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By accessing or using The Fourth Floor’s Platform (“Platform”) with an authorized link to the Terms, installing or using our mobile application(s) (“App”), applying for a membership with The Fourth Floor (the “Membership”), accessing or using any content, information, services, in-person events, features or resources available or enabled via the Platform (collectively with the Platform, App, and Membership, the “Services”), clicking on a button or taking any other action to signify your acceptance of the Terms, or completing our Membership registration process, you: (1) agree to be bound by the Terms; (2) represent you are of legal age in your jurisdiction of residence to form a binding contract with The Fourth Floor; and (3) represent that you have the authority to enter into this Agreement personally and, if applicable, on behalf of any company, organization or other legal entity on whose behalf you use the Services and to bind that entity to this Agreement. The term “You” refers to the individual or legal entity, as applicable, identified as the end user when you registered through the Site or App. Except as otherwise provided herein, if you do not agree to be bound by the Terms, you may not access or use the Services.
SECTION 16 OF THE TERMS IS AN ARBITRATION CLAUSE THAT REQUIRES MOST DISPUTES BETWEEN US TO BE RESOLVED ON AN INDIVIDUAL, NON-CLASS ACTION BASIS THROUGH BINDING AND FINAL ARBITRATION INSTEAD OF IN COURT. SEE SECTION 16 FOR MORE INFORMATION REGARDING THIS ARBITRATION CLAUSE, AND HOW TO OPT OUT.
Your use of the Services is also subject to any additional terms, conditions and policies that we separately post on the Services and any agreements that you have separately executed with The Fourth Floor (“Supplemental Terms”) which are incorporated by reference into the Terms. To the extent there is any conflict between the Terms and the Supplemental Terms, the Supplemental Terms will control with respect to the subject matter of such agreement. For example, if you are a User who has agreed to the Membership Agreement with The Fourth Floor (“Membership Agreement”), the terms of that Membership Agreement will control and supersede the Terms with respect to the subject matter of such Membership Agreement. The Terms and any applicable Supplemental Terms are referred to herein as the “Agreement.”
PLEASE NOTE THAT THESE TERMS ARE SUBJECT TO CHANGE BY THE FOURTH FLOOR IN ITS SOLE DISCRETION AT ANY TIME.
When material changes are made, The Fourth Floor will make a new copy of the Terms available on the Site and the App. We will also update the “Last Updated” date at the top of the Terms. If we make material changes to the Terms, we may (and when required by law, will) also provide notification of changes through our Services, or by other means that we believe is reasonably likely to reach you, to provide you the opportunity to review the changes before they become effective. If you object to any changes, you may close your account before the updated Terms become effective. Otherwise, your continued use of the Site, App and/or Services constitutes your acceptance of such change(s) to the Terms as of their effective date.
ABOUT THE SERVICES. The Fourth Floor offers a variety of Services to our members. These Services include, but are not limited to; Individual Memberships and Company Memberships (the “Memberships”), The Back Room private investment club, In-person and Virtual Events, and other services associated with Memberships.
Membership Process. Members are Account holders. To acquire Membership to The Fourth Floor (“Membership”), individuals must visit our website (https://thefourthfloor.co/) and fill out a Membership Application (“Application”). The Fourth Floor will only approve individuals for Membership if they meet, at The Fourth Floor’s sole discretion, our Membership Criteria. If an individual is under the age of 18 years old, they may not gain Membership or use the Services available on our Site or App at any time, for any reason.
ACCOUNT REGISTRATION. When registering an account for the Services (“Account”) or submitting an application for Membership, you agree to provide only true, accurate, current and complete information requested by the registration form (the “Registration Data”) and to promptly update the Registration Data thereafter as necessary to keep it up-to-date. You represent that you will be responsible for all activities that occur under your Account. You agree to monitor your Account to restrict its use by minors and other unauthorized users and agree not to share your Account or password with anyone. You further agree to immediately notify The Fourth Floor of any unauthorized use of your password or any other breach of the security of your Account. You agree not to create an Account using a false identity or alias or if you are currently restricted from using any of the Services under our Community Guidelines and Three Strikes Policy. You further agree that you will not maintain more than one Account at any given time. The Fourth Floor reserves the right to remove or reclaim any Accounts at any time and for any reason. YOU WILL BE SOLELY RESPONSIBLE FOR ALL ACCESS TO AND USE OF THE SERVICES BY ANYONE USING YOUR ACCOUNT WHETHER OR NOT SUCH ACCESS TO AND USE OF YOUR ACCOUNT IS ACTUALLY AUTHORIZED BY YOU.
MEMBERSHIP PAYMENT. Please see our Pricing for updated pricing information. To apply and pay for a Membership, please visit our website. Once your application is approved, in The Fourth Floor’s sole discretion, all of The Fourth Floor’s Policies and Terms will govern the terms and conditions of your Membership. Please reference our Fee Policies and Membership Criteria for more information on paying for memberships.
NOTICES AND MESSAGES. The Fourth Floor will provide notices and messages to you either within the Services or through the contact information you provided to us under your Registration Data and/or your Account preferences. You agree to keep this information up-to-date.
OWNERSHIP OF AND LICENSE TO USE THE SERVICES.
