Our mission is to connect the Venture Capital ecosystem to allow the ecosystem to be more productive, and by extension, more successful. We at Venture Backed Capital believe that by bringing together knowledgeable, experienced experts and operators from key facets of the Venture Capital Ecosystem to share their experiences, advice, and knowledge; we will be able to foster a supportive environment where more early-stage companies perform well, raise more capital and create stronger returns for themselves and their stakeholders long term. Our services are designed to promote economic opportunity for our members by enabling you and the entirety of the Venture Capital ecosystem to meet, network, exchange ideas, learn, and find opportunities or employees, work, and make decisions within a community of trusted relationships.

1. 1. Introduction

1.1 Contract

When you use our Services you agree to all of these terms. Your use of our Services is also subject to our Cookie Policy and our Privacy Policy, which covers how we collect, use, share, and store your personal information.

You agree that by clicking Join Now, or similar, registering, accessing or using our services (described below),you are agreeing to enter into a legally binding contract with Venture Backed Capital (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.

Services

This Contract applies to https://venturebacked.co, https://app.venturebacked.co, venture backed-branded apps, and other Venture Backed Capital-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.

Venture Backed Capital

You are entering into this Contract with Venture Backed Capital LLC (also referred to as we and us).

We use the term Designated Countries to refer to countries in the European Union (EU), European Economic Area (EEA), and Switzerland.

If you reside in the Designated Countries, you are entering into this Contract with Venture Backed Capital LLC (“Venture Backed”) and Venture Backed Capital LLC will be the controller of your personal data provided to, or collected by or for, or processed in connection with our Services.

If you reside outside of the Designated Countries, you are entering into this Contract with Venture Backed Capital LLC (“Venture Backed”) and Venture Backed Capital LLC will be the controller of your personal data provided to, or collected by or for, or processed in connection with our Services.

This Contract applies to Members and Visitors.

As a Visitor or Member of our Services, the collection, use and sharing of your personal data is subject to this Privacy Policy (which includes our Cookie Policy and other documents referenced in this Privacy Policy) and updates.

1.2 Members and Visitors

When you register and join Venture Backed or other Venture Backed Capital Services, you become a Member. If you have chosen not to register for our Services, you may access certain features as a Visitor.

1.3 Change

We may make changes to the Contract.

We may modify this Contract, our Privacy Policy and our Cookies Policy from time to time. If we make material changes to it, we will provide you notice through our Services, or by other means, to provide you the opportunity to review the changes before they become effective. We agree that changes cannot be retroactive. If you object to any changes, you may close your account. Your continued use of our Services after we publish or send a notice about our changes to these terms means that you are consenting to the updated terms as of their effective date.

1. 1. 2. Obligations

2.1 Service Eligibility

Here are some promises that you make to us in this Contract:

Youre eligible to enter into this Contract and you are at least our Minimum Age.

The Services are not for use by anyone under the age of 18.

To use the Services, you agree that: (1) you must be the “Minimum Age” (described below) or older; (2) you will only have one Venture Backed account, which must be in your real name; and (3) you are not already restricted by Venture Backed Capital from using the Services. Creating an account with false information is a violation of our terms, including accounts registered on behalf of others or persons under the age of 18.

Minimum Age means 18 years old. However, if law requires that you must be older in order for Venture Backed Capital to lawfully provide the Services to you without parental consent (including using of your personal data) then the Minimum Age is such older age.

2.2 Your Account

You will keep your password a secret

You will not share an account with anyone else and will follow our rules and the law.

Members are account holders. You agree to: (1) use a strong password and keep it confidential; (2) not transfer any part of your account (e.g., connections) and (3) follow the law and our list of Dos and Don’ts and Professional Community Policies. You are responsible for anything that happens through your account unless you close it or report misuse.

As between you and others (including your employer), your account belongs to you. However, if the Services were purchased by another party for you to use (e.g. Membership seat bought by your employer, school, VC, accelerator program), the party paying for such Service has the right to control access to and get reports on your use of such paid Service; however, they do not have rights to your personal account

2.3 Payment

You’ll honor your payment obligations and you are okay with us storing your payment information. You understand that there may be fees and taxes that are added to our prices.

Refunds are subject to our policy.

If you subscribe to Venture Backed (Premium Services), you agree to pay us the applicable fees and taxes and to additional terms specific to the paid Services. Failure to pay these fees will result in the termination of your paid Services. Also, you agree that:

1. 1. • Your purchase may be subject to foreign exchange fees or differences in prices based on location (e.g. exchange rates).

