TERMS OF USE

These are the terms governing your use of this website (“Site”). To the extent that you have been directed to these terms from another Vertical404 website that may be hosted on a different domain, please note that these terms will also govern your use of such site. If in doubt as to whether a particular Site is governed by these terms, please contact hello@vertical404.com. If you do not agree with these terms you may not use the Site.

This Terms of Service (this “Agreement”) sets forth the terms and conditions governing your use of the Site and your access to and use of the information, content and services offered on the Site (collectively with the Site, the “Services”). By accessing or using the Services, you agree to be legally bound by this Agreement, as it may be amended from time to time.

Vertical404, LLC (together with its affiliates hereby referred to as “Vertical404”) provides investment advisory services only to privately offered Vertical404 related matters and does not solicit nor make their services available to the public or other advisory clients.

Note all content provided on this Site is provided for general informational or educational purposes only. Vertical404 makes no representations as to the accuracy or information contained on any page on this Site. Unless otherwise indicated, the numbers represented on this Site provide a snapshot as at a particular time based on internal estimates which have not been independently verified and may change from time to time.

1. USE OF SITE

Vertical404 has established the Site to provide information about its operations and investment advisory activities.

As a condition to your use of the Services, you will not, directly or indirectly: (a) use the Services to infringe the intellectual property rights of others; (b) use the Services or make any attempt to penetrate, modify or manipulate the Services to invade the privacy of any other user of the Services; (c) attempt to modify, erase or damage any information contained on the Site or any device connected to the Services; (d) reverse engineer any portion of the Services; (e) restrict or inhibit others from using the Services; (f) engage in conduct or distribute material that is harmful, obscene, otherwise illegal or objectionable, or gives rise to civil liability; (g) spoof or otherwise impersonate any individual or entity; or (h) violate or attempt to violate the security or integrity of the Services.

Vertical404 reserves the right to investigate and to involve and cooperate with law enforcement authorities, and to pursue a civil lawsuit or criminal prosecution for any alleged or actual harmful or illegal activities involving any of the Services. Vertical404 reserves the right, at any time, to modify or discontinue, temporarily or permanently, the Services, with or without notice. Further, Vertical404 reserves the right to modify this Agreement at any time by posting a notice to the Site. You should visit the Site periodically to review the current terms and conditions.

2. INFORMATIONAL PURPOSES ONLY, LEGAL DISCLAIMERS

The Site is intended solely to provide information regarding Vertical404. The information provided on the Site, including information regarding current and historical portfolio investments by funds advised by Vertical404, is not intended as a recommendation to purchase, sell or hold any security or that you pursue any investment style or strategy. Under no circumstances is any content or information on the Site intended as, nor should you construe it as as legal, tax, accounting, investment or other advice from Vertical404. The past performance on any investment, investment style or strategy is not a guarantee of future results, and it should not be assumed that results for any portfolio companies listed on this Site will be achieved for other investments.

Where indicated this Site may include content from guest speakers and any views or opinions expressed in such posts are personal and do not represent those of Vertical404 or any of its staff or affiliates unless explicitly stated.

The portfolio companies identified and discussed on this Site may not represent all of the portfolio investments of funds advised by Vertical404. The companies identified were not selected based on the return on the investment in them by funds advised by Vertical404. Such companies were selected as representative examples that clarify and typify Vertical404’s investment strategy and not as an exhaustive list of Vertical404’s investments. These companies are updated from time to time and the note on the “Portfolio” or other relevant page lists the date of the most recent Site update. Portfolio companies listed on this Site may include a select sampling of investments across funds advised by Vertical404 as at the date indicated on the relevant page. At least one Vertical404 fund has invested in one or more rounds of financing for each of the companies listed. Subject to relevant confidentiality restrictions, a full list of portfolio companies for a particular fund is available to prospective investors on request. Not every portfolio investment made by a Vertical404’s fund will participate in the Vertical404 Accelerator program. Case study provided is shown for illustrative purposes as an example of potential ecosystem development or education services that could be provided by Vertical404 Accelerator, LLC., and should not be considered as any advertisement or solicitation of interest to invest into any other Vertical404 fund.

