|terms of service|
We reserve the right, in our sole discretion, to modify these Terms and any Service fees, at any time, effective upon the date we post a new set of Terms on the Service site. Your continued use of the Service constitutes your binding acceptance of these Terms, including any changes or modifications that we may make. If any part of these Terms or any future changes to these Terms are not acceptable to you, you may cancel your Service by contacting us through our support form. We also reserve the right, in our sole discretion, to restrict, suspend or terminate your access to all or to any part of the Service at any time for any reason without prior notice or liability. We may change, suspend or discontinue all or any aspect of the Service at any time, including the availability of any Service feature, database, or content, without prior notice or liability. We reserve the right to remove any material that you submit to the Service for any reason without prior notice to you and without liability to us. Our goal is to ensure timely processing services; however, we do not guarantee that your submission will be processed within the expected timeframe. We will not have any liability to you as a result of service outages that are caused by our maintenance on the servers or the technology that underlies the Service, failures of our service providers (including telecommunications, hosting and power providers) computer viruses, natural disasters or other destruction or damage of our facilities, an act of God, war, civil disturbance or other cause beyond our reasonable control.
Any equity or loan financing agreement that is ultimately consummated as a result of any contacts made via this website are considered "exempt distributions" as defined by the securities commission on the United States (SEC). This means that there is no government agency regulated "Prospectus Offering" process in effect for any of the opportunities listed here since they are not considered to be public distributions. As a result, any investor who uses this site as a tool for locating private equity placement and/or loan contract opportunities must consider themselves an "Accredited Investor" and sophisticated enough to not require the protection afforded by the formal regulatory system and consider themselves defined as such by the guidelines in effect in their place of residence. The federal securities laws define the term "Accredited Investor" in Rule 501 of Regulation D (SEC) as:
1. A bank, insurance company, registered investment company, business development company, or small business investment company;
2. An employee benefit plan, within the meaning of the Employee Retirement Income Security Act, if a bank, insurance company, or registered investment adviser makes the investment decisions, or if the plan has total assets in excess of $5 million;
3. A charitable organization, corporation, or partnership with assets exceeding $5 million;
4. A director, executive officer, or general partner of the company selling the securities;
5. A business in which all the equity owners are accredited investors;
6. A natural person who has individual net worth, or joint net worth with the person's spouse, that exceeds $1 million at the time of the purchase;
7. A natural person with income exceeding $200,000 in each of the two most recent years or joint income with a spouse exceeding $300,000 for those years and a reasonable expectation of the same income level in the current year; or
8. A trust with assets in excess of $5 million, not formed to acquire the securities offered, whose purchases a sophisticated person makes.
Investment in new business carries high risks as well as the possibility of high rewards. It is highly speculative & potential investors should be aware that no established market exists for the trading of shares in private companies. Before investing in a project about which information is given, potential investors are strongly advised to take advice from an authorised person who specialises in advising on investments of this kind. The Patria Company cannot advise on the merits or risks of investment and is not authorised to arrange transactions or circulate offer documents under US and State Laws. This website acts solely as a tool for investors to find opportunities that match their preferences and in no way can be held responsible for what transpires once contact with an entrepreneur has been established.
Universal Mutual Non-Disclosure / Non-Circumvent Agreement
This Universal Mutual Non-Disclosure / Non-Circumvent Agreement (“Agreement”) is made and entered into between The Patria Company (an Iowa Corporation), for itself and its subsidiaries and affiliates (“PatriaCo”), and “Participant” any user of the Private Investment Portal, individually referred to as a “Party” and collectively referred to as the “Parties”. Furthermore this agreement binds "Participants" to the same terms with each other, thus fulfilling the "Universal" nature of this agreement. The Parties (PatriaCo/Participant or Participant/Participant) wish to exchange Confidential Information (as defined below in Section 2) for the following purpose(s): a) to evaluate whether to enter into a contemplated business transaction; and b) if the Parties enter into an agreement related to such business transaction, to fulfill each Party’s confidentiality obligations to the extent the terms set forth below are incorporated therein (the “Purpose”).
The Parties have entered into this Agreement to protect the confidentiality of information in accordance with the following terms:
1. The Effective Date of this Agreement is digitally time stamped upon account registration when acceptance of the "Terms and Conditions" is checked at sign up.
2. In connection with the Purpose, a Party may disclose certain information it considers confidential and/or proprietary (“Confidential Information”) to the other Party including, but not limited to, tangible, intangible, visual, electronic, present, or future information such as: (a) trade secrets; (b) financial information, including pricing; (c) technical information, including research, development, procedures, algorithms, data, designs, and knowhow; (d) business information, including operations, planning, marketing interests, and products; (e) the terms of any agreement entered into between the Parties and the discussions, negotiations and proposals related thereto; and (f) information acquired during any facilities tours.
3. The Party receiving Confidential Information (a “Recipient”) will only have a duty to protect Confidential Information disclosed to it by the other Party (“Discloser”): (a) if it is clearly and conspicuously marked as “confidential” or with a similar designation; (b) if it is identified by the Discloser as confidential and/or proprietary before, during, or promptly after presentation or communication; or (c) if it is disclosed in a manner in which the Discloser reasonably communicated, or the Recipient should reasonably have understood under the circumstances, including without limitation those described in Section 2 above, that the disclosure should be treated as confidential, whether or not the specific designation "confidential" or any similar designation is used. ALL INFORMATION CONTAINED WITHIN THE PRIVATE INVESTMENT PORTAL IS TO BE CONSIDERED CONFIDENTIAL.
4. A Recipient will use the Confidential Information only for the Purpose described above. A Recipient will use the same degree of care, but no less than a reasonable degree of care, as the Recipient uses with respect to its own information of a similar nature to protect the Confidential Information and to prevent: (a) any use of Confidential Information in violation of this agreement; and/or (b) communication of Confidential Information to any unauthorized third parties. Confidential Information may only be disseminated to employees, directors, agents or third party contractors of Recipient with a need to know and who have first signed an agreement with either of the Parties containing confidentiality provisions substantially similar to those set forth herein.
5. Each Party agrees that it shall not do the following, except with the advanced review and written approval of the other Party: (a) issue or release any articles, advertising, publicity or other matter relating to this agreement (including the fact that a meeting or discussion has taken place between the Parties) or mentioning or implying the name of the other Party; or (b) make copies of documents containing Confidential Information.
6. This Agreement imposes no obligation upon a Recipient with respect to Confidential Information that: (a) was known to the Recipient before receipt from the Discloser (verifiable via its business records); (b) is or becomes publicly available through no fault of the Recipient; (