1. 1. • We may store and continue billing your payment method (e.g. credit card) even after it has expired, to avoid interruptions in your Services and to use to pay other Services you may buy.

1. 1. • If you purchase a subscription, your payment method automatically will be charged at the start of each subscription period for the fees and taxes applicable to that period. To avoid future charges, cancel before the renewal date.

1. 1. • All of your purchases of Services are subject to Venture Backed Capitals refund policy.

1. 1. • We may calculate taxes payable by you based on the billing information that you provide us at the time of purchase.

You can get a copy of your invoice through your Venture Backed  account settings under Purchase History.

2.4 Notices and Messages

You’re okay with us providing notices and messages to you through our websites, apps, and contact information. If your contact information is out of date, you may miss out on important notices.

You agree that we will provide notices and messages to you in the following ways: (1) within the Service, or (2) sent to the contact information you provided us (e.g., email, mobile number, physical address). You agree to keep your contact information up to date.

Please review your settings to control and limit messages you receive from us.

2.5 Sharing

When you share information on our Services, others can see, copy and use that information.

Our Services allow messaging and sharing of information in many ways, such as your profile, articles, group posts, links to news articles, job postings, messages and chat features. Information and content that you share or post may be seen by other Members, Visitors or others (including off of the Services). Where we have made settings available, we will honor the choices you make about who can see content or information (e.g., message content to your addressees, sharing content only to Venture Backed connections, restricting your profile visibility from search engines, or opting not to notify others of your Venture Backed profile update). For job searching activities, we default to not notifying your connections network or the public. So, if you apply for a job through our Service or opt to signal that you are interested in a job, our default is to share it only with the job poster.

We are not obligated to publish any information or content on our Service and can remove it with or without notice.

Minimum Age

Members who were below this new Minimum Age when they started using the Services under a previous User Agreement which had allowed certain persons under 18 to use the Services, may continue to use the Services. As of June 2022 persons under the age of 18 are not eligible to use our Services.

1. 1. 3. Rights and Limits

3.1. Your License to Venture Backed

You own all of the content, feedback and personal information you provide to us, but you also grant us a non-exclusive license to it.

Well honor the choices you make about who gets to see your information and content, including how it can be used for ads.

As between you and Venture Backed Capital, you own the content and information that you submit or post to the Services, and you are only granting Venture Backed Capital and our affiliates the following non-exclusive license:

A worldwide, transferable and sublicensable right to use, copy, modify, distribute, publish and process, information and content that you provide through our Services and the services of others, without any further consent, notice and/or compensation to you or others. These rights are limited in the following ways:

1. 1. • You can end this license for specific content by deleting such content from the Services, or generally by closing your account, except (a) to the extent you shared it with others as part of the Service and they copied, re-shared it or stored it and (b) for the reasonable time it takes to remove from backup and other systems.

1. 1. • We will not include your content in advertisements for the products and services of third parties to others without your separate consent (including sponsored content). However, we have the right, without payment to you or others, to serve ads near your content and information, and your social actions may be visible and included with ads, as noted in the Privacy Policy. If you use a Service feature, we may mention that with your name or photo to promote that feature within our Services, subject to your settings.

1. 1. • We will get your consent if we want to give others the right to publish your content beyond the Services. However, if you choose to share your post as “public, everyone or similar”, we will enable a feature that allows other Members to embed that public post onto third-party services, and we enable search engines to make that public content findable though their services.

1. 1. • While we may edit and make format changes to your content (such as translating or transcribing it, modifying the size, layout or file type or removing metadata), we will not modify the meaning of your expression.

1. 1. • Because you own your content and information and we only have non-exclusive rights to it, you may choose to make it available to others, including under the terms of a Creative Commons license.

You and Venture Backed Capital agree that if content includes personal data, it is subject to our Privacy Policy.

You and Venture Backed Capital agree that we may access, store, process and use any information and personal data that you provide in accordance with, the terms of the Privacy Policy and your choices (including settings).

By submitting suggestions or other feedback regarding our Services to Venture Backed Capital, you agree that Venture Backed Capital can use and share (but does not have to) such feedback for any purpose without compensation to you.

You promise to only provide information and content that you have the right to share, and that your Venture Backed Community platform profile will be truthful.

