Terms and Conditions of Use
Acceptance of Terms and Conditions of Use
Fund Raise Capital (the "Company", "we", "us" or "our") provides courses and materials on raising capital including information regarding strategies for finding potential investors, strategies for pitching ideas to investors, (the "Services"). The Services are provided by Pentium Capital Advisory Inc., an Alberta Corporation. The Services are provided through a series of courses, media content, community networking (including peer-to-peer networking with other users of the Services), our website, apps, communications, correspondence, one on one coaching and discussion, or other content (collectively, the "FRC Platform"). These terms and conditions of use, together with any documents and/or additional terms they expressly incorporate by reference (collectively, these "Terms and Conditions"), constitute a legal agreement and are entered into by and between you and the Company and govern your access to and use of the Services or the FRC Platform, including any content and functionality. If you are agreeing to these terms and conditions not as an individual but on behalf of a company, then "you" or "your" means you, your company, or another entity for which you act as agent and you are binding yourself or your company to these terms and conditions.
BY USING THE FRC PLATFORM OR THE FUND RAISE CAPITAL SERVICES, YOU ACCEPT AND AGREE TO BE BOUND AND COMPLY WITH THESE TERMS AND CONDITIONS AND OUR PRIVACY POLICY, FOUND AT WWW.FUNDRAISECAPITAL.CO, INCORPORATED HEREIN BY REFERENCE. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS OR THE PRIVACY POLICY, YOU MUST NOT ACCESS OR USE THE FRC PLATFORM OR THE SERVICES.
The Services are provided via a 12-week (the "Enrolment Period") course-based program including informational videos and additional supplemental materials administered through the FRC Platform. Access to the FRC Platform is granted for the Enrolment Period only. Notwithstanding the Enrolment Period, you agree to abide by these Terms and Conditions for long as you have access to the FRC Platform.
You may use the FRC Platform only if you are legally able to form a binding contract in Alberta, Canada or in your jurisdiction. If you are accepting the Terms and Conditions on behalf of a corporation or other legal entity, you represent and warrant that you are authorized to do so.
As used in these Terms and Conditions, references to our "Affiliates" include our owners, subsidiaries, affiliated companies, officers, directors, employees, agents, licensors, licensees, suppliers, partners, sponsors, and advertisers, and includes (without limitation) all parties involved in creating, producing, and/or delivering the FRC Platform and/or its contents.
Modifications to the Terms and Conditions and to the FRC Platform
We reserve the right in our sole discretion to revise and update these terms and conditions from time to time. Any and all such modifications are effective immediately upon posting and apply to all access to and continued use of the FRC Platform. You agree to periodically review the terms and conditions in order to be aware of any such modifications and your continued use of the FRC Platform shall be your acceptance of these modified terms and conditions.
We will not be liable if, for any reason, all or any part of the FRC Platform is restricted to users or unavailable at any time or for any period.
Your Use of the FRC Platform, Account Set-Up and Security
The security of your personal information is very important to us. We use physical, electronic, and administrative measures designed to secure your personal information from accidental loss and from unauthorized access, use, alteration, and disclosure.
The safety and security of your information also depends on you. Users are responsible for obtaining their own access to the FRC Platform via the links provided for registration. Users are required to ensure that all persons who access the FRC Platform through a user's internet connection are aware of these Terms and Conditions and comply with them. The FRC Platform, including content, third party websites or apps, or areas of the FRC Platform, may require user registration. It is a condition of your use of the FRC Platform and the Services that all the information you provide on the FRC Platform is correct, current, and complete.
Unfortunately, the transmission of information via the Internet is not completely secure. Although we do our best to protect your personal information, we cannot guarantee the security of your personal information transmitted to our FRC Platform. Any transmission of personal information is at your own risk. We are not responsible for circumvention of any privacy settings or security measures contained on the FRC Platform. Your provision of registration information and any submissions you make to the FRC Platform through any functionality such as applications, chat functions, video chat, e-mail, message boards, personal, or interest group web pages, profiles, forums, bulletin boards, and other such functions (collectively, "Interactive Functions") constitutes your consent to all actions we take with respect to such information consistent with our Privacy Policy.
