Terms of Service

Effective: March 31, 2024

These User Terms of Service ("User Terms") govern your access to and use of our services, including our various websites, SMS, APIs, email notifications, applications, buttons, widgets, ads, commerce services, that link to these User Terms (collectively, the "Services", our "Service"), and any information, text, links, graphics, photos, audio, videos, or other materials or arrangements of materials uploaded, downloaded or appearing on the Services (collectively referred to as "Content"). By using the Services you agree to be bound by these User Terms.

Preliminaries

These User Terms are Legally Binding. These User Terms are a legally binding contract between you and Veridian regarding your use of the Services. Please read them carefully. If you do not agree to be bound by these User Terms, do not use the Services. If you are using the Services on behalf of an organization, you are agreeing to these User Terms for that organization and promising that you have the authority to bind that organization to these User Terms. In that case, "you" and "your" will refer to that organization. If you do not have authority, you may not use the Services. "Veridian", "We", "our" or "us" will refer to Veridian Technologies, LLC.

PLEASE READ THE FOLLOWING TERMS CAREFULLY. BY CLICKING "I ACCEPT," OR BY DOWNLOADING, INSTALLING, OR OTHERWISE ACCESSING OR USING THE SERVICES, YOU AGREE THAT YOU HAVE READ AND UNDERSTOOD, AND, AS A CONDITION TO YOUR USE OF THE SERVICES, YOU AGREE TO BE BOUND BY, THE FOLLOWING TERMS AND CONDITIONS, INCLUDING VERIDIAN TECHNOLOGIES LLC'S PRIVACY POLICY AND ANY ADDITIONAL TERMS AND POLICIES VERIDIAN TECHNOLOGIES LLC MAY PROVIDE FROM TIME TO TIME (TOGETHER, THESE "TERMS"). IF YOU ARE NOT ELIGIBLE, OR DO NOT AGREE TO THE TERMS, THEN YOU DO NOT HAVE OUR PERMISSION TO USE THE SERVICES.YOUR USE OF THE SERVICE, AND VERIDIAN TECHNOLOGIES LLC'S PROVISION OF THE SERVICE TO YOU, CONSTITUTES AN AGREEMENT BY VERIDIAN AND BY YOU TO BE BOUND BY THESE TERMS.

Veridian reserves the right to change these User Terms from time to time. Your continued use of the Services after the effective date of such changes constitutes your acceptance of such changes. In addition, when using particular services, you and Veridian shall be subject to any posted guidelines or rules applicable to such services that may be posted from time to time. All such guidelines or rules are hereby incorporated by reference into these User Terms.

1. Service Overview

Veridian provides a platform for users to access and use a variety of productivity tools and services, including "Veridian Dashboard" and "Veridan Enterprise" which allow a user to manage the intake, analysis, and forwarding of leads for private equity and venture capital firms.

2. Eligibility

You must be at least 18 years of age to use the Services. By agreeing to these User Terms, you represent and warrant to us that: (a) you are at least 18 years of age; (b) you have not previously been suspended or removed from the Services; and (c) your registration and your use of the Services is in compliance with any and all applicable laws and regulations. If you are an entity, organization, or company, the individual accepting these User Terms on your behalf represents and warrants that they have authority to bind you to these User Terms and you agree to be bound by these User Terms.

3. User Account

When you create an account with us, you must provide us information that is accurate, complete, and current at all times. Failure to do so constitutes a breach of the Terms, which may result in immediate termination of your account on our Service. When you register, you will be asked to provide a password. You are solely responsible for maintaining the confidentiality of your account and password, and you accept responsibility for all activities that occur under your account. If you believe that your account is no longer secure, then you must immediately notify us by contacting support@veridian.vc.

4. General Payment Terms

Certain services may require you to pay fees. Before you pay any fees, you will have an opportunity to review and accept the fees that you will be charged. All fees are in U.S. Dollars and are non-refundable. If you do not pay on time or if Veridian cannot charge your credit card, PayPal, or other payment method for any reason, Veridian reserves the right to either suspend or terminate your access to the Services and terminate these User Terms. By providing Veridian with your payment information, you agree that Veridian is authorized to charge you for the Services using your payment information and for any paid feature of the Services that you choose to sign up for or use while these User Terms are in force. Veridian may bill you (a) in advance; (b) at the time of purchase; (c) shortly after purchase; or (d) on a recurring basis for subscription services. Also, we may charge you up to the amount you have approved, and we will notify you in advance of any change in the amount to be charged for recurring subscription services. We may bill you at the same time for more than one of your prior billing periods. When you purchase the Services, you agree to pay the price that is stated at the time of your order, as well as any applicable taxes. You also agree to the billing frequency stated at the time of your order. Veridian reserves the right to change the pricing of any Service at any time. If you don't agree to these changes, you must stop using the Services and cancel any paid features or services.

5. Licenses

Limited License. Subject to your compliance with these User Terms, Veridian grants you a limited, non-exclusive, non-transferable, non-sublicensable license to download and install a copy of the mobile application on a mobile device or computer that you own or control and to run such copy of the mobile application solely for your own personal or internal business purposes. Furthermore, with respect to any App Store Sourced Application (defined below), you will only use the App Store Sourced Application as permitted by the "Usage Rules" set forth in the Apple App Store Terms of Service.