License to Use the Service. The Fourth Floor and its service providers (including ScaleGrowth) own all rights, title and interest in and to the Services (excluding Content provided by users). The Services are protected by copyright, trademark, and other intellectual property laws of both the United States and foreign countries. Subject to the Agreement, The Fourth Floor grants you a limited, non-transferable license to use the Services solely for your personal non-commercial purposes. The Fourth Floor and its service providers reserve all rights not granted in this Agreement.
App License. Subject to your compliance with the Agreement, The Fourth Floor grants you a limited non-exclusive, non-transferable, non-sublicensable, revocable license to download, install and use a copy of the App on a single mobile device or computer that you own or control and to run such copy of the App solely for your own personal or internal business purposes. Furthermore, with respect to any App accessed through or downloaded from the Apple App Store (an “App Store Sourced Application”), you will only use the App Store Sourced Application (a) on an Apple-branded product that runs the iOS (Apple’s proprietary operating system) and (b) as permitted by the “Usage Rules” set forth in the Apple App Store Terms of Service. Notwithstanding the first sentence in this section, with respect to any App accessed through or downloaded from the Google Play store (a “Google Play Sourced Application”), you may have additional license rights with respect to use of the App on a shared basis within your designated family group.
The Fourth Floor’s stylized name, and other related graphics, logos, service marks and trade names used on or in connection with the Services are the trademarks of The Fourth Floor and may not be used without permission in connection with any third-party products or services. Other trademarks, service marks and trade names that may appear on or in the Services are the property of their respective owners. You will not remove, alter or obscure any copyright notice, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services.
Responsible Party for Content. You acknowledge that all content is the sole responsibility of the party from whom such content originated. This means that each User is entirely responsible for all content that that User makes available through the Services (“User Content”). The Fourth Floor has no obligation to pre-screen any content. You use all User Content and interact with other Users at your own risk. Without limiting the foregoing, The Fourth Floor reserves the right in its sole discretion to pre-screen, refuse, or remove any content, especially if it violates our Community Guidelines. The Fourth Floor shall have the right to remove any content that violates this Agreement or is otherwise objectionable.
Ownership of Your Content. The Fourth Floor does not claim ownership of any User Content you make available on the Services (“Your Content”). However, when you as a User post or publish Your Content on or in the Services, you represent that you have all of the necessary rights to grant The Fourth Floor the license set forth in Section 4c. (“License to Your Content”). Except with respect to Your Content, you agree that you have no right or title in or to any content that appears on or in the Services.
License to Your Content. Subject to any applicable Account settings, you grant The Fourth Floor a right to copy, use, and display Your Content (in whole or in part) and create derivative works from Your Content for purposes of operating and providing the Services. Note that other Users may search for, see, use, modify and reproduce any of Your Content that you submit to any “public” area of the Services.
User Submissions. During your use of the Services, you may submit text responses, chats, comments, suggestions and other information (collectively, the “Submissions“) to the Platform whether or not requested to do so by The Fourth Floor. You shall be deemed to have granted The Fourth Floor a worldwide, perpetual, royalty-free, non-exclusive, transferable, sub-licensable, license to cache, copy, distribute, transmit, publicly display, reproduce or otherwise use or exploit the Submissions on the Services and in other media, digital or analog, now known or hereafter developed throughout the universe including, without limitation, the internet, mobile devices, and in advertising or promotion, print or otherwise. For the avoidance of doubt, by submitting your Submission you understand and agree that any Submission may become publicly viewable on the Services or elsewhere. The Fourth Floor shall have no obligation to pay you any compensation for your Submissions. The Fourth Floor is under no obligation to post or use any Submission you may provide. The Fourth Floor may, in its sole discretion, remove any Submission at any time, with or without notice to you, prior or otherwise. You may request the removal of your Submission for any reason on reasonable written notice to The Fourth Floor, on receipt of which The Fourth Floor will take commercially reasonable steps to comply.
The Fourth Floor does not and cannot review all Submissions and is not responsible for the content or substance thereof. However, The Fourth Floor reserves the right to delete, move or edit Submissions that it, in its sole discretion, deems to be abusive, defamatory, obscene, in violation of copyright or trademark laws, or in violation of any person’s rights to privacy or publicity, or otherwise unacceptable under our Community Guidelines, provided that The Fourth Floor shall not be deemed the publisher of any Submission by virtue of its right to control said Submission. Any views and opinions expressed in a Submission reflect the author’s point of view and are not necessarily those of The Fourth Floor or its affiliated partnerships.
Other Restrictions on User Conduct. You agree not to use the Services for any purpose prohibited by this Agreement or by applicable law. You agree to abide by our Community Guidelines, and you shall not (and shall not permit any third party to) (a) take any action or (b) make available any content on or through the Services that: (i) infringes any patent, trademark, trade secret, copyright, right of publicity or other right of any person or entity; (ii) is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, obscene, offensive, or profane; (iii) constitutes unauthorized or unsolicited advertising, junk or bulk e-mail; (iv) involves commercial activities and/or sales without The Fourth Floor’s prior written consent, such as contests, sweepstakes, barter, advertising, or pyramid schemes; (v) impersonates any person or entity, including any employee or representative of The Fourth Floor; or (vi) discloses any personal or confidential information about another person without the express written consent of such person.