Any username, password, or any other piece of information chosen by you, or provided to you as part of our security procedures, must be treated as confidential, and you must not disclose it to any other person or entity. You must exercise caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information. You understand and agree that the account you register is personal to you and you agree not to provide any other person with access to this FRC Platform or portions of it using your username, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security. You also agree to ensure that you logout from your account at the end of each session. You are responsible for any password misuse or any unauthorized access.
You are prohibited from attempting to circumvent and from violating the security of this FRC Platform, including, without limitation: (a) accessing content and data that is not intended for you; (b) attempting to breach or breaching the security and/or authentication measures which are not authorized; (c) restricting, disrupting or disabling service to users, hosts, servers, or networks; (d) illicitly reproducing TCP/IP packet header; (e) disrupting network services and otherwise disrupting FRC Platform owner's ability to monitor the FRC Platform; (f) using any robot, spider, or other automatic device, process, or means to access the FRC Platform for any purpose, including monitoring or copying any of the material on the FRC Platform; (g) introducing any viruses, trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful; (h) attacking the FRC Platform via a denial-of-service attack, distributed denial-of-service attack, flooding, mailbombing, or crashing; and (i) otherwise attempting to interfere with the proper working of the FRC Platform.
Intellectual Property Rights and Ownership
You understand and agree that the FRC Platform and its entire contents, features, and functionality, including, but not limited to, all information, software, code, data text, displays, graphics, photographs, images, video, audio, music, broadcast, design, presentation, website layout, selection, and arrangement, are owned by the Company, its licensors, or other providers of such material and are protected in all forms by intellectual property laws including, without limitation, copyright, trademark, patent, trade secret, and any other proprietary rights.
The Company name and logo and all related product and service names, designs, images, and slogans are trademarks of the Company or its Affiliates. You must not use such marks without the prior written consent of the Company. Other names, logos, product and service names, designs, images, and slogans mentioned, or which appear on this FRC Platform are the trademarks of their respective owners. Use of any such property, except as expressly authorized, shall constitute an infringement or violation of the rights of the property owner and may be a violation of federal or other laws and could subject the infringer to legal action.
You must not directly or indirectly reproduce, record, duplicate, copy, compile for an internal database, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the courses, seminars, presentations, phone calls, correspondence or other materials provided as part of the FRC Platform or the Services, in any form or medium whatsoever. In addition, you must not sell, rent or sub-license material
Conditions of Use and User Submissions and FRC Platform Content Standards
As a condition of your access and use of the FRC Platform, you agree that you may use the FRC Platform only for lawful purpose.
Parts of this FRC Platform offer an opportunity for users to post and exchange opinions and information. The following site content standards apply to any and all comments, content, material, pitch decks, articles, blog posts, information, or other submissions required for use of the FRC Platform or the provisions of the Services (whether provided through electronica means or in physical submissions) a user submits, posts, publishes, displays, or transmits (collectively, "submit") to the FRC Platform or to other users or persons (collectively, "User Submissions") and any and all Interactive Functions. Any and all User Submissions must also comply with all applicable federal, provincial, local, and international laws, regulations, and terms of service.
Without limiting the foregoing, you warrant and agree that your use of the FRC Platform and any User Submissions shall not:
In any manner violate any applicable federal, provincial, local, or international law or regulation or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms and Conditions and our Privacy Policy.
Include or contain any material that is exploitive, obscene, harmful, threatening, abusive, harassing, hateful, defamatory, sexually explicit or pornographic, violent, inflammatory, or discriminatory based on race, sex, religion, nationality, disability, sexual orientation, or age or other such legally prohibited ground or be otherwise objectionable, such determination to be made in Company's sole discretion.
Involve stalking, attempting to exploit or harm any individual in any way by exposing them to inappropriate content or otherwise or ask for personal information as prohibited under applicable laws, regulations, or code.
Use the FRC Platform as a crowdfunding platform or for any crowdfunding purposes.
Impersonate or attempt to impersonate the Company, a Company employee, another user, or any other person or entity (including, without limitation, by using email addresses or screen names associated with any of the foregoing).
Transmit, or procure the sending of, any advertisements or promotions without our prior written consent, sales, or encourage any other commercial activities, including, without limitation, any "spam", "junk mail", "chain letter", contests, sweepstakes and other sales promotions, barter, or advertising or any other similar solicitation.