You agree to only provide content or information that does not violate the law nor anyone’s rights (including intellectual property rights). You also agree that your profile information will be truthful. Venture Backed Capital may be required by law to remove certain information or content in certain countries.

3.2 Service Availability

We may change or end any Service or modify our prices prospectively.

We may change, suspend or discontinue any of our Services. We may also modify our prices effective prospectively upon reasonable notice to the extent allowed under the law.

We don’t promise to store or keep showing any information and content that you’ve posted. Neither Venture Backed Capital nor the Venture Backed platform are storage services. You agree that we have no obligation to store, maintain or provide you a copy of any content or information that you or others provide, except to the extent required by applicable law and as noted in our Privacy Policy.

3.3 Other Content, Sites and Apps

Your use of others content and information posted on our Services, is at your own risk.

Others may offer their own products and services through our Services, and we aren’t responsible for those third-party activities.

By using the Services, you may encounter content or information that might be inaccurate, incomplete, delayed, misleading, illegal, offensive or otherwise harmful. Venture Backed Capital generally does not review content provided by our Members or others. You agree that we are not responsible for others (including other Members) content or information. We cannot always prevent this misuse of our Services, and you agree that we are not responsible for any such misuse. You also acknowledge the risk that you or your organization may be mistakenly associated with content about others when we let connections and followers know you or your organization were mentioned in the news.

Venture Backed Capital may help connect Members offering their services (mentoring, digital marketing accounting, etc.) with Members seeking services. Venture Backed Capital does not perform nor employs individuals to perform these services. You must be at least 18 years of age to offer, perform or procure these services. You acknowledge that Venture Backed Capital does not supervise, direct, control or monitor Members in the performance of these services and agree that (1) Venture Backed Capital is not responsible for the offering, performance or procurement of these services, (2) Venture Backed Capital does not endorse any particular Members offered services, and (3) nothing shall create an employment, agency, or joint venture relationship between Venture Backed Capital and any Member offering services. If you are a Member offering services, you represent and warrant that you have all the required licenses and will provide services consistent with our Professional Community Policies.

Similarly, Venture Backed Capital may help you register for and/or attend events organized by Members and connect with other Members who are attendees at such events. You agree that (1) Venture Backed Capital is not responsible for the conduct of any of the Members or other attendees at such events, (2) Venture Backed Capital does not endorse any particular event listed on our Services, (3) Venture Backed Capital provides only limited review and/or vetting of these events, and (4) that you will adhere to these terms and conditions that apply to such events.

3.4 Limits

We have the right to limit how you connect and interact on our Services.

Venture Backed Capital reserves the right to limit your use of the Services, including the number of your connections and your ability to contact other Members. Venture Backed Capital reserves the right to restrict, suspend, or terminate your account if you breach this Contract or the law or are misusing the Services (e.g., violating any of the Dos and Don’ts or Professional Community Policies).

3.5 Intellectual Property Rights

Were providing you notice about our intellectual property rights.

Venture Backed Capital reserves all of its intellectual property rights in the Services. Trademarks and logos used in connection with the Services are the trademarks of their respective owners. Venture Backed Capital, and Venture Backed logos and other Venture Backed Capital trademarks, service marks, graphics and logos used for our Services are trademarks or registered trademarks of Venture Backed Capital.

3.6 Automated Processing

We use data and information about you to make relevant suggestions to you and others.

We use the information and data that you provide and that we have about Members to make recommendations for connections, content and features that may be useful to you. For example, we use data and information about you to recommend jobs to you and you to recruiters. Keeping your profile accurate and up to date helps us to make these recommendations more accurate and relevant.

Key Terms

Affiliates

Affiliates are companies controlling, controlled by or under common control with us, including, for example, VBC Holding Corp Inc., Venture Backed Capital LLC, TSF Global (and its subsidiaries), The Scott Family Foundation Intl. and The Scott Family Office Intl.

Social Action

e.g. likes, comments, follows, share

1. 1. 4. Disclaimer and Limit of Liability

4.1 No Warranty

This is our disclaimer of legal liability for the quality, safety, or reliability of our Services.

VENTURE BACKED CAPITAL AND ITS AFFILIATES MAKE NO REPRESENTATION OR WARRANTY ABOUT THE SERVICES, INCLUDING ANY REPRESENTATION THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, AND PROVIDE THE SERVICES (INCLUDING CONTENT AND INFORMATION) ON AN AS IS AND AS AVAILABLE BASIS. TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, LINKEDIN AND ITS AFFILIATES DISCLAIM ANY IMPLIED OR STATUTORY WARRANTY, INCLUDING ANY IMPLIED WARRANTY OF TITLE, ACCURACY OF DATA, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

4.2 Exclusion of Liability

These are the limits of legal liability we may have to you.

