Last Updated December 19, 2016
Greener Equity provides a place for users to build, update and share capitalization tables, often called “cap tables.” Greener Equity’s role is to make the Services available for you and other users, and permit you and the other users to share cap tables. However, Greener Equity does not control you or other users. Greener Equity does not endorse or vouch for any Greener Equity users, third parties, or information shared on the Service. You are also responsible for all information that you post or share. Greener Equity does not verify the accuracy of any information provided by you or other users. Each user is solely responsible for verifying the accuracy and completeness of any information received via the Service. Greener Equity does not verify the identity of users, and you are solely responsible for determining the identity and suitability of others who you may choose to share, contact or communicate with through the Service. Greener Equity has the right (but not the obligation), in its sole discretion, to remove or refuse access to the Service to any user at any time in Greener Equity’s sole discretion. Greener Equity does share information with third parties, including for the benefit of the Service. For example, credit cards are processed by an independent company.
The Service may include links or references to other websites maintained by third parties over whom Greener Equity has no control. We provide links and references as a convenience only. The links and references do not imply any particular relationship with any third parties. Similarly, this Service may be accessed from third party links over which Greener Equity has no control. The third party providers of such websites shall be solely responsible for the accuracy, currency, or completeness of any information contained in or on the third party websites. You waive any claim against Greener Equity with respect to third party websites.
Any and all trademarks and service marks that appear on the Service (“Marks”) are owned by their respective owners. The use of any Mark on the Service is limited to describing the goods and services of the owner of the Mark. You may upload and use a company’s Mark in connection with the company’s cap table, but you may not associate the Mark of one company with the cap table of another, unrelated company without the prior written permission of the owner of the Mark. However, any user who uploads a Mark for use with a cap table or otherwise grants Greener Equity with a non-exclusive license to use and display the Mark in connection with the applicable cap table, and for publicity and marketing purposes to the general public, including via the Service.
The Service may contain information provided by other users and third parties. The third party provider shall be solely responsible for the accuracy, currency, and completeness of the information it provides.
By providing any information to Greener Equity, you:
a) grant Greener Equity a non-exclusive, worldwide, irrevocable, paid-up license to use, reproduce, publicly perform, transmit, make derivative works, and distribute the information to other users, including those users you specify to us, and
b) warrant that you have the right to grant such a license.
You agree to act responsibly and to treat other users with respect. No user may use the Service to harass or abuse other users. In its sole discretion, Greener Equity may remove or terminate access to the Service to any user who harasses any other user. If Greener Equity has any reason to believe that a user has violated any Terms or the Agreements, Greener Equity may in its sole discretion terminate or block a user, or seek other remedies and damages.
You agree not to use the Service to do any of the following:
a) conduct any illegal activities;
b) violate any applicable international, federal, state, or local laws or regulations (collectively, “Laws”), including by discriminating based on race, color, national origin, religion, sex, familial status or handicap;
c) make any offers or provide any information you do not have the legal right to make available;
d) provide any false information on the Service;
e) fail to provide any information to another user that the other user may reasonably consider in determining whether to enter into an agreement with you;
f) register for more than one account per person or company;
g) disseminate or transmit unsolicited communications;
h) stalk or otherwise harass;
i) disseminate or transmit material that, to a reasonable person may be or is abusive, obscene, pornographic, defamatory, harassing, grossly offensive, vulgar, threatening, or malicious;
j) engage in any activity that is harmful to minors or displays sexually explicit material of any kind;
k) disseminate or transmit files, graphics, software, or other material that actually or potentially infringes the copyright, trademark, patent, trade secret, or other intellectual property right of any third party;
l) create a false identity or otherwise attempt to mislead any user or other person, including as to the identity or origin of any communication;
m) interfere, disrupt, or attempt to gain unauthorized access to other accounts on the Service or any other computer network;
n) disseminate or transmit viruses, Trojan horses, or any other malicious code or programs;
o) encourage conduct that could constitute a criminal offense, gives rise to civil liability, or otherwise violates any applicable Laws;
p) engage in any other activity deemed by Greener Equity to be an unacceptable or inappropriate use of the Service;
q) offer or permit the Service to be used by any third parties;
r) attempt to use the Service in a service bureau capacity;
s) reverse engineer, disassemble, or decompile the Service or any software used by Greener Equity in providing the Service;
t) remove, obscure, or modify any proprietary notices accessible through the use of the Service or any software used by Greener Equity in providing the Service, or appearing on any reports or downloadable files generated through your use of the Service;
u) circumvent the Service in order to avoid any requirements under any Laws, Agreements or binding contracts;
v) use automated means, including but not limited to, scripts, bots, and data mining tools to collect information from the Service unless expressly authorized by Greener Equity.