Give the impression that they originate from or are endorsed by us or any other person or entity, if this is not the case.
Grant of Licence
None of the User Submissions you submit to the FRC Platform will be subject to any confidentiality by the Company. By providing any User Submission to the FRC Platform, you grant us and our service providers, and each of their and our respective licensees, successors, and assigns the right to a Worldwide, royalty free, irrevocable, non-exclusive licence to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material for any purpose and/or incorporate such material into any form, medium or technology throughout the World without compensation to you. You further waive any moral rights or other rights of authorship as a condition of submitting any User Submission.
By submitting User Submissions, you declare and warrant that you own or have the necessary rights to submit the User Submissions and have the right to grant the licence hereof to us and our Affiliates, and each of their and our respective licensees, successors, and assigns to the User Submissions and comply with these Terms and Conditions. You represent and warrant that all User Submissions comply with applicable laws and regulations and the Conditions of Use and Site Content Standards set out in these Terms and Conditions.
You understand and agree that you, not the Company or the Company's directors, officers, employees, agents, service providers, contractors, licensors, suppliers, or successors, are fully responsible for any User Submissions you submit or contribute, and you are fully responsible and legally liable, including to any third party, for such content and its accuracy. We are not responsible or legally liable to any third party for the content or accuracy of any User Submissions submitted by you or any other user of the FRC Platform.
FRC Platform Monitoring and Enforcement, Suspension, and Termination
Company has the right, without provision of notice to:
Remove or refuse to post on the FRC Platform any User Submissions for any or no reason at our sole discretion.
At all times, take such actions with respect to any User Submission deemed necessary or appropriate in our sole discretion, including, without limitation, for violating these Terms and Conditions.
Take appropriate legal action, including, without limitation, referral to law enforcement or regulatory authority, or notifying the harmed party of any illegal or unauthorized use of the FRC Platform. Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the FRC Platform.
Terminate or suspend your access to all or part of the FRC Platform for any or no reason, including, without limitation, any violation of these Terms and Conditions.
YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITS AFFILIATES, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, LICENSEES, SUPPLIERS, AND SUCCESSORS FROM ANY AND ALL CLAIMS RESULTING FROM ANY ACTION TAKEN BY THE COMPANY AND ANY OF THE FOREGOING PARTIES RELATING TO ANY, INVESTIGATIONS BY EITHER THE COMPANY OR SUCH PARTIES OR BY LAW ENFORCEMENT AUTHORITIES.
We have no obligation, nor any responsibility to any party to monitor the FRC Platform or its use, and do not and cannot undertake to review all material that you or other users submit to the FRC Platform. We cannot ensure prompt removal of objectionable material after it has been posted and we have no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party, subject to applicable laws.
Fees
Subject to any promotions or discounts offered by the Company, fees for the Services are $20,000.00 USD. You agree to pay all fees for your access and/or use of the FRC Platform and Services.
All pricing is in USD and all prices exclude any applicable sales, retail, excise or similar taxes (including GST). You are fully responsible for any such taxes that you are obligated to pay or which we may collect from you in accordance with applicable laws.
Payment must be made through use of a valid credit card or other payment method authorized by the Company from time to time. The Company reserves the right to change, or to stop accepting, any permitted payment method at any time, in its sole discretion. You agree that the Company may charge your payment card for your access to and use of the FRC Platform and the Services additional fees.
You represent and warrant that you are authorized to use the payment method provided in connection with your account, and you irrevocably authorize the Company or its designate (as the case may be) to charge you for the applicable fees.
You specifically acknowledge the Company may use a third party payment processing service in connection with your fees. You consent to the collection and use of your data (including, if applicable, personal information) by such payment processing service as necessary to process your payments. PLEASE NOTE THAT PAYMENT SERVICES ARE PROVIDED BY OUR THIRD PARTY SERVICE PROVIDER, PAYPAL AND STRIPE, AND THAT BY MAKING A PURCHASE VIA THE REAL PLATFORM YOU ARE ALSO AGREEING TO STRIPE’S PRIVACY POLICIES AS WELL AS PAYPAL’S PRIVACY POLICY, WHICH CAN BE LOCATED ONLINE AT THE FOLLOWING URL:
STRIPE’S PRIVACY POLICY IS LOCATED AT: https://stripe.com/en-ca/privacy
PAYPAL’S PRIVACY POLICY IS LOCATED AT: https://www.paypal.com/us/legalhub/paypal/privacy-full
Fees may be paid by such other methods including via cryptocurrency or direct wire as approved by the Company.