RESTRICTIONS ON THE USE OF SERVICES
Acceptable Use. The rights granted to you in this Agreement are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise commercially exploit Services or any portion of Services; (b) you shall not frame or utilize framing techniques to enclose any trademark, logo, or other Services (including images, text, page layout or form); (c) you shall not use any metatags or other “hidden text” using The Fourth Floor’s name or trademarks; (d) you shall not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of Services except to the extent the foregoing restrictions are expressly prohibited by applicable law; (e) you shall not use any manual or automated software, devices or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools or the like) to “scrape” or download data from the Services; (f) you shall not access Services in order to build similar or competitive products or services; (g) except as expressly stated herein, no part of Services may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means; (h) you shall not remove or destroy any copyright notices or other proprietary markings contained on or in Services; (i) you shall not circumvent, remove, alter, deactivate, degrade, or thwart any of the protections of the Services; (j) you will not take any action that imposes or may impose (in our sole determination) an unreasonable or disproportionately large load on our technical infrastructure; and (k) you will not interfere with or attempt to interrupt the proper operation of the Services through any virus, device, information collection or transmission mechanisms, software or routine, or access or attempt to gain access to any data, files, or passwords related to the Services through hacking, password or data mining, or any other means. Any future release, update or other addition to Services shall be subject to this Agreement. The Fourth Floor reserves all rights not granted in this Agreement. Any unauthorized use of Services terminates the licenses granted by The Fourth Floor pursuant to this Agreement. The foregoing sentence is not exclusive of any other rights or remedies that may be available to The Fourth Floor under law, equity, statute, or otherwise.
You agree that your submission of any ideas, suggestions, documents, and/or proposals to The Fourth Floor’s Platform (“Feedback”) is at your own risk and that The Fourth Floor has no obligations (including without limitation obligations of confidentiality) with respect to such Feedback. You represent and warrant that you have all rights necessary to submit the Feedback. You hereby grant to The Fourth Floor a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sublicensable right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Feedback, and to sublicense the foregoing rights.
Third-Party Websites, Apps and Services. The Services may contain links to third-party websites (“Third-Party Websites”) and apps (“Third-Party Apps”) of Members offering their services or seeking services from other Members. When you click on a link to a Third-Party Website or Third-Party App, we will not warn you that you have left the Services and are subject to the terms and conditions (including privacy policies) of another website or destination. Such Third-Party Websites or Third-Party Apps are not under the control of The Fourth Floor. The Fourth Floor is not responsible for any Third-Party Websites or Third-Party Apps. You acknowledge that The Fourth Floor does not supervise, direct, control or monitor Members in the performance of these services and agree that The Fourth Floor is not responsible for the offering, performance or procurement of these services. You use all links in Third-Party Websites, Third-Party Apps and Third-Party Services at your own risk. When you leave our Website, the Terms and our policies no longer govern. You should review applicable terms and policies, including privacy and data gathering practices, of any Third-Party Websites or Third-Party Apps, and make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party. 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 Community Guidelines.
App Stores. You acknowledge and agree that the availability of the App and the Services is dependent on the third party from whom you received the App license, e.g., the Apple App Store or Google Play (each, an “App Store”). You acknowledge that the Terms are between you and The Fourth Floor and not with the App Store. The Fourth Floor, not the App Store, is solely responsible for the Services, including the App, the content thereof, maintenance, support services, and warranty therefore, and addressing any claims relating thereto (e.g., product liability, legal compliance or intellectual property infringement). In order to use the App, you must have access to a wireless network, and you agree to pay all fees associated with such access. You also agree to pay all fees (if any) charged by the App Store in connection with the Services, including the App. You agree to comply with, and your license to use the App is conditioned upon your compliance with all terms of agreement imposed by the applicable App Store when using any Service, including the App. You acknowledge that the App Store (and its subsidiaries) are third-party beneficiaries of the Agreement and will have the right to enforce it.
You agree to indemnify and hold The Fourth Floor, its affiliates, employees, contractors, and its licensors and suppliers (“The Fourth Floor Parties”) harmless from any losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of: (a) Your Content; (b) your misuse of the Services; (c) your violation of the Terms; (d) your violation of any rights of another party; or (e) your violation of any applicable laws, rules or regulations. The Fourth Floor reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with The Fourth Floor in asserting any available defenses. You agree that the provisions in this Section will survive any termination of the Agreement or your access to Services.
THE BACK ROOM INDEMNIFICATION AGREEMENT.
INDEMNITY AGREEMENT. This Indemnity Agreement applies to all purchasers of all Back Room memberships. THE FOURTH FLOOR IS NOT A REGISTERED BROKER OR DEALER AND DOES NOT OFFER INVESTMENT ADVICE OR ADVISE ON THE RAISING OF CAPITAL. The Fourth Floor does not provide direct funding or make any recommendations or suggestions to an investor to invest in a particular company. Nothing on the platform should be construed as an offer to sell, a solicitation of an offer to buy, or a recommendation for any security by The Fourth Floor or any third party. The Fourth Floor does not take part in the negotiations or execution of any transaction or deal. The Fourth Floor does not purchase, sell, negotiate, execute, take possession of or is compensated by securities in any way, or at any time, nor is it permitted through our platform. THE FOURTH FLOOR DOES NOT RECEIVE COMPENSATION FOR ANY TYPE OF INVESTMENT EXCHANGE. We are not an equity crowdfunding platform or portal. We are charging a premium for access, we are not getting compensated based on investments made or connections made. Entrepreneurs and Accredited Investors who wish to use The Back Room are hereby warned that engaging in private fundraising and funding activities can expose you to a high risk of fraud, monetary loss, and regulatory scrutiny and to proceed with caution and professional guidance at all times. The Fourth Floor is not responsible for doing diligence on the companies included in The Back Room, or the Dream Backer Members or any other members of The Fourth Floor. The Fourth Floor does not verify any representations, materials or other information provided by entrepreneurs, funds, Dream Backers or any other members within The Back Room. The Fourth Floor does not recommend any company for investment, endorse their fitness for investment, or verify or claim the accuracy of information provided by entrepreneurs or other members in The Back Room. The Fourth Floor does not invest or facilitate investments, directly or indirectly, and any investments that may happen in The Back Room are between the startup or fund and the Dream Backer Members in The Back Room. The Fourth Floor is not responsible for verifying that any Dream Backer is an Accredited Investor, is a Qualified Purchaser, or is otherwise authorized or appropriate, or for determining whether any use of The Back Room constitutes a general solicitation of securities under the securities laws of the United States, or the laws of any state or other jurisdiction, including foreign jurisdictions.