Greener Equity shall not be liable for your interactions with any users, third party organizations and/or individuals that you find, meet, communicate with, or conduct business with on or through the Service. These dealings are solely between you and such users, organizations and/or individuals. You agree that Greener Equity is not responsible for any damage or loss incurred as a result of any such dealings.
You are responsible for resolving disputes with other users. Greener Equity has no obligation with respect to disputes among users but may, in its sole discretion, intervene.
YOU HEREBY RELEASE GREENER EQUITY, ITS OFFICERS, EMPLOYEES, AGENTS, PREDECESSORS, SUCCESSORS, PARENTS, SUBSIDIARIES, ASSIGNS, OR AFFILIATES FROM CLAIMS, DEMANDS, AND DAMAGES, ACTUAL AND CONSEQUENTIAL, OF EVERY KIND AND NATURE, KNOWN OR UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY RELATED TO SUCH DISPUTES OR THE SERVICE. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.”
You agree to promptly report any user misconduct to Greener Equity.
You represent and warrant to Greener Equity that:
a) You are at least 18 years of age.
b) You shall comply with all terms and conditions of the Terms and Agreements, including, without limitation, all of the referenced policies.
c) All files, data, text, and other information you have provided or may provide to Greener Equity or through the Service are and shall be, to the best of your knowledge, complete and accurate.
d) You own, or are otherwise lawfully authorized to use, any files, data, text, or other information that you may transmit to or through the Service or to other users of the Service.
e) That any use of the files, data, text, or other information supplied by you to us or to any other user does not violate any copyrights or other third party rights and will not cause injury to any person or entity.
f) You will pay our fees and charges as currently stated on the Service
YOU ACKNOWLEDGE AND AGREE THAT GREENER EQUITY IS NOT RESPONSIBLE OR LIABLE FOR ANY CONTENT POSTED BY YOU OR BY ANY OTHER USERS ON THE SERVICE OR SHARED OR MADE AVAILABLE VIA ANY OTHER MEANS, OR ANY CALCULATIONS MADE BY OR THROUGH THE SERVICE, INCLUDING ANY CALCULATIONS IN OR AS PART OF ANY CAP TABLE, OR FOR THE STANDARD OF CARE, IF ANY, EXERCISED BY ANY PERSON WITH WHOM YOU CHOOSE TO SHARE INFORMATION. SIMILARLY, YOU ARE RESPONSIBLE FOR ANY INFORMATION YOU OFFER TO OTHERS, AS WELL AS ALL OTHER ACTIONS OR OMISSIONS. UNDER NO CIRCUMSTANCES WILL GREENER EQUITY BE LIABLE FOR ANY LOSS OR DAMAGE OF ANY KIND AS A RESULT OF ANY CONTENT OR OTHER INFORMATION POSTED, DEVELOPED, CALCULATED OR TRANSMITTED THROUGH OUR SERVICE, PROVIDED BY THIRD PARTIES, OR TRANSMITTED BETWEEN OR AMONG USERS. YOUR ACCESS TO AND USE OF OUR SERVICE IS AT YOUR OWN RISK. BY USING THE SERVICE, YOU AGREE THAT ANY LEGAL REMEDY OR LIABILITY THAT YOU SEEK TO OBTAIN FOR ACTIONS OR OMISSIONS BY OTHER USERS OR OTHER THIRD PARTIES WILL BE LIMITED TO A CLAIM AGAINST THE PARTICULAR USERS OR OTHER THIRD PARTIES WHO CAUSED YOU HARM, AND YOU AGREE NOT TO ATTEMPT TO IMPOSE LIABILITY ON, OR SEEK ANY LEGAL REMEDY FROM, GREENER EQUITY WITH RESPECT TO SUCH ACTIONS OR OMISSIONS.