You are responsible to keep all of your information current and accurate in your account including any necessary billing and contact information. If applicable, you may edit your payment method information at any time. You must promptly advise the Company if your payment card information changes due to loss, theft, cancellation or otherwise and if a payment is not processed successfully, you may be subject to additional charges which may be applied to your account, and you will remain responsible for any outstanding amounts and authorize the Company to continue billing the payment method, as it may be updated.
In the event you believe that the Company has billed you in error, you must contact the Company within thirty (30) days of the date of purchase. No refunds or adjustments will be provided for charges which are more than thirty (30) days old. If you do not advise us within thirty (30) days after the error first appears on your billing statement we will not be required to correct any error. You hereby release the Company from all liability and claims of loss resulting from any error that you do not report to us within thirty (30) days after the error first appears on your billing statement.
YOU ACKNOWLEDGE AND AGREEMENT THAT PAYMENT OF ALL FEES ON TIME IS A MATERIAL PART OF ANY AGREEMENT BETWEEN YOU AND THE COMPANY. FAILURE TO PAY ANY FEES WHEN DUE SHALL RESULT IN A FULL RELEASE OF ALL OBLIGATIONS FROM THE COMPANY TO YOU.
All sales are final and payments of fees are non-refundable, except as prohibited by law or as expressly provided for herein. No refund will be provided for the time of which you do not use the FRC Platform or the Services.
Termination and Suspension
Subject to your acceptance of these Terms and Conditions and payment of applicable fees to the Company, access to the FRC Platform and Services shall be for 12-weeks from the start of any applicable schedule for the Services and shall be terminated or suspended in accordance with these Terms and Conditions. The Company may extend the length of time that the Fundraise Capital Platform, Services, or any portion thereof are accessible to the you at the discretion of the Company.
These Terms and Conditions shall continue to apply to any extension beyond the Enrolment Period for so long as you have access to the FRC Platform and you agree to continue abiding by the Terms and Conditions for as long as you have access to the FRC Platform. Extensions to Enrolment Periods may be granted by the Company acting in its sole discretion and extensions may be granted without notice to you.
While access to the FRC Platform may be extended beyond the Enrolment Period, neither the Company nor any of its Affiliates shall be obligated to provide any additional Services other than access to the FRC Platform. Extensions may be terminated at any time without notice.
The Company may, in its sole discretion, disable or suspend your account or terminate your access to the FRC Platform or the Services at any time for any reason immediately upon the occurrence of any of the following events:
You fail to pay any amount when due.
You breach any material term of these Terms and Conditions.
You are involved in any activity likely to undermine the business or reputation of the Company or the usability, functionality or performance of the FRC Platform or the Services.
No Reliance
Although we make reasonable efforts to update the information on our FRC Platform, we make no representations, warranties, or guarantees, whether expressed or implied, that the content on our FRC Platform is accurate, complete, or up to date. Your use of the FRC Platform is at your own risk and neither the Company nor its Affiliates, and their respective directors, officers, employees, agents, service providers, contractors, licensors, licensees, suppliers, or successors have any responsibility or liability whatsoever for your use of this FRC Platform.
This FRC Platform includes content provided by third parties, including from other users and third-party licensors. All statements and/or opinions expressed in any such third-party content is solely the opinions and the responsibility of the person or entity providing those materials. Such materials do not necessarily reflect the opinion of the Company. Neither the Company nor its Affiliates, and their respective directors, officers, employees, agents, service providers, contractors, licensors, licensees, suppliers, or successors have any responsibility or liability whatsoever to you, or any third party, for the content or accuracy of any third-party materials.
The FRC Platform and Services utilize presenters that may be Affiliates of the Company. You acknowledge and agree that the Company makes no representation as to whether any present is a licensed professional in the field in which they are presenting.
