Welcome to Neuly. We provide a platform where entrepreneurs can meet entrepreneurs, investors, researchers, scientists, government officials, and prospective employees.
Please read on to learn the rules and restrictions that govern your use of our websites, products, services and applications (the “Service”). If you have any questions, comments, or concerns regarding these terms or the Service, please contact us at firstname.lastname@example.org.
You agree that by clicking “Join Now”, “Join Neuly”, “Register”, “Sign Up” or similar, registering, accessing or using our services (described below), you are agreeing to enter into a legally binding contract with Neuly (even if you are using our Services on behalf of a company). If you do not agree to this contract (“Contract” or “User Agreement”), do not click “Join Now” (or similar) and do not access or otherwise use any of our services. If you wish to terminate this contract, at any time you can do so by closing your account and no longer accessing or using our services.
Will these Terms ever change?
We are constantly trying to improve our Service, so these Terms may need to change along with the Service. We reserve the right to change these Terms at any time, but if we do, we will bring it to your attention by placing a notice on the Neuly website, by sending you an email, and/or by some other means.
If you don’t agree with the new Terms, you are free to reject them; unfortunately, that means you will no longer be able to use the Service. If you use the Service in any way after a change to these Terms is effective, that means you agree to all of the changes.
Except for changes by us as described here, no other amendment or modification of these Terms will be effective unless in writing and signed by you and Neuly.
What about my privacy?
The Children’s Online Privacy Protection} Act (“COPPA”) requires that online service providers obtain parental consent before they knowingly collect personally identifiable information online from children. We do not knowingly collect or solicit personally identifiable information from children under 16; if you are a child under 16, please do not attempt to register for the Service or send any personal information about yourself to us. If we learn we have collected personal information from a child under 16, we will delete that information as quickly as possible. If you believe that a child under 16 may have provided us personal information, please contact us at email@example.com
What are the basics of using the Service?
As part of using the Service, you may be required to sign up for an account, and select a password and email or username (your “Neuly User ID”). You promise to provide us with accurate, complete, and updated registration information about yourself. You may not select as your Neuly User ID a name that you don’t have the right to use, or another person’s name with the intent to impersonate that person. Your right to access the Service is personal to you and you may not transfer your account to anyone else without our prior written permission. You will not share your account or password with anyone, and you must protect the security of your account and your password. You’re responsible for any activity associated with your account. You will only use the Service and Content in a manner that complies with all laws that apply to you. If your use of the Service is prohibited by applicable laws, then you aren’t authorized to use the Service. We can’t and won’t be responsible for your use of the Service in any way that breaks the law.
You represent and warrant that you are of legal age to form a binding contract (or if not, you’ve received your parent’s or guardian’s permission to use the Service and gotten your parent or guardian to agree to these Terms on your behalf). If you’re agreeing to these Terms on behalf of an organization or entity, you represent and warrant that you are authorized to agree to these Terms on that organization or entity’s behalf and bind them to these Terms (in which case, the references to “you” and “your” in these Terms, except for in this sentence, refer to that organization or entity).
Your use of the Service is subject to the following additional restrictions:
You represent, warrant, and agree that you will not contribute or submit any User Submission (defined below) or other materials or otherwise use the Service or interact with the Service in a manner that:
(a) Infringes or violates the intellectual property rights or any other rights of anyone else (including Neuly);
(b) Violates any law or regulation, including any applicable export control laws, or would cause Neuly to be in violation of any law or regulation (including, without limitation, any laws relating to labor, employment, or the issuance of securities);
(c) Is harmful, fraudulent, deceptive, threatening, harassing, defamatory, obscene, or otherwise objectionable;
(d) Jeopardizes the security of your Neuly account or anyone else’s (such as allowing someone else to log in to the Service as you);
(e) Attempts, in any manner, to obtain the password, account, or other security information from any other user;
(f) Violates the security of any computer network, or cracks any passwords or security encryption codes;
(g) Runs any form of auto-responder or “spam” on the Service, or any processes that run or are activated while you are not logged into the Service, or that otherwise interfere with the proper working of the Service (including by placing an unreasonable load on the Service’ infrastructure);
(h) “Crawls,” “scrapes,” or “spiders” any page, data, or portion of or relating to the Service or Content (through use of manual or automated means);
(i) Circumvents or attempts to circumvent any features, limitations, or restrictions of the Service (including, without limitation, attempting to access, download, export, or otherwise use or exploit any Content using any automated means or tools);
(j) Copies or stores any significant portion of the Content;
(k) Decompiles, reverse engineers, or otherwise attempts to obtain the source code or underlying ideas or information of or relating to the Service.
A violation of any of the foregoing is grounds for account suspension or termination of your right to use or access the Service.
What are my rights with respect to the Service?