IN NO EVENT SHALL GREENER EQUITY OR ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, PREDECESSORS, SUCCESSORS, PARENTS, SUBSIDIARIES, ASSIGNS, OR AFFILIATES BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES (INCLUDING WITHOUT LIMITATION ANY DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF DATA, OR BUSINESS INFORMATION AND THE LIKE), WHETHER IN AN ACTION BASED IN CONTRACT, TORT OR OTHERWISE, ARISING OUT OF OR IN CONNECTION WITH THE USE OR PERFORMANCE OF THE SERVICE, ANY POSTING OR COMMUNICATION BY ANY USER OR THIRD PARTY, WHETHER OR NOT MADE AVAILABLE THROUGH THE SERVICE. IN NO EVENT SHALL GREENER EQUITY’S TOTAL LIABILITY TO YOU UNDER THESE TERMS OR THE AGREEMENTS EXCEED ONE HUNDRED DOLLARS (USD $100.00). THE FOREGOING LIMITATIONS OF LIABILITY REFLECT A DELIBERATE AND BARGAINED FOR ALLOCATION OF RISKS BETWEEN GREENER EQUITY AND YOU.
You agree to indemnify and hold Greener Equity (and our directors, officers, employees, agents, predecessors, successors, parents, subsidiaries, assigns, and affiliates) harmless from any and all claims or demands, including reasonable attorney’s fees and court costs, arising from any content or information you post or submit, your use of the Service, your breach of the Terms or any other Agreement, your violation of any Laws, or your violation of rights of third parties.
You agree not to hold Greener Equity responsible for any action, inaction, omission, and misstatement by other users or third parties for any harm arising from or through the Service.
Greener Equity retains all right, title, and interest in and to the Service, and any software used by Greener Equity in providing the Service. Any rights not expressly granted to you herein are reserved by Greener Equity. You acknowledge that the Service and the software used by Greener Equity in providing the Service contain Greener Equity proprietary and confidential information. You agree not to copy, distribute, rent, lease, loan, modify or create derivative works, adapt, translate, perform, reproduce in whole or in part, display (except as necessary to exercise your rights hereunder), sublicense, or transfer the Service, any information contained therein, or any software used by in providing the Service, without the prior written permission of Greener Equity.
The term GREENER EQUITY is a service mark of Greener Equity, Inc. Use of any Greener Equity Mark, or other Greener Equity trade name or logo is prohibited, unless expressly authorized in writing in advance by Greener Equity. All use of the Greener Equity Mark and the goodwill developed thereby shall be for the benefit of Greener Equity. The Greener Equity content is protected by U.S. and international copyright law and may not be copied (except as necessary to use the Service as permitted by these Terms and the Agreements), distributed, modified, or reproduced, in whole or in part, without the prior written permission of Greener Equity. The Service and all content are Copyright © Greener Ventures LLC, which reserves all of its rights.
Greener Equity is committed to complying with copyright and other Laws, and expects all users of the Service to comply as well. Using our Service to transmit (whether by email, uploading, posting, or otherwise) any information or items without express permission of the owner of such information or items or to engage in any activity that infringes any copyright or any other right of a third party violates these Terms.