Privacy
By submitting your personal information and using our FRC Platform, you consent to the collection, use, reproduction, hosting, transmission, and disclosure of any such user content submissions in compliance with our Privacy Policy, as we deem necessary for use of the FRC Platform and provision of services.
Most interactive websites use cookies to let us retrieve the user’s details for each visit by recalling previous requests or registration and/or IP addresses to analyze website use patterns. Cookies are used by our FRC Platform to enable the functionality of certain areas to make it easier for people visiting our FRC Platform. By using this FRC Platform you are consenting to the use of cookies. You can set your browser to notify you before you receive a cookie, giving you the chance to decide whether to accept it. You can also set your browser to turn off cookies. If you do, however, some areas of the FRC Platform may not function adequately.
Hyperlinking to Our FRC Platform
The following organizations may link to our FRC Platform without prior written approval from the Company:
Government agencies
Search engines
News organizations
Online directory distributors may link to our FRC Platform in the same manner as they hyperlink to the websites of other listed businesses
We may consider and approve other link requests from the following types of organizations:
commonly-known consumer and/or business information sources;
dot-com community sites;
associations or other groups representing charities;
online directory distributors;
internet portals;
accounting, law and consulting firms; and
educational institutions and trade associations.
We will approve link requests from these organizations if we decide that: (a) the link is fair and legal and does not damage our reputation or take advantage of it; (b) the organization does not have any negative record with us; (c) there is a substantial benefit to us from the visibility of the hyperlink; and (d) the link is in the context of general resource information.
If you are one of the organizations listed above and are interested in linking to our FRC Platform, you must inform us by sending an e-mail to ryan@fundraisecapital.co. Please include your name, your organization name, contact information as well as the URL of your site, a list of any URLs from which you intend to link to our FRC Platform, and a list of the URLs on our site to which you would like to link. Please expect a wait time of 2-3 weeks for a response from us.
Organizations that do not require prior written approval, or have been granted prior written approval by the Company, may link to our home page, to publications or to other FRC Platform information so long as the link: (a) is not in any way deceptive; (b) does not falsely imply sponsorship, endorsement or approval of the linking party and its products and/or services; and (c) fits within the context of the linking party’s site. We reserve the right to withdraw linking permission without notice. The website in which you are linking must comply in all respects with the Conditions of Use and User Submissions and Site Content Standards set out herein. You agree to cooperate with us in causing any unauthorized linking to immediately stop.
No use of the Company or any Affiliate's logo or other artwork will be allowed for linking absent a trademark license agreement between the Company and the linking party.
Third-Party Platforms
For your convenience, this FRC Platform may provide links or pointers to third-party sites. We make no representations about any other websites that may be accessed from this FRC Platform. Access to any such site is at your own risk. We have no control over the contents of any such third-party sites and accept no responsibility for such sites or for any loss or damage that may arise from your use of them. You are subject to any terms and conditions of such third-party sites.
If you find any link on our FRC Platform that is offensive for any reason, you are free to contact and inform us. We will consider requests to remove links, but we are not obligated to or so or to respond to you directly.
The FRC Platform is hosted on https://circle.so/ and the Company specifically reserves the right to change hosting platforms without notice to another third-party platform or an in-house platform managed by the Company or any Affiliate.
Geographic Restrictions
The owner of the FRC Platform is based in the Province of Alberta in Canada. This FRC Platform is not intended for use in any jurisdiction where its use is not permitted. If you access the FRC Platform and the Services, you do so at your own risk and you are responsible for compliance with local laws of your jurisdiction. Any offer for any product, service, and/or information made in connection with the FRC Platform is void where prohibited.
Disclaimer of No Advice
You acknowledge and agree the contents of the FRC Platform and the Services are for illustrative and information purposes only and nothing in the FRC Platform or the Services shall be construed as any kind of legal, financial, tax, business, securities, or other professional advice and that any such advice should be sought from a licensed professional before making any business decisions.
Any communications provided through the FRC Platform or through the Services are strictly illustrative. Statements regarding the amount of capital raised by users of the FRC Platform and the Services are self-reported by and have not been verified by the Company.