The materials displayed or published are available on or through the Service, including, but not limited to, text, graphics, data, articles, information, photos, images, illustrations, User Submissions, and so forth (all of the foregoing, the “Content”) are protected by copyright and/or other intellectual property laws. You promise to abide by all copyright notices, trademark rules, information, and restrictions contained in any Content you access through the Service in any way (including through the Neuly website, API, mobile applications, downloads, etc.). You will not use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell or otherwise exploit for any purpose any Content not owned by you in a way that violates someone else’s (including Neuly’s) rights. You may reference the Content with proper attribution to Neuly or the applicable owner; however, any other uses of the Content require Neuly’s prior written consent. Please follow the Attribution Instructions to ensure that you are properly attributing Neuly.
You understand that Neuly owns the Service. You won’t modify, publish, transmit, participate in the transfer or sale of, reproduce (except as expressly provided in this Section), create derivative works based on, re-sell, sublicense, re-distribute, or otherwise exploit any aspect of the Service.
If you would like to use Content in any manner other than as expressly permitted by these Terms (for example, exporting data via Neuly’s API or including data in any other product or service), please visit our products page to learn more about the different ways that Neuly provides its data and find the solution that is right for you. You may be required to submit an application and/or meet certain eligibility criteria in order to participate in a program, and there may be different terms and conditions which apply to the specific program that you choose. You must agree to all terms and conditions and, if applicable, pay all required fees which apply to your specific program. These Terms apply to all such programs unless specifically stated otherwise in the applicable program terms.
Does using Neuly cost anything?
We reserve the right to charge for certain or all Service. Certain aspects or uses of the Service require you to pay fees, for example, in order to access certain content or be able to download or export data. Visit our products page for current descriptions of these services and the applicable fees. You agree to pay all fees which apply to your use of the Service. Neuly reserves the right to change any fees and pricing applicable to the Service at any time upon notice to you (which may be sent by email or posted on Neuly’s website). Your use of the Service following such notification constitutes your acceptance of any new or increased fees.
What if I want to stop using Neuly?
Neuly is also free to terminate (or suspend access to) your use of the Service or your account, for any reason in our discretion, including your breach of these Terms. Neuly has the sole right to decide whether you are in violation of any of the restrictions set forth in these Terms.
Account termination may result in destruction of any Content associated with your account, so keep that in mind before you decide to terminate your account. Provisions that, by their nature, should survive termination of these Terms shall survive termination. By way of example, all of the following will survive termination: any obligation you have to pay us or indemnify us, any limitations on our liability, any terms regarding ownership or intellectual property rights, and terms regarding disputes between us.
Additionally, upon termination of your account Neuly may require you to expunge some or all of the Content in your possession, and you will do so promptly.
This Contract applies to Neuly.com, Neuly branded apps and other Neuly-related sites, apps, communications and other services that state that they are offered under this Contract (“Services”), including the offsite collection of data for those Services, such as our ads. Registered users of our Services are “Members” and unregistered users are “Visitors”.
GENERAL USERS: Certain portions of the Site will be visible to users who have not signed up as either Entrepreneurs, Investors or Job Seekers. Those users, nevertheless, are bound by this agreement. Entrepreneurs, companies, researchers, scientists, government officials, and anybody submitting information to Neuly should be aware that information they provide may be visible to everybody.
1. GENERAL SECURITIES PRINCIPLES
The securities laws applicable to private company finance are complicated and occasionally ambiguous. In general, they are designed to protect unsophisticated people from making poor investment decisions. Federal securities law requires securities sold in the United States to be registered with the Securities and Exchange Commission (“SEC”), unless the sale qualifies for an exemption. Generally, startup ventures use one or more of the “private placement” exemptions because they allow for the raising of capital without complying with the costly and time-consuming registration process. One of the requirements of the private placement exemption is that neither the company which is offering its securities nor any person acting on such issuer’s behalf may offer or sell the securities by any form of “general solicitation”, except where, as provided under Rule 506(c) of Regulation D, the issuer has taken reasonable steps to verify that all of the investors in the offering are Accredited Investors. Furthermore, many states and foreign countries all have their own regulations governing securities transactions that must be observed. Investors from Canada must also satisfy certain conditions to create Investor accounts. You must make your own assessment regarding regulatory requirements as may be applied to your activities on the Site.
2. USER OBLIGATIONS
To Act Responsibly. You are promising to act responsibly – which means:
i. You are making the following Promises:
Requirements to Use the Services
That you have the right, authority, and capacity to enter into this Agreement on your own behalf and on behalf on any entity for whom you are acting and to abide by all of the terms and conditions contained herein, and that if any aspect of your participation in Neuly violates provisions of the law to which you are subject, you will cease using the Services and close your account;
That you are at least 16 years old, and that if you are less than 18 years old, your parent or legal guardian has agreed to stand behind any agreement you enter into as a participant on Neuly;
That you shall not use a false or deceptive name or email address owned or controlled by another person with the intent to impersonate that person or for any other reason;
That you shall not use a User ID name that is subject to any rights of a person other than yourself without appropriate authorization;
That you shall be solely responsible for maintaining the confidentiality of your password;
That you will update your registration information with the Company as needed so that it remains true, correct and complete; and
That you will conduct yourself in a professional manner in all your interactions with Neuly and with any other Neuly user.