Licence Restrictions. Except as expressly permitted under these User Terms, you may not: (a) copy, modify or create derivative works based on the Services; (b) distribute, transfer, sublicense, lease, lend or rent the Services to any third party; (c) reverse engineer, decompile or disassemble the Services; or (d) make the functionality of the Services available to multiple users through any means. Veridian reserves all rights in and to the Services not expressly granted to you under these User Terms.

Feedback. If you provide Veridian with any feedback or suggestions regarding the Services ("Feedback"), you hereby assign to Veridian all rights in such Feedback and agree that Veridian shall have the right to use and fully exploit such Feedback and related information in any manner it deems appropriate. Veridian will treat any Feedback you provide to Veridian as non-confidential and non-proprietary.

6. Ownership and Intellectual Property

The service and its original content, features and functionality are and will remain the exclusive property of Veridian and its licensors. The service is protected by copyright, trademark, and other laws of both the United States and foreign countries. Our trademarks and trade dress may not be used in connection with any product or service without the prior written consent of Veridian.

7. Third Party Terms

Our Services may contain links to third-party websites or services that are not owned or controlled by Veridian. Veridian has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party websites or services. You further acknowledge and agree that Veridian shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such websites or services.

8. User Content

Our Services allow you to post, link, store, share and otherwise make available certain information, text, graphics, videos, or other material ("User Content"). You are responsible for the User Content that you post on or through the Services, including its legality, reliability, and appropriateness. By posting User Content on or through the Services, You represent and warrant that: (a) the User Content is yours (you own it) and/or you have the right to use it and the right to grant us the rights and license as provided in these User Terms, and (b) that the posting of your User Content on or through the Services does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person or entity. We reserve the right to terminate the account of anyone found to be infringing on a copyright.

You retain any and all of your rights to any User Content you submit, post or display on or through the Services and you are responsible for protecting those rights. We take no responsibility and assume no liability for User Content you or any third party posts on or through the Services. However, by posting User Content using the Services you grant us the right and license to use, modify, publicly perform, publicly display, reproduce, and distribute such User Content on and through the Services. You agree that this license includes the right for us to make your User Content available to other users of the Services, who may also use your User Content subject to these User Terms.

9. Termination of accounts

We may terminate or suspend your account and bar access to the Service immediately, without prior notice or liability, under our sole discretion, for any reason whatsoever and without limitation, including but not limited to a breach of the Terms. If you wish to terminate your account, you may simply discontinue using the Service. All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

10. Communications

By creating an Account on our service, you agree to subscribe to newsletters, marketing or promotional materials and other information we may send. However, you may opt out of receiving any, or all, of these communications from us by following the unsubscribe link or instructions provided in any email we send.

11. Prohibited Conduct

You agree not to engage in any of the following prohibited activities: (i) copying, distributing, or disclosing any part of the Services in any medium, including without limitation by any automated or non-automated "scraping"; (ii) using any automated system, including without limitation "robots," "spiders," "offline readers," etc., to access the Services in a manner that sends more request messages to the Veridian servers than a human can reasonably produce in the same period of time by using a conventional on-line web browser (except that Veridian grants the operators of public search engines revocable permission to use spiders to copy materials from the publicly available searchable indices for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials); (iii) transmitting spam, chain letters, or other unsolicited email; (iv) attempting to interfere with, compromise the system integrity or security or decipher any transmissions to or from the servers running the Services; (v) taking any action that imposes, or may impose at our sole discretion an unreasonable or disproportionately large load on our infrastructure; (vi) uploading invalid data, viruses, worms, or other software agents through the Services; (vii) collecting or harvesting any personally identifiable information, including account names, from the Services; (viii) using the Services for any commercial solicitation purposes; (ix) impersonating another person or otherwise misrepresenting your affiliation with a person or entity, conducting fraud, hiding or attempting to hide your identity; (x) interfering with the proper working of the Services; (xi) accessing any content on the Services through any technology or means other than those provided or authorized by the Services; or (xii) bypassing the measures we may use to prevent or restrict access to the Services, including without limitation features that prevent or restrict use or copying of any content or enforce limitations on use of the Services or the content therein.

12. Digitial Millennium Copyright Act

Veridian respects the intellectual property rights of others and expects its users to do the same. In accordance with the Digital Millennium Copyright Act of 1998, the text of which may be found on the U.S. Copyright Office website at http://www.copyright.gov/legislation/dmca.pdf, Veridian will respond expeditiously to claims of copyright infringement committed using the Veridian service that are reported to Veridian's Designated Copyright Agent, identified below.