You acknowledge that Ryan Miller, an Affiliate of the Company, is not a licenced legal, financial, tax, business, or securities professional nor has Ryan Miller claimed to be any such professional. No information provided by Ryan Miller or any Affiliate shall be construed as any kind of professional advice.
No Guarantee of Results
Neither the Company, nor any Affiliates, guarantee any form of results. The methods and information presented on the FRC Platform or through the Services are presented strictly for illustrative purposes and are in no way indicative of the results you may experience.
In addition, the Company and its Affiliates will not be held liable for any losses that may result from attempts to raise capital using the FRC Platform. Users may meet other parties (including other users, or Affiliates) through their usage of the FRC Platform and Services and decide to partner together for further capital raises. Any such deals, transactions, agreements, contracts, or understandings are not prohibited by these Terms and Conditions but in no instance will the Company and its Affiliates will not be held liable for, and you acknowledge your release of the Company and its Affiliates, from any losses that may result.
Disclaimer of Warranties
YOU UNDERSTAND AND AGREE THAT YOUR USE OF THE FRC PLATFORM, ITS CONTENT, AND ANY SERVICES OR ITEMS FOUND OR ATTAINED THROUGH THE FRC PLATFORM, INCLUDING BUT NOT LIMITED TO THE SERVICES, IS AT YOUR OWN RISK. THE FRC PLATFORM, ITS CONTENT, AND ANY SERVICES OR ITEMS FOUND OR ATTAINED THROUGH THE FRC PLATFORM, INCLUDING BUT NOT LIMITED TO THE SERVICES, ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
NEITHER THE COMPANY NOR ITS AFFILIATES, OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, LICENSEES, SUPPLIERS, OR SUCCESSORS MAKE ANY WARRANTY, REPRESENTATION, OR ENDORSEMENT WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, SUITABILITY, ACCURACY, CURRENCY, OR AVAILABILITY OF THE FRC PLATFORM OR ITS CONTENTS. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR AFFILIATES OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, LICENSEES, SUPPLIERS, OR SUCCESSORS REPRESENT OR WARRANT THAT THE FRC PLATFORM, ITS CONTENT, OR ANY SERVICES OR ITEMS FOUND OR ATTAINED THROUGH THE FRC PLATFORM, INCLUDING BUT NOT LIMITED TO THE SERVICES, WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR FRC PLATFORM OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
WE CANNOT AND DO NOT GUARANTEE OR WARRANT THAT FILES OR DATA AVAILABLE FOR DOWNLOADING FROM THE INTERNET OR THE FRC PLATFORM WILL BE FREE OF VIRUSES OR OTHER DESTRUCTIVE CODE. YOU ARE SOLELY AND ENTIRELY RESPONSIBLE FOR YOUR USE OF THE FRC PLATFORM AND YOUR COMPUTER, INTERNET, AND DATA SECURITY. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY DENIAL-OF-SERVICE ATTACK, DISTRIBUTED DENIAL-OF-SERVICE ATTACK, OVERLOADING, FLOODING, MAILBOMBING, OR CRASHING, VIRUSES, TROJAN HORSES, WORMS, LOGIC BOMBS, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE FRC PLATFORM OR ANY SERVICES OR ITEMS FOUND OR ATTAINED THROUGH THE FRC PLATFORM, INCLUDING BUT NOT LIMITED TO THE SERVICES, OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.
THROUGH YOUR USE OF THE FRC PLATFORM, YOU MAY CHOOSE TO ENGAGE IN COMMERCIAL TRANSACTIONS WITH OTHER USERS AND PROVIDERS. YOU ACKNOWLEDGE THAT ALL TRANSACTIONS RELATING TO ANY SERVICES OFFERED BY ANY THIRD PARTY, INCLUDING, BUT NOT LIMITED TO THE PURCHASE TERMS, PAYMENT TERMS, WARRANTIES, GUARANTEES, MAINTENANCE AND DELIVERY TERMS RELATING TO SUCH TRANSACTIONS, ARE AGREED TO SOLELY BETWEEN THE SELLER OR PURCHASER OF SUCH SERVICES AND YOU. WE MAKE NO WARRANTY REGARDING ANY TRANSACTIONS EXECUTED THROUGH, OR IN CONNECTION WITH THE FRC PLATFORM, AND YOU UNDERSTAND AND AGREE THAT SUCH TRANSACTIONS ARE CONDUCTED ENTIRELY AT YOUR OWN RISK. ANY WARRANTY THAT IS PROVIDED IN CONNECTION WITH ANY PRODUCTS, SITE, MATERIALS, OR INFORMATION AVAILABLE ON OR THROUGH THE FRC PLATFORM FROM A THIRD PARTY IS PROVIDED SOLELY BY SUCH THIRD PARTY, AND NOT BY US OR ANY OF OUR AFFILIATES.