Under no circumstances should any information or content on this Site, be considered as an offer to sell or solicitation of interest to purchase any securities advised by Vertical404 or any of its affiliates or representatives. Further, no content or information on this Site is or is intended as an offer to provide any investment advisory service or financial advice by Vertical404. Under no circumstances should anything herein be construed as fund marketing materials by prospective investors considering an investment into any Vertical404 fund.

Prospective investors should bear in mind that past results are not necessarily indicative of future results and there can be no assurance any portfolio company of any investment fund advised by Vertical404 will achieve results comparable to those of any company listed on this Site nor any prior or existing fund advised by Vertical404 or its principals.

Note the intended audience for certain content on this Site is prospective portfolio company founders considering applying to the relevant Vertical404 investment fund for funding, to participate in the Vertical404 Accelerator program or potential strategic partners sponsors looking to engage Vertical404 Accelerator, L.L.C.’s strategic partnership services.

Under no circumstances should any statistics, quotations or other content be interpreted as testimonials or endorsement of the investment performance of any Vertical404 Accelerator fund by a prospective investor considering an investment into any Vertical404 Accelerator fund.

Any prospective investor should consult with any rely on his, her or its own personal legal counsel, accountant or other advisors as to the legal, tax, and economic implications of any investment opportunity and its suitability for such investor and Vertical404 Accelerator accepts no responsibility for any loss which may arise from reliance on the information on this Site, or any site which is linked from this Site.

Vertical404 Capital, LLC is an investment advisor, reporting to the Securities and Exchange Commission of the United States of America under the Investment Advisers Act of 1940 (as amended) (the “Investment Advisers Act”) as an exempt reporting adviser, solely providing investment advice to venture capital funds. However, such classification as an exempt reporting advisor does not imply a particular level of skill or training. Other Vertical404 Accelerator entities operating outside of the United States may or may not be conducting similar activities to Vertical404, LLC and accordingly, may or may not necessarily have an equivalent regulatory registration or license.

While Vertical404 has taken reasonable steps to ensure that the information contained in these pages is accurate and up-to-date, no liability can be accepted for any error or omissions appearing in this Site. Data presented on this Site is based on internal estimates as the date indicated on the relevant page and has not been independently verified.

If you are in any doubt as to the validity of information made available in these pages, or if you wish to rely on this information, then it may be in your best interest to seek verification by contacting us.

The pages on this Site are issued in the United States, and comply with appropriate US legislation and regulation. The information provided on the Site is not intended for distribution to, or use in, any jurisdiction where such distribution or use would be contrary to law. You are responsible for compliance with applicable local laws and regulations. We welcome interest and inquiries from users worldwide. However, if you are accessing this Site from outside the US, local legislation and regulation may not permit us to provide services to you in your own country.

The vision and strategy outlined herein represent the current strategy of Vertical404 as at the date indicated on the relevant page, however, actual strategy or specific investment terms may vary at the discretion of Vertical404 management or the general partner of the relevant fund depending on the investment mandate of the particular fund in question.

Note Vertical404 programs, investor education services, strategic partnership consulting services and events are operated by Vertical404 Accelerator, L.L.C. and the funds advised by Vertical404 do not participate in any revenue generated by these activities. Such programs and services are provided for educational and informational purposes only and under no circumstances should any content provided as part of any such programs, services or events be construed as investment, legal, tax or accounting advice by Vertical404 Accelerator, L.L.C.. or any of its affiliates. Vertical404 Accelerator, L.L.C. will under no circumstances provide nor should it be deemed to be providing investment advice as defined under the Investment Advisers Act. Any engagement of consulting services involving the provision of investment advice will not be with Vertical404 Accelerator, L.L.C. and will be contracted through an affiliate which is appropriately qualified, and shall also be subject to the end-client satisfying certain regulatory conditions.