2. Requirements related to Content on Neuly
That you will only provide Neuly with Content that you have a right to provide to Neuly and to allow Neuly to display through the Services,
That you have adequate rights to all copyrights, trademarks, trade secrets, intellectual property or other material provided by you for display, publication or use by Neuly.
That you understand that any other Content you find on or through Neuly is the sole responsibility of the person who originated such Content;
That you understand that any other Content you find on or through Neuly is the sole responsibility of the person who originated such Content;
That you are not relying on Neuly to, and that you understand that we do not, endorse, support, represent or guarantee the completeness, truthfulness, accuracy or reliability of any Content or communications posted via the Services or endorse any opinions expressed via the Services;
That you understand that by using the Services, you may be exposed to Content that might be offensive, harmful, inaccurate or otherwise inappropriate, and that you have no claim against Neuly for any such material; and
That you understand that the Service may include advertisements or other similar items, which may be related to Content, queries made through the Services, or other information, and you have no claim against Neuly for the placement of advertising or similar content on the Services or in connection with the display of any Content or other information from the Services.
3. Requirements related to Investments
That you will use your own judgment before making any decision to invest or to accept an investment involving what is to you a material amount of money;
That you will be solely responsible for complying with applicable law regarding any transaction, including without limitation the determination of whether any investor is an Accredited Investor and whether any investment complies with the terms of local law (whether the law of a U.S. state or of any foreign government with jurisdiction over you or any investor);
What else do I need to know?
Warranty Disclaimer. Neither Neuly nor its licensors or suppliers makes any representations or warranties concerning any content contained in or accessed through the Service, and we will not be responsible or liable for the accuracy, copyright compliance, legality, or decency of material contained in or accessed through the Service. We (and our licensors and suppliers) make no representations or warranties regarding suggestions or recommendations of services or products offered or purchased through the Service. Products and services purchased or offered (whether or not following such recommendations and suggestions) through the Service are provided “AS IS” and without any warranty of any kind from Neuly or others (unless, with respect to such others only, provided expressly and unambiguously in writing by a designated third party for a specific product). THE SERVICES AND CONTENT ARE PROVIDED BY Neuly (AND ITS LICENSORS AND SUPPLIERS) ON AN “AS-IS” BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT USE OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
Limitation of Liability. TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, TORT, NEGLIGENCE, CONTRACT, STRICT LIABILITY, OR OTHERWISE) SHALL Neuly (OR ITS LICENSORS OR SUPPLIERS) BE LIABLE TO YOU OR TO ANY OTHER PERSON FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, OR (B) ANY AMOUNT, IN THE AGGREGATE, IN EXCESS OF THE GREATER OF (I) $100 OR (II) THE AMOUNTS PAID BY YOU TO NEULY IN CONNECTION WITH THE SERVICES IN THE TWELVE (12) MONTH PERIOD PRECEDING THIS APPLICABLE CLAIM, OR (III) ANY MATTER BEYOND OUR REASONABLE CONTROL. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO THE ABOVE LIMITATION AND EXCLUSIONS MAY NOT APPLY TO YOU.
Indemnity. You agree to indemnify and hold Neuly, its affiliates, officers, agents, employees, and partners harmless from and against any and all claims, liabilities, penalties (including governmental fines), damages (actual and consequential), losses and expenses (including attorneys’ fees) arising from or in any way relating to (a) your use of the Service (including any actions taken by a third party using your account), or (b) your violation of these Terms.
Assignment. You may not assign, delegate or transfer these Terms or your rights or obligations hereunder, or your Service account, in any way (by operation of law or otherwise) without Neuly’s prior written consent. We may transfer, assign, or delegate these Terms and our rights and obligations without consent.
Miscellaneous. You will be responsible for paying, withholding, filing, and reporting all taxes, duties, and other governmental assessments associated with your activity in connection with the Service, provided that Neuly may, in its sole discretion, do any of the foregoing on your behalf or for itself as it sees fit. The failure of either you or us to exercise, in any way, any right herein shall not be deemed a waiver of any further rights hereunder. If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated, to the minimum extent necessary, so that these Terms shall otherwise remain in full force and effect and enforceable. You and Neuly agree that these Terms are the complete and exclusive statement of the mutual understanding between you and Neuly, and that it supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of these Terms. You hereby acknowledge and agree that you are not an employee, agent, partner, or joint venture of Neuly, and you do not have any authority of any kind to bind Neuly in any respect whatsoever. Except as expressly set forth in the Apple Application Terms, you and Neuly agree there are no third party beneficiaries intended under these Terms.