SOME JURISDICTIONS DO NOT ALLOW FOR THE EXCLUSION OR LIMITATION OF CERTAIN WARRANTIES OR CONDITIONS AND, IF REQUIRED BY APPLICABLE LAW, SOME OF THE CONTENTS OF THIS SECTION MAY NOT APPLY TO CERTAIN USERS.
Limitation on Liability
EXCEPT WHERE SUCH EXCLUSIONS ARE PROHIBITED BY LAW, UNDER NO CIRCUMSTANCE WILL THE COMPANY NOR ITS AFFILIATES OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, LICENSEES, SUPPLIERS, OR SUCCESSORS BE LIABLE FOR NEGLIGENCE, GROSS NEGLIGENCE, NEGLIGENT MISREPRESENTATION, FUNDAMENTAL BREACH, DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT, BREACH OF CONTRACT, BREACH OF PRIVACY, OR OTHERWISE, EVEN IF THE PARTY WAS ALLEGEDLY ADVISED OR HAD REASON TO KNOW, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, OR RELIANCE ON, THE FRC PLATFORM, ANY LINKED WEBSITES OR SUCH OTHER THIRD-PARTY WEBSITES, NOR ANY FRC PLATFORM CONTENT, MATERIALS, POSTING, OR INFORMATION THEREON AND ANY SERVICES OR ITEMS FOUND OR ATTAINED THROUGH THE FRC PLATFORM, INCLUDING BUT NOT LIMITED TO THE SERVICES.
SOME JURISDICTIONS DO NOT ALLOW ALL OR PART OF THE LIMITATIONS OR EXCLUSIONS OF LIABILITY SET FORTH ABOVE AND, IF REQUIRED BY APPLICABLE LAW, THE CONTENTS OF THIS SECTION MAY NOT APPLY TO CERTAIN USERS OF THE SERVICES.
IN THE EVENT THAT ANY CLAIM OR LIABILITY ARISES AGAINST US, OUR AGGREGATE LIABILITY IN CONNECTION WITH THIS AGREEMENT, YOUR USE OF THE FRC PLATFORM AND/OR RELATED SITES OR APPLICATIONS OR ANY OTHER CIRCUMSTANCE GIVING RISE TO LIABILITY SHALL BE LIMITED TO DIRECT DAMAGES ONLY, AND SUCH DIRECT DAMAGES SHALL NOT EXCEED THE AMOUNT RECEIVED BY THE COMPANY FROM YOU FOR ENROLLMENT IN THE SERVICES AS AT THE DATE THAT ANY DAMAGES OCCURRED.
For further clarity, any damages claimed shall be limited to the amount actually received by the Company and paid by the User on that date at which the damages occurred.
Materials Provided
The materials provided include access to office hours, access to templates for designing a pitch deck, access to lists of potential investors, access to the community, access to the community pitch practice, access to the app, access to messaging colleagues.
Indemnification
To the maximum extent permitted by applicable law, you agree to defend, indemnify, and hold harmless the Company, its Affiliates, and their respective directors, officers, employees, agents, service providers, contractors, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable legal fees) arising out of or relating to your breach of these Terms and Conditions or your use of the FRC Platform, including, but not limited to, your User Submissions, third-party sites, any use of the FRC Platform's content, services, and products other than as expressly authorized in these Terms and Conditions.