USER AGREEMENTS. As a Member or User of The Back Room, you acknowledge the following:
The Fourth Floor does not vet potential investors or investment targets
You are relying on self-attestation of other Members
You are using the platform at your own risk
You hold The Fourth Floor harmless
AFFILIATE FUND. If applicable: It is up to the fund to make sure they are compliant with Securities and Exchange Commission regulations if they decide to engage with anyone in The Back Room. The Fourth Floor and our Matching Algorithm is held harmless, it is up to the fund to determine who they will speak with in The Back Room.
DO’S AND DON’TS FOR THE BACK ROOM.
Don’t say “I raised $____ on The Fourth Floor platform”
Do your own research into other Members you interact with
Don’t ignore the Terms within these Agreements and Policies
Do verify any representations made by other Members
By being a Member of The Back Room, whether you are a startup or investor, you agree that you are not soliciting sales securities or investments. Your Membership is in no way a solicitation for purchases of securities.
DISCLAIMER OF WARRANTIES AND CONDITIONS.
AS IS. YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF THE SERVICES, OR ATTENDANCE AT ANY THE FOURTH FLOOR ORGANIZED EVENT IS AT YOUR SOLE RISK, AND THE SERVICES, THE FOURTH FLOOR SERVICES, AND ANY OF THE FOURTH FLOOR’S ORGANIZED EVENTS (VIRTUAL OR IN-PERSON) ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS. THE FOURTH FLOOR PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT ARISING FROM USE OF THE SERVICES.
THE FOURTH FLOOR PARTIES MAKE NO WARRANTY, REPRESENTATION OR CONDITION THAT: (1) THE SERVICES WILL MEET YOUR EXPECTATIONS OR REQUIREMENTS; (2) THE INFORMATION, CONTENT, AND DATA ON THE SERVICES IS ACCURATE, COMPLETE, OR CURRENT; (3) YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (4) ANY ERRORS ON THE SERVICES WILL BE CORRECTED; (5) YOUR USE OF THE SERVICES WILL NOT EXPOSE YOUR HARDWARE OR NETWORKS TO ADDITIONAL SECURITY RISK; OR (6) THE SERVICES WILL BE COMPATIBLE WITH YOUR DEVICES.
ANY CONTENT DOWNLOADED FROM OR OTHERWISE ACCESSED THROUGH THE SERVICES IS ACCESSED AT YOUR OWN RISK, AND YOU SHALL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY, INCLUDING, BUT NOT LIMITED TO, YOUR COMPUTER SYSTEM AND ANY DEVICE YOU USE TO ACCESS THE SERVICES, OR ANY OTHER LOSS THAT RESULTS FROM ACCESSING SUCH CONTENT.
THE SERVICES MAY BE SUBJECT TO DELAYS, CANCELLATIONS AND OTHER DISRUPTIONS. THE FOURTH FLOOR MAKES NO WARRANTY, REPRESENTATION OR CONDITION WITH RESPECT TO THE SERVICES, INCLUDING BUT NOT LIMITED TO, THE QUALITY, EFFECTIVENESS, REPUTATION AND OTHER CHARACTERISTICS OF THE SERVICES. CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE FOREGOING DISCLAIMERS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
No Liability for Conduct of Third Parties. YOU ACKNOWLEDGE AND AGREE THAT THE FOURTH FLOOR PARTIES ARE NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD THE FOURTH FLOOR PARTIES LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OPERATORS OF EXTERNAL SITES, AND THAT THE RISK OF INJURY FROM SUCH THIRD PARTIES RESTS ENTIRELY WITH YOU.
Limitation of Damages. TO THE FULLEST EXTENT PERMITTED BY LAW, THE DISCLAIMERS OF LIABILITY CONTAINED HEREIN APPLY TO ANY AND ALL DAMAGES OR INJURY WHATSOEVER CAUSED BY OR RELATED TO USE OF, OR INABILITY TO USE, THE SERVICES UNDER ANY CAUSE OR ACTION WHATSOEVER OF ANY JURISDICTION, INCLUDING, WITHOUT LIMITATION, ACTIONS FOR BREACH OF WARRANTY, BREACH OF CONTRACT OR TORT (INCLUDING NEGLIGENCE) AND THAT THE COMPANY PARTIES SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES IN ANY WAY WHATSOEVER ARISING OUT OF THE USE OF, OR INABILITY TO USE, THE SERVICES OR OTHERWISE IN CONNECTION WITH THIS AGREEMENT. YOU FURTHER SPECIFICALLY ACKNOWLEDGE THAT THE COMPANY PARTIES ARE NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD THE COMPANY PARTIES LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OTHER USERS OF THE SERVICES AND OPERATORS OF EXTERNAL WEBSITES, AND THAT THE RISK OF THE SERVICES AND EXTERNAL WEBSITES AND OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH YOU.