All logos and trademarks of third parties referenced on this Site are the trademarks and logos of their respective owners. Any inclusion of such trademarks or logos does not imply or constitute any approval, endorsement or sponsorship of Vertical404 by such owners.

Please refer to the “Privacy Policy” for details of how Vertical404 Accelerator may use your details.

Staff listed represent a snapshot of the current team members as of the date indicated and may be subject to change from time to time. The title “Partner” is used in accordance with customary business practices in the venture capital industry and does not indicate a legal status in a partnership.

This Site may also provide a snapshot of members of the  Vertical404 mentor network who provide guidance to our portfolio companies as of the date indicated and may not include all mentors. Note mentors are not employees or independent contractors of Vertical404 and any views or opinions represented by such mentors are personal and do not represent those of Vertical404 or any of its personnel or affiliates.

3. OWNERSHIP

All content, materials, and software included in the Services are the property of Vertical404, and are protected by U.S. and international copyright, trademark and other intellectual property laws. You may download and retain one copy of this Site only for your own records and personal use. No commercial use, resale, copying or exploitation of material from the Services is permitted without the express written permission of Vertical404 and any other applicable copyright owner. All rights not expressly granted hereunder are expressly reserved to Vertical404. The Copyright Notice and Procedures are incorporated into this Agreement by this reference.

When creating products or materials using any of our marks or logos, please put the following tagline at the bottom of the page/ad/etc.: © 2020 Vertical404, LLC All rights reserved. Vertical404™ and the Vertical404 Logo are trademarks of Vertical404, LLC

4. THIRD-PARTY SITES

The Site may link to third-party sites. These links are provided for your convenience, and Vertical404 assumes no responsibility whatsoever for any content made available at any third-party site. Any privacy policies of any third-party sites are governed by the operator of such site. Vertical404 urges you to read the relevant legal terms and privacy policy (if any) of these third-party sites.

WARRANTIES/LIMITATION OF LIABILITY

The Services are provided “as is” and “as available” without warranties of any kind, express, implied, or statutory, including, without limitation, any implied warranties of merchantability, fitness for a particular purpose, non-infringement, and title. Vertical404 does not warrant the accuracy of the information contained on the Site or that the Services will be uninterrupted or error-free.

Vertical404 nor their affiliates, subsidiaries, licensors, or third-party service providers shall be liable for any damages of any kind arising out of your use of the Services, even if Vertical404 has been advised of the possibility of such damages. Some jurisdictions do not allow these limitations, so the foregoing may not apply to you. To the extent the foregoing limitation of liability is held to be unenforceable, the aggregate liability of Vertical404 for any cause of action arising out of your use of the Services shall be limited to direct damages actually incurred up to $250.

INDEMNITY OF Vertical404

You agree to indemnify and hold Vertical404, its respective subsidiaries, affiliates, and third-party service providers harmless from any claim, demand, cause of action, debt, loss or liability, including reasonable attorneys’ fees, to the extent that such action is based upon, arises out of, or relates to a breach of this Agreement or your use of the Services. This indemnity shall survive the termination of this Agreement.

CHOICE OF LAW AND FORUM

The substantive laws of the State of Georgia govern any disputes arising under this Agreement and your use of the Services, without regard to principles of conflict of laws. You agree to submit to the exclusive jurisdiction of the appropriate state and federal courts in the State of Georgia with respect to claims you may have under this Agreement.

MISCELLANEOUS TERMS

This Agreement constitutes the entire agreement between you and Vertical404 with respect to its subject matter, superseding any prior agreements between you and Vertical404 relating to such subject matter. The failure of Vertical404 to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. If a court of competent jurisdiction finds any provision of this Agreement to be invalid, the court should endeavor to give effect to the parties’ intentions, and the other provisions of this Agreement shall remain in full force and effect. The section headings used in this Agreement are for convenience only and have no legal or contractual effect.

If you have any questions about this Agreement, the Site or the Services, please contact Vertical404 in the United States at hello@vertical404.com

Effective May 6, 2019. Vertical404 may make changes to this Agreement in the future. Last updated December 31, 2019.