Money Back Guarantee
The Company offers a money back guarantee (the "Guarantee") if you are unsatisfied with the Services during the enrollment period only. The Guarantee expires at the end of the enrollment period. The Guarantee is limited to the cost of enrollment in the FRC Platform Services less any expenses incurred, including but not limited to, a deduction of the time spent in the course during the enrollment period where the remaining time is available for the refund at the time the request for a money back guarantee is made. The compliance to the criteria will be determined by the Company in order to verify the criteria of the Guarantee was met in full. The Guarantee is contingent on you meeting all of the following criteria:
must attend all meetings scheduled as part of the Services;
must have necessary corporate entities incorporated or established prior to enrollment;
must have completed the full course sessions as set out in the FRC Platform within two weeks of enrollment;
must have built a list of fifty investors within the "Friends and Family" category as set out in the FRC Platform;
must post at least once per week during enrollment on community page on the FRC Platform;
must not have any active lawsuits or regulatory investigations;
must be in good standing within the FRC community which good standing shall be determined at the discretion of the Company, acting reasonably, and criteria for good standing shall include: no missed or late payment of fees, attendance at each office hour call (as described on the FRC Platform), no missed one-on-one calls with any presenter without at least 48-hours written notice of cancellation, no employment with a competitor of the Company or any Affiliate, no disparaging remarks made regarding the Company, Affiliates or the Services, no violations of the Terms and Conditions, no encouraging other users to join any competitors of the Company or Affiliates, active participation in the FRC Platform including posting on community message boards, and having completed the entirety of course materials;
must have given at least five community pitch practice meetings within the FRC Platform community;
must not be in bankruptcy (personal or corporate) or have any on record for any country
must agree to a full background check at your expense;
must have retained corporate legal council for at least one month prior to requesting the Guarantee;
must have all subscription documents, legal entities, and all other deal documents from your lawyer completed for at least one month prior to the requesting the Guarantee;
must have a finalized pitch deck and have shared it with at least 50 investors which shall be verified by provision of correspondence showing efforts made to share the pitch deck;
must have a live data room;
must have an active subscription to our Customer Relationship Manager for at least one month prior to the money back guarantee claim.
not late on any fees owing for the use and enrollment in the FRC Platform or for the providing of the Services;
active for at least two months on at least one board of a company, charity, institution, endowment, foundation, or registered investment fund, that has at least $10,000,000 million CAD in revenue or at least $100,000,000 CAD in assets under management that you or family members are not a shareholder, director, officer of.; and
have appeared as a main guest (not host) on a minimum of five podcasts in your sector.
You agree and acknowledge that the above noted criteria are required for the Company to verify that you have taken all reasonable efforts to utilize the information provided on the FRC Platform and through the Services. The Guarantee is subject to you meeting the criteria and the Company being able to verify the same.
Nature of Relationship
The Company provides informational materials and courses to users for informational purposes only. Hiring the Company and your use of the FRC Platform does not constitute a partnership or joint venture between the parties, nor does it imply that the business recommends or endorses any client’s business or services, unless expressly stated in writing by the Company.
Governing Law and Choice of Forum
The FRC Platform and these Terms and Conditions will be governed by and construed in accordance with the laws of the Province of Alberta and the federal laws of Canada applicable therein, without giving effect to any choice or conflict of law provision, principle, or rule and notwithstanding your domicile, residence, or physical location.
Any action or proceeding arising out of or relating to this FRC Platform and under these Terms and Conditions will be instituted in the courts of the Province of Alberta and/or the Federal Court of Canada, and each party irrevocably submits to the exclusive jurisdiction of such courts in any such action or proceeding. You waive any and all objections to the exercise of jurisdiction over you by such courts and to the venue of such courts.
Waiver
No failure to exercise, or delay in exercising, any right, remedy, power, or privilege arising from these Terms and Conditions operates, or may be construed, as a waiver thereof; and no single or partial exercise of any right, remedy, power, or privilege hereunder precludes any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.
Severability
If any term or provision of these Terms and Conditions is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of these Terms and Conditions or invalidate or render unenforceable such term or provision in any other jurisdiction.
Entire Agreement
The Terms and Conditions and our Privacy Policy constitute the sole and entire agreement between you and the Company regarding the FRC Platform and supersedes all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, regarding such subject matter.
Contact
This FRC Platform is operated by Pentium Capital Advisory Inc. All feedback, comments, requests for technical support, and other communications relating to the FRC Platform should be directed to ryan@fundraisecapital.co.