TO THE FULLEST EXTENT PERMITTED BY LAW (AND UNLESS VENTURE BACKED CAPITAL HAS ENTERED INTO A SEPARATE WRITTEN AGREEMENT THAT OVERRIDES THIS CONTRACT), VENTURE BACKED CAPITAL, INCLUDING ITS AFFILIATES, WILL NOT BE LIABLE IN CONNECTION WITH THIS CONTRACT FOR LOST PROFITS OR LOST BUSINESS OPPORTUNITIES, REPUTATION (E.G., OFFENSIVE OR DEFAMATORY STATEMENTS), LOSS OF DATA (E.G., DOWN TIME OR LOSS, USE OF, OR CHANGES TO, YOUR INFORMATION OR CONTENT) OR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES.

VENTURE BACKED CAPITAL AND ITS AFFILIATES WILL NOT BE LIABLE TO YOU IN CONNECTION WITH THIS CONTRACT FOR ANY AMOUNT THAT EXCEEDS (A) THE TOTAL FEES PAID OR PAYABLE BY YOU TO VENTURE BACKED CAPITAL FOR THE SERVICES DURING THE TERM OF THIS CONTRACT, IF ANY, OR (B) US $1000.

4.3 Basis of the Bargain; Exclusions

The limitations of liability in this Section 4 are part of the basis of the bargain between you and Venture Backed Capital and shall apply to all claims of liability (e.g., warranty, tort, negligence, contract and law) even if Venture Backed Capital or its affiliates has been told of the possibility of any such damage, and even if these remedies fail their essential purpose.

These limitations of liability do not apply to liability for death or personal injury or for fraud, gross negligence or intentional misconduct, or in cases of negligence where a material obligation has been breached, a material obligation being such which forms a prerequisite to our delivery of services and on which you may reasonably rely, but only to the extent that the damages were directly caused by the breach and were foreseeable upon conclusion of this Contract and to the extent that they are typical in the context of this Contract.

1. 1. 5. Termination

We can each end this Contract, but some rights and obligations survive.

Both you and Venture Backed Capital may terminate this Contract at any time with notice to the other. On termination, you lose the right to access or use the Services. The following shall survive termination:

1. 1. • Our rights to use and disclose your feedback;

1. 1. • Members and/or Visitors rights to further re-share content and information you shared through the Services;

1. 1. • Sections 4, 6, 7, and 8.2 of this Contract;

1. 1. • Any amounts owed by either party prior to termination remain owed after termination.

You can visit the general settings under your profile icon to close your account.

1. 1. 6. Governing Law and Dispute Resolution

In the unlikely event we end up in a legal dispute, depending on where you live, you and Venture Backed Capital agree to resolve it in New York courts using New York law, Dublin, or in your local courts using local law.

If you live in the Designated Countries, the laws of New York, U.S.A govern all claims related to Venture Backed Capital’s provision of the Services, but this shall not deprive you of the mandatory consumer protections under the law of the country to which we direct your Services where you have habitual residence. With respect to jurisdiction, you and Venture Backed Capital agree to choose the courts of the country to which we direct your Services where you have habitual residence for all disputes arising out of or relating to this User Agreement, or in the alternative, you may choose the responsible court in the United States.

For others outside of Designated Countries, including those who live outside of the United States: You and Venture Backed Capital agree that the laws of the State of New York, U.S.A., excluding its conflict of laws rules, shall exclusively govern any dispute relating to this Contract and/or the Services. You and Venture Backed Capital both agree that all claims and disputes can be litigated only in the federal or state courts in New York County, New York, USA, and you and Venture Backed Capital each agree to personal jurisdiction in those courts

1. 1. 7. General Terms

Here are some important details about the Contract.

If a court with authority over this Contract finds any part of it unenforceable, you and we agree that the court should modify the terms to make that part enforceable while still achieving its intent. If the court cannot do that, you and we agree to ask the court to remove that unenforceable part and still enforce the rest of this Contract.

This Contract (including additional terms that may be provided by us when you engage with a feature of the Services) is the only agreement between us regarding the Services and supersedes all prior agreements for the Services.