Copyright Agent: Veridian Technologies, LLC

Address: 4421 Gilbert St. #117. Oakland, CA. 94611

Email: support@veridian.vc

13. Limitation of Liability

In no event shall Veridian, nor its directors, employees, partners, agents, suppliers, or affiliates, be liable for any indirect, incidental, special, consequential or punitive damages, including without limitation, loss of profits, data, use, goodwill, or other intangible losses, resulting from (i) your access to or use of or inability to access or use the Service; (ii) any conduct or content of any third party on the Service; (iii) any content obtained from the Service; and (iv) unauthorized access, use or alteration of your transmissions or content, whether based on warranty, contract, tort (including negligence) or any other legal theory, whether or not we have been informed of the possibility of such damage, and even if a remedy set forth herein is found to have failed of its essential purpose.

14. Disclaimers

No Warranty

THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE ARE PROVIDED "AS IS" AND ON AN "AS AVAILABLE" BASIS. VERIDIAN DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE, INCLUDING: (A) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (B) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. VERIDIAN DOES NOT WARRANT THAT THE SERVICE OR ANY PORTION OF THE SERVICE, OR ANY MATERIALS OR CONTENT OFFERED THROUGH OR PROCESSED BY THE SERVICE, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND VERIDIAN DOES NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE SERVICE OR VERIDIAN ENTITIES OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SERVICE WILL CREATE ANY WARRANTY REGARDING ANY OF THE VERIDIAN ENTITIES OR THE SERVICE THAT IS NOT EXPRESSLY STATED IN THESE TERMS. WITHOUT LIMITING ANY DISCLAIMER IN THESE TERMS, WE ARE NOT RESPONSIBLE FOR ANY DAMAGE THAT MAY RESULT FROM (A) THE SERVICE; (B) THE ACTIONS OR INACTIONS OF THE TEAMS AUTHORIZED USERS THAT YOU INVITE TO YOUR WORKSPACE; (C) YOUR ABILITY OR INABILTITY TO ACCESS, EXPORT, TRANSFER, RETRIEVE, OR REMOVE ANY USER CONTENT FROM ANY WORKSPACE; (C) THE PROCESSING OR USE OF YOUR USER CONTENT BY AN ORGANIZATION; AND (D) YOUR DEALING WITH ANY OTHER SERVICE USER, ADMINISTRATOR, OR ORGANIZATION. YOU UNDERSTAND AND AGREE THAT YOU USE ANY PORTION OF THE SERVICE AT YOUR OWN DISCRETION AND RISK, AND THAT WE ARE NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH THE SERVICE) OR ANY LOSS, USE, OR DISCLOSURE OF DATA, INCLUDING USER CONTENT. THE LIMITATIONS, EXCLUSIONS, AND DISCLAIMERS IN THIS SECTION APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. VERIDIAN does not disclaim any warranty or other right that VERIDIAN is prohibited from disclaiming under applicable law.

Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE VERIDIAN ENTITIES BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SERVICE OR ANY MATERIALS OR CONTENT ON OR AVAILABLE THROUGH THE SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY VERIDIAN ENTITY HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGE. EXCEPT AS PROVIDED IN SECTION 20.5 (NOTICE OF ARBITRATION; PROCESS) AND TO THE FULLEST EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF THE VERIDIAN ENTITIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE ANY PORTION OF THE SERVICE OR OTHERWISE UNDER THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO THE GREATER OF: (A) THE AMOUNT YOU HAVE PAID TO VERIDIAN FOR ACCESS TO AND USE OF THE SERVICE IN THE 12 MONTHS PRIOR TO THE EVENT OR CIRCUMSTANCE GIVING RISE TO CLAIM; OR (B) $100. EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

15. Term, Termination, and Modification of the Service

These terms are effective beginning on the date you accept them and ending when terminated by either party. You may terminate these terms at any time by discontinuing use of the Service. We may terminate these terms at any time by providing you with notice. We may also modify the Service at any time, and such modifications will be effective immediately upon posting of the modified terms. Your continued use of the Service following any such modification constitutes your agreement to be bound by the modified terms.

If you violate these terms, your permission to use the Service will automatically terminate. Additionally, Veridian, in its sole discretion may terminate your user account on the Service or suspend or terminate your access to the Service at any time, with or without notice.

Upon termination of these terms, your user account and right to access and use the Service will terminate immediately. You understand that any termination of your user account may involve deletion of your User Content associated with your user account from our live databases. Veridian will not have any liability whatsoever to you for any termination of these terms, including for termination of your user account or deletion of your User Content. You must pay any fees that you incur before termination.

16. Governing Law

These Terms shall be governed and construed in accordance with the laws of the State of California, United States, without regard to its conflict of law provisions.

17. Indemnity

To the fullest extent permitted by law, you agree to indemnify and hold harmless Veridian, its affiliates, and their respective officers, directors, employees, and agents from and against any and all claims, actions, suits or proceedings, as well as any and all losses, liabilities, damages, costs and expenses (including reasonable attorneys fees) arising out of or accruing from (a) your use or misuse of the Service, (b) any User Content you post, store or otherwise transmit on or through the Service, (c) your violation of these terms, and (d) your violation of any rights of any other person or entity.

18. Changes

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material we will provide at least 30 days notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.

19. Contact Us

If you have any questions about these Terms, please contact us at support@veridian.vc