User Content and Settings. The Fourth Floor Parties assume no responsibility for the timeliness, deletion, mis-delivery, or failure to store any content, User communications, or personalization settings.
Basis of the Bargain. The limitations of damages set forth above are fundamental elements of the basis of the bargain between The Fourth Floor and you.
COPYRIGHT CLAIMS. If you believe content posted on the Services infringes your copyright rights, please provide our designated Copyright Agent with the following information: (1) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (2) a description of the copyrighted work that you claim has been infringed; (3) a description of the location on the Services of the material that you claim is infringing; (4) your address, telephone number and e-mail address; (5) a written statement that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; and (6) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf. Correspondence to our designated Copyright Agent regarding notice of claims of copyright infringement should be addressed to: The Fourth Floor, 38 Red Road, Chatham, NJ 07928
At its sole discretion, The Fourth Floor may modify or discontinue the Services, or may modify, suspend or terminate your access to the Services, for any reason, with or without notice to you and without liability to you or any third party. In addition to suspending or terminating your access to the Services, The Fourth Floor reserves the right to take appropriate legal action, including without limitation pursuing civil, criminal or injunctive redress. Even after your right to use the Services is terminated, the Agreement will remain enforceable against you and unpaid amounts you owe to The Fourth Floor for any purchases will remain due.
INTERNATIONAL USERS. Services can be accessed from countries around the world and may contain references to services and content that are not available in your country. These references do not imply that The Fourth Floor intends to announce or promote the availability of such services or content in your country. Services are controlled and offered by The Fourth Floor from its facilities in the United States of America. The Fourth Floor makes no representations that Services are appropriate or available for use in other locations. Those who access or use Services from other countries do so at their own volition and are responsible for compliance with local law.
DISPUTE RESOLUTION. Please read the following arbitration agreement in this Section (“Arbitration Agreement”) It requires you to arbitrate disputes with The Fourth Floor and limits the manner in which you can seek relief from us.
Applicability of Arbitration Agreement. You agree that any dispute between you and us relating in any way to the Services or the Agreement, will be resolved by binding arbitration, rather than in court, except that (1) you and we may assert claims in small claims court if the claims qualify; and (2) you or The Fourth Floor may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). This Arbitration Agreement shall apply, without limitation, to all claims that arose or were asserted before the Effective Date of the Terms or any prior version of the Terms.
Arbitration Rules and Forum. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement. To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to our registered agent: The Corporation Trust Company, Corporation Trust Center, 1209 Orange Street, Wilmington, Delaware 19801. The arbitration will be conducted by JAMS, an established alternative dispute resolution provider. Disputes involving claims and counterclaims with an amount in controversy under $250,000, not inclusive of attorneys’ fees and interest, shall be subject to JAMS’ most current version of the Streamlined Arbitration Rules and procedures available at http://www.jamsadr.com/rules-streamlined-arbitration/; all other claims shall be subject to JAMS’s most current version of the Comprehensive Arbitration Rules and Procedures, available at http://www.jamsadr.com/rules-comprehensive-arbitration/. JAMS’s rules are also available at jamsadr.comor by calling JAMS at 800-352-5267. If JAMS is not available to arbitrate, the parties will select an alternative arbitral forum. If the arbitrator finds that you cannot afford to pay JAMS’s filing, administrative, hearing and/or other fees and you cannot obtain a waiver from JAMS, The Fourth Floor will pay them for you. You may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the U.S. county where you live or at another mutually agreed location. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
Authority of Arbitrator. The arbitrator shall have exclusive authority to resolve any dispute related to the interpretation, applicability, enforceability or formation of this Arbitration Agreement including, but not limited to any claim that all or any part of this Arbitration Agreement is void or voidable. The arbitrator will decide the rights and liabilities, if any, of you and The Fourth Floor. The arbitration proceeding will not be consolidated with any other matters or joined with any other proceedings or parties. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim or dispute. The arbitrator shall have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual party under applicable law, the arbitral forum’s rules, and this Agreement (including the Arbitration Agreement). The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which any award (or decision not to render an award) is based, including the calculation of any damages awarded. The arbitrator shall follow the applicable law. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and us.
Waiver of Jury Trial. YOU AND THE FOURTH FLOOR HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT (OTHER THAN SMALL CLAIMS COURT AS PERMITTED HEREIN) AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and The Fourth Floor are instead electing that all covered claims and disputes shall be resolved by arbitration under this Arbitration Agreement, except as specified in Section 16 above. An arbitrator can award on an individual basis the same damages and relief as a court and must follow the Agreement as a court would. However, there is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.
Waiver of Class or Other Non-Individualized Relief. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS OR COLLECTIVE BASIS, ONLY INDIVIDUAL RELIEF IS AVAILABLE FOR CLAIMS COVERED BY THIS ARBITRATION AGREEMENT, AND CLAIMS OF MORE THAN ONE USER CANNOT BE ARBITRATED OR CONSOLIDATED WITH THOSE OF ANY OTHER USER OR PERSON. If a decision is issued stating that applicable law precludes enforcement of any of this Section 16’s limitations as to a given claim for relief, then the applicable claim must be severed from the arbitration and brought into the state or federal courts located in New York in accordance with Section 16.4.All other claims shall be arbitrated.
