Content is appropriate or will be available for use in locations other than the United States. If you use these Sites from outside California or the United States, you are entirely responsible for compliance with applicable local laws, including but not limited to the export and import regulations of other countries in relation to the Content.
16. Applicable Law; Disputes. This Agreement will be governed by California law, without regard to the choice of law or conflict of laws provisions of California or any other jurisdiction. You may bring any disputes, actions, claims, or causes of action related to this Agreement or in connection with these Sites only in the federal and state courts located in Los Angeles County, California. If any provision of these Terms of Service is held by a court of competent jurisdiction to be contrary to law, then such provision(s) shall be construed, as nearly as possible, to reflect the intentions of the parties, with all other provisions remaining in full force and effect. The failure of NEXTGEN to enforce any right or provision in these Terms of Service shall not constitute a waiver of such right or provision unless acknowledged and agreed to by NEXTGEN in writing.
17. No Third Party Beneficiaries. Except as expressly provided in these Terms of Service, there shall be no third-party beneficiaries to the Terms of Service. We shall have the right to assign our rights or delegate any of our responsibilities under these Terms of Service to an affiliate or in connection with a merger, consolidation or reorganization of NextGen for the sale of substantially all of our assets.
18. Entire Agreement and Interpretation. These Terms of Service comprise the entire agreement between you and NEXTGEN and supersede all prior or contemporaneous negotiations, discussions or agreements, if any, between the parties regarding the subject matter contained herein. This Agreement is personal to you, which means that you may not assign your rights or obligations under this Agreement to anyone. In the event that any provision of these Terms of Service, or the application thereof, becomes or is declared by a court of competent jurisdiction to be illegal, void or unenforceable, the remainder of these Terms of Service will continue in full force and effect and the application of such provision to other persons or circumstances will be interpreted so as reasonably to effect the intent of the parties hereto.
Copyright © 2016 NextGen Crowdfunding LLC. All Rights Reserved.