If we don’t act to enforce a breach of this Contract, that does not mean that Venture Backed Capital has waived its right to enforce this Contract. You may not assign or transfer this Contract (or your membership or use of Services) to anyone without our consent. However, you agree that Venture Backed Capital may assign this Contract to its affiliates or a party that buys it without your consent. There are no third-party beneficiaries to this Contract.

You agree that the only way to provide us legal notice is at the addresses provided in Section 10.

1. 1. 8. Venture Backed Dos and Don’ts

Venture Backed is a community of professionals. This list of Dos and Don’ts along with our Professional Community Policies limit what you can and cannot do on our Services.

8.1. Dos

You agree that you will:

1. 1. • Comply with all applicable laws, including, without limitation, privacy laws, intellectual property laws, anti-spam laws, export control laws, tax laws, and regulatory requirements;

1. 1. • Provide accurate information to us and keep it updated;

1. 1. • Use your real name on your profile; and

1. 1. • Use the Services in a professional manner.

8.2. Don’ts

You agree that you will not:

1. 1. • Create a false identity on the Venture Backed platform, misrepresent your identity, create a Member profile for anyone other than yourself (a real person), or use or attempt to use another’s account;

1. 1. • Develop, support or use software, devices, scripts, robots or any other means or processes (including crawlers, browser plugins and add-ons or any other technology) to scrape the Services or otherwise copy profiles and other data from the Services;

1. 1. • Override any security feature or bypass or circumvent any access controls or use limits of the Service (such as caps on keyword searches or profile views);

1. 1. • Copy, use, disclose or distribute any information obtained from the Services, whether directly or through third parties (such as search engines), without the consent of Venture Backed Capital;

1. 1. • Disclose information that you do not have the consent to disclose (such as confidential information of others (including your employer));

1. 1. • Violate the intellectual property rights of others, including copyrights, patents, trademarks, trade secrets or other proprietary rights. For example, do not copy or distribute (except through the available sharing functionality) the posts or other content of others without their permission, which they may give by posting under a Creative Commons license;

1. 1. • Violate the intellectual property or other rights of Venture Backed Capital, including, without limitation, (i) copying or distributing our learning videos or other materials or (ii) copying or distributing our technology, unless it is released under open source licenses; (iii) using the word Venture Backed Capital, Venture Backed Community, Venture Backed or our logos in any business name, email, or URL except as provided in the Brand Guidelines;

1. 1. • Post anything that contains software viruses, worms, or any other harmful code;

1. 1. • Reverse engineer, decompile, disassemble, decipher or otherwise attempt to derive the source code for the Services or any related technology that is not open source;

1. 1. • Imply or state that you are affiliated with or endorsed by Venture Backed Capital without our express consent (e.g., representing yourself as an accredited Venture Backed Capital or Venture Backed platform trainer);

1. 1. • Rent, lease, loan, trade, sell/re-sell or otherwise monetize the Services or related data or access to the same, without Venture Backed Capitals consent;

1. 1. • Deep-link to our Services for any purpose other than to promote your profile or a Group on our Services, without Venture Backed Capitals consent;

1. 1. • Use bots or other automated methods to access the Services, add or download contacts, send or redirect messages;

1. 1. • Monitor the Services availability, performance or functionality for any competitive purpose;

1. 1. • Engage in framing, mirroring, or otherwise simulating the appearance or function of the Services;

1. 1. • Overlay or otherwise modify the Services or their appearance (such as by inserting elements into the Services or removing, covering, or obscuring an advertisement included on the Services);

1. 1. • Interfere with the operation of, or place an unreasonable load on, the Services (e.g., spam, denial of service attack, viruses, gaming algorithms); and/or

1. 1. • Violate the Professional Community Policies or any additional terms concerning a specific Service that are provided when you sign up for or start using such Service, the Bing Maps terms, and Google Maps terms where applicable.

1. 1. 9. Complaints Regarding Content

Contact information for complaint about content provided by our Members.

We respect the intellectual property rights of others. We require that information posted by Members be accurate and not in violation of the intellectual property rights or other rights of third parties. We provide a policy and process for complaints concerning content posted by our Members.

1. 1. 10. How To Contact Us

Our Contact information. Our Help Center also provides information about our Services.

For general inquiries, you may contact us online. For legal notices or service of process, you may write us at:

Venture Backed Capital LLC

ATTN: VBC Legal Team

311 W. 43^rd St.

11^th Floor

New York, NY 10036