If you believe that your work has been copied on our Service, or any of our other systems or networks in a way that constitutes infringement under the U.S. Copyright Act, please provide the following information to Greener Equity for receipt of notification of claimed infringement (to ensure that your notification complies with the requirement of the Digital Millennium Copyright Act, please see 17 U.S.C. § 512(c)(3)):
An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
A description of the copyrighted work that you claim has been infringed;
A description of where the material that you claim is infringing is located on the Service;
Your address, telephone number, and email address;
A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
A statement by you, made under penalty of perjury, that the above information in your notification is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.
Email the notice to: email@example.com.
You acknowledge and agree that use of the Service requires third-party equipment and software (collectively, the “Third-Party Components”) that must be provided by you. The Third-Party Components include, without limitation, the following: a computer(s), a connection to the internet, operating system software, and a web browser (the necessary version of any of the foregoing may be designated by Greener Equity from time to time). GREENER EQUITY SHALL HAVE NO RESPONSIBILITY TO YOU OR ANY THIRD PARTY WITH RESPECT TO THE THIRD PARTY COMPONENTS.
Greener Equity, in its sole discretion, has the right to deactivate your account or otherwise terminate your access to the Service and to remove any of your content at any time, without notice, for any reason, including but not limited to violations of these Terms or any provision of any Agreement. You agree that Greener Equity shall not be liable for any termination of access to or removal of content from the Service or for any consequences thereof.
You shall not assign these Terms or any Agreement or any of your rights or obligations here under and any purported assignment of these Terms or any Agreement by you in contravention of the foregoing shall be null and void.
No agency, partnership, employment, or joint venture is created through the Terms or any Agreements.
Greener Equity shall not be liable for any failure or delay in its performance under these Terms or any Agreement (including, without limitation, provision of the Service) due to any cause beyond its reasonable control, including acts of war, acts of God, earthquake, flood, embargo, riot, sabotage, labor shortage or dispute, governmental acts, acts of third parties, failures of third party software or equipment (including, without limitation, Third Party Components), power or electrical failures, Internet Protocol packet loss or misrouting, or any internet connectivity failures.
The Terms and each Agreement is governed by the law of the State of Utah, without regard to its conflict of laws principles. Any controversy between the parties hereto involving any claim arising out of or relating to this Agreement shall be finally settled by one arbitrator in binding arbitration administered by the American Arbitration Association in Fresno, California, in accordance with its current Commercial Arbitration Rules and Optional Rules for Emergency Measures of Protection. The arbitration award shall be binding on the parties, and may be entered and enforced in any court of competent jurisdiction.
If any provision of the Terms or any Agreement is held by an arbitrator or other tribunal of competent jurisdiction to be illegal, invalid, or otherwise unenforceable in any jurisdiction, then to the fullest extent permitted by law (a) the same shall not affect the other provisions of the Terms or any other Agreement, (b) such provision shall be deemed modified to the extent necessary in the arbitrator’s or tribunal’s opinion to render such provision enforceable, and the rights and obligations of the parties shall be construed and enforced accordingly, preserving to the fullest extent the intent of the parties as set forth herein, and (c) such finding of invalidity, illegality, or unenforceability shall not affect the validity, legality, or enforceability of such provision in any other jurisdiction.
Failure by Greener Equity to act with respect to a breach by you or others does not waive the right of Greener Equity to act with respect to subsequent or similar breaches. No waiver of any term of the Terms or any Agreement will be valid unless in writing and acknowledged in writing by the party against whom enforcement is sought.
The Terms and the Agreements contain the entire understanding between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous representations, discussions, negotiations, letters, proposals, agreements, and understandings between the parties with respect to the subject matter hereof, whether written or oral.
Greener Equity reserves the right, in its sole discretion, to supplement, modify, or otherwise change the Terms or other Agreements, and its Service at any time without advance notice. Any such changes to the Terms or any Agreement will be effective upon posting on the Service. You are responsible for regularly reviewing the Terms and the Agreements and keeping yourself aware of any such changes.