30-Day Right to Opt Out. You have the right to opt out of the provisions of this Arbitration Agreement by sending a timely written notice of your decision to opt out to the following address:38 Red Road, Chatham, NJ 07928, [email protected], within 30 days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address and a clear statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of this Agreement will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have with us, or may enter into in the future with us.
Except as provided in Section 16, if any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Arbitration Agreement shall continue in full force and effect.
Survival of Agreement. This Arbitration Agreement will survive the termination or expiration of the Agreement or your relationship with The Fourth Floor.
Modification. Notwithstanding any provision in the Agreement to the contrary, we agree that if The Fourth Floor makes any future material change to this Arbitration Agreement, you may reject that change within thirty (30) days of such change becoming effective by writing The Fourth Floor at the following address: 38 Red Road, Chatham, NJ 07928
This Membership Criteria and Community Guidelines Policy (the “Policy”) is between T4F INC (the “Company,” “The Fourth Floor,” “we,” “us,” and “our”) and anyone who uses our Services (“you”). Our “Services” can be understood in this Policy to include, but are not limited to: using our Site (https://thefourthfloor.co) (the “Site”) or Mobile Application (the “App”) to access our Community Platform (http://app.thefourthfloor.co) (the “Platform”); applying for a membership with The Fourth Floor (the “Membership”); accessing or using any content, information, services, features or resources available or enabled on the Platform; and attending any events (virtual or in-person) that are put on by or associated with The Fourth Floor.
The Fourth Floor reserves the right to accept or decline membership for any reason or for no reason, at any time. Although we aim for prompt communication, due to the amount of prospective new members submitting completed Onboarding forms for our review, we cannot guarantee a response within 30 days, although we will try our best to do so.
The Fourth Floor private Membership Community is an inclusive ecosystem for founders, board candidates, and investors that focuses chiefly on gender diversity. We expect members to GIVE along with GET. All qualifying members must show a commitment to driving systemic change by getting more women on to boards, funded, and writing checks as a way to address the gender wealth and funding gap.
To maintain the quality of our community, we ask that all qualifying applicants either be entrepreneurs, investors or have at least 10 years of professional experience. Additionally, we ask that all applicants show that they are entrepreneurs, investors and/or currently hold or have previously held a senior executive, Partner-level, or an equivalent executive leadership role within their organization with an established career and ≥ 10 years of professional experience. To qualify for membership, all of our members must share our commitment to drive systemic change by getting more women on boards, funded and writing checks.
We offer multiple types of individual membership opportunities:
Floor Member. Our most basic membership.
This membership includes:
Core Member. This is our standard community membership option. As a paid member, you have access to preference-based recommendations, additional programming, curriculum, & speaking opportunities.
This includes access to:
Board Candidate Membership. This is our recommended premium membership option for professionals seeking to initiate or advance their for-profit board careers! This option includes access to all of the amenities listed under Core Membership, but it also includes access to:
– Board Seat Exchange
– Search and be matched to Mentor/Sponsor, Advisory Board, Independent Board Director, and Board Observer opportunities posted by ecosystem companies on The Board Seat Exchange
– Board Candidate Profile
– Curate a Board Candidate Profile with additional profile fields to define yourself as a stand-out board candidate
– Board Candidate Directory
– Once you list yourself in this dedicated directory, you’ll appear in a specific directory full of qualified board candidates that is searched by ecosystem companies
Dream Backer Membership. This is our membership option for people who are primarily interested in exploring investment opportunities and networking with other accredited investor members. To qualify for this membership, you must be an accredited investor. This option includes access to all of the amenities listed under Core Membership, but it expands access to curated investment opportunities in The Back Room. The Back Room is a private club designed for women-led startups to connect with a pool of potential funders, including individual angels and fund managers, and for funders to connect with each other, with founders and individuals interested in becoming limited partners. Please read the Disclaimer and Indemnification statements before joining The Back Room.
Access to The Back Room includes:
Elite Plan – combines both Board Candidate Membership and Dream Backer Memberships. This is our ultimate membership for qualified professionals seeking to advance their for-profit board careers, find investment opportunities, and network with other investors and professionals! You’ll have access to The Back Room to unlock hundreds of additional Angel Advisor opportunities. This membership includes all of the amenities included in the Core Membership, Premium Board Candidate Membership, and the Dream Backer Membership. To qualify for this membership, you must be an accredited investor.
The Fourth Floor also offers a variety of Company-level Memberships.
We are committed to cultivating a healthy, respectful, and supportive ecosystem community for you, our members, guests, sponsors, affiliates, and employees. Our Community Guidelines outlined below reflect our intentions to vet the individuals and entities whom we allow to participate in our community, as well as ensure that the participants already in our community engage respectfully with one another. That being said, EVERYONE WHO PARTICIPATES IN OUR COMMUNITY DOES SO AT THEIR OWN RISK. We take no responsibility for the actions or the communications of any person or entity who engages in our community.
ANY PERSON WHO ACCESSES OUR SERVICES IN ANY WAY AGREES TO:
When communicating and posting on the Home Page, use #hashtags and other organizational methods to help categorize your communications!
#GIVE (for something you offer the group)
#GET (for something specific you need)
#QUESTION (for a question to the group)
#INVITATION (for an event you’re planning)
INFORMATION WE COLLECT
We may collect and use the following Personal Information about you or your devices from various sources, as described below (“Personal Information”).
PERSONAL INFORMATION YOU PROVIDE TO US.
Identity Information. This may include your first and/or last name, your title, and date of birth.
Contact Information. This may include your email address(es), mailing address(es), billing address, and your telephone number(s).
Online Presence Information. This may include links to your public account pages on social media websites, links to personal websites, and other online materials associated with you and/or your company or brand.
Profile and Registration Information. This may include the email and password that you may set to create your Membership account with us, the type of Membership you create with us, the information included in your Membership Application and/or through an event registration, your career interests and preferences, and any content uploaded to the Service (such as text, images, audio, and video, along with the metadata associated with the files you upload) affiliated with your Account.
Personal + Professional Goals. This may include career fields in which you are passionate about, how you look to grow personally and professionally, what you have already accomplished so far in your career.
Membership Goals. This may include why you chose to join The Fourth Floor, what you want to get out of your Membership and/or through the Services we provide, what kind of professionals you are seeking to network with via our Services.
Sponsorship Information. This includes whether you requested sponsorship from your company for your Membership.
Professional + Employment Information. This includes, but is not limited to:
Company Information. This may include your company’s name, its industry, the type of company, and the size of your company.
Role Information. This may include your professional title, your function in that role, as well any professional credentials and/or skills.
Resume/CV. This may include any type of information that might otherwise be included on a resume or curriculum vitae.
Marketing + Communications Information. This may include your personal preferences in receiving communications from us regarding our events, activity on the Platform, and details about how you engage with our Services. This may also include information you provide us when you contact us directly with questions, feedback, concerns, or otherwise correspond with us online. For example, when you contact us for customer support, we may receive your name, email address, the content of a message or attachments that you may send to us, and other information you choose to provide. If you subscribe to our newsletter, then we will collect Personal Information from you, such as your email address. When we send you emails, we may track whether you open and/or click on them to learn how to deliver a better customer experience and improve our Services.
User Generated Content. This includes any content that you choose to post or share on our Platform and/or within our Services, including your broadcast audio, images or text that you upload to the Service, and any chat and/or text messages. This content may be recorded and syndicated on third-party services.
Financial Information. If you purchase a Membership Account with us or use our Services that require payment, we may request certain Personal Information to facilitate payment, such as your name, email, phone number, physical address, billing address, and the last four digits of your credit card or bank account number. We store a limited portion of your credit card in a manner that is generally permitted by credit card issuers.
PERSONAL INFORMATION WE COLLECT WHEN YOU USE OUR SERVICES.
Location Information. When you use our Services, we may infer your general location information, for example, by using your internet protocol (IP) address.
Device Information. We receive information about the device and software you use to access our Services, including IP address, web browser type, and operating system version.
Usage Information. To help us understand how you use our Services and to help us improve them, we automatically receive information about your interactions with our Services, like the pages or other content you view, the searches you conduct, purchases you make, and the dates and times of your visits.
INFORMATION FROM COOKIES + SIMILAR TECHNOLOGIES. We and third-party partners collect information using cookies, pixel tags, or similar technologies. Our third-party partners, such as analytics and advertising partners, may use these technologies to collect information about your online activities over time and across different services. We may use both session cookies (which are deleted from your device after you leave the Website) and persistent cookies (which remain on your device for longer or until you delete it manually). Please review your web browser’s “Help” file to learn the proper way to modify your cookie settings. Please note that if you delete or choose not to accept cookies from the Services, you may not be able to utilize the features of the Services to their fullest potential.
INFORMATION WE RECEIVE FROM THIRD-PARTY SERVICES. We obtain Personal Information from third parties, such as Facebook and Twitter, when you click on third-party buttons or beacons (such as Facebook “like” or “share” buttons, or Twitter “Tweet” buttons) in the Services. If you choose to link the Services to a third-party account, such as Facebook, we may receive information about you, including your profile information and your photo. We may also obtain personal information from third-party services while processing your Membership Account and User Content in providing the Services. If you wish to limit the information available to us, you should visit the privacy settings of your third-party accounts to learn about your options. If we combine or associate information from other sources with Personal Information that we collect through the Services, we will treat the combined information as Personal Information in accordance with this Policy.
HOW WE USE THE PERSONAL INFORMATION WE COLLECT.
We use the Personal Information we collect for the following purposes-
Communicating with you. We may use your email address or other Personal Information we collect in our Services to contact you as necessary for administrative purposes such as to provide services and information that you request, respond to comments and questions, and otherwise provide customer support.
Providing the Services and Personalizing Your Experience. We may use your Personal Information to provide and maintain our Services, including to facilitate broadcasting, or to enable you to connect to third-party services or applications. When doing so, we may use your Personal Information to personalize your experience on our Services such as by providing tailored content and recommendations.
Understanding Usage and Improving our Services. We use the Personal Information that we collect through our Services to analyze trends and statistics and to improve and enhance our Services.
Marketing. We may use your email address and other Personal Information to send marketing communications related to our Services. Generally, you have the ability to opt-out of receiving any promotional communications as described below under “Your Rights and Choices.” Where required under applicable law, we will only send you promotional emails with your opt-in consent.
Advertising. We may use your usage information and other Personal Information to develop and provide you with promotional and advertising materials that may be relevant, valuable, or otherwise of interest to you.
Other Purposes. For other purposes for which we provide specific notice at the time the Personal Information is collected.
COOKIES + HOW WE USE THEM
Below is an overview of the types of cookies we and third parties may use to collect Personal Information:
Strictly necessary cookies. Some Cookies are strictly necessary to make the Services available to you. We cannot provide you with the Services without these type of cookies. For example, these cookies allow us to provide the login functionality.
Functional cookies. These are used to recognize you when you return to the Services. This enables us to adapt our content for you, and remember your preferences (for example, your choice of language or region).
European Personal Information. If you are located in the European Economic Area, we only process your Personal Information when we have a valid “legal basis”, including when:
Contractual necessity. We need your Personal Information to provide you with the Services, for example to respond to your inquiries.
Compliance with a legal obligation. We have a legal obligation to use your Personal Information, for example to comply with tax and accounting obligations.
Legitimate interests. We or a third party have a legitimate interest in using your Personal Information. In particular, we have a legitimate interest in using your Personal Information for product development and internal analytics purposes, and otherwise to improve the safety, security, and performance of our Services. We only rely on our or a third party’s legitimate interests to process your Personal Information when these interests are not overridden by your rights and interests.
Affiliates. We may share any Personal Information we receive with our affiliates for any of the purposes described in this Policy.
Vendors and Service Providers. We may share any Personal Information we receive with vendors and service providers retained in connection with the provision of our Services.
Analytics Partners. We use analytics services such as Google Analytics to collect and process certain analytics data. These services may also collect Personal Information about your use of other websites, apps, and online resources.
As Required By Law and Similar Disclosures. We may access, preserve, and disclose your Personal Information if we believe doing so is required or appropriate to: (a) comply with law enforcement requests and legal process, such as a court order or subpoena; (b) respond to your requests; or (c) protect your, our, or others’ rights, property, or safety. For the avoidance of doubt, the disclosure of your Personal Information may occur if you post any objectionable content on or through the Services.
Disclosures During a Change of Control. We may transfer your Personal Information to service providers, advisors, potential transactional partners, or other third parties in connection with the consideration, negotiation, or completion of a corporate transaction in which we are acquired by or merged with another company or we sell, liquidate, or transfer all or a portion of our assets.
Through your profile. Any information you provide and publicly publish to the Service, including your name, likeness, and User Content will be accessible by other users of the Service, where they may view your profile, listen to and comment on your User Content, follow your User Content, and share User Content you generated. Additionally, if you follow other Users on the Service, the Users you follow may be able to contact you through the Service.
Consent. We may also disclose your Personal Information with your permission.
YOUR RIGHTS + CHOICES.
Marketing Communications. You can unsubscribe from our promotional emails via the link provided in the emails. Even if you opt-out of receiving promotional messages from us, you may continue to receive administrative messages from us.
Your European Privacy Rights. If you are located in the European Economic Area, you have the additional rights described below:
You may request access to and receive information about the Personal Information we maintain about you, update and correct inaccuracies in your Personal Information, restrict or object to the processing of your Personal Information, have your Personal Information anonymized or deleted, as appropriate, or exercise your right to data portability to easily transfer your Personal Information to another company. In addition, you also have the right to lodge a complaint with a supervisory authority, including in your country of residence, place of work or where an incident took place.
You may withdraw any consent you previously provided to us regarding the processing of your Personal Information, at any time and free of charge. We will apply your preferences going forward and this will not affect the lawfulness of the processing before you withdraw your consent.
California Civil Code Section 1798.83, also known as the “Shine The Light” law, permits our users who are California residents to request and obtain from us, once a calendar year and free of charge, information about categories of Personal Information (if any) we disclosed to third parties for direct marketing purposes and the names and addresses of all third parties with which we shared personal information in the immediately preceding calendar year. If you are a California resident and would like to request such information about our collection, use or disclosure of your information, please email us at [email protected]
THIRD PARTY SITES AND SERVICES.
Our Services may contain links to other websites and other online services operated by third parties. These links are not an endorsement of, or representation that we are affiliated with, any third party. In addition, our content may be included on web pages or online services that are not associated with us. We do not control third party websites or online services, and we are not responsible for their actions. Other websites and services follow different rules regarding the collection, use and sharing of your personal information. We encourage you to read the privacy policies of the other websites and online services you use.
The security of your personal information is important to us. We take a number of organizational, technical and physical measures designed to protect the personal information we collect, both during transmission and once we receive it. However, no security safeguards are 100% secure and we cannot guarantee the security of your information. In the event that Personal Information is compromised as a breach of security, The Fourth Floor will promptly notify our customers in compliance with applicable law.
We take measures to delete your Personal Information or keep it in a form that does not permit identifying you when your Personal Information is no longer necessary for the purposes for which we process it, unless we are required by law to keep your Personal Information for a longer period. When determining the specific retention period, we take into account various criteria, such as the type of service provided to you, the nature and length of our relationship with you, and mandatory retention periods provided by law and the statute of limitations.
You agree to indemnify and hold harmless The Fourth Floor and its Board members, directors, officers, employees, agents and contractors from and against any and all claims, damages, losses, costs (including without limitation to reasonable attorney’s fees) or other expenses that arise directly or indirectly out of or from (a) your breach of any provision of this Policy; (b) your activities in connection with the Website; or (c) unsolicited information you provide to The Fourth Floor through The Fourth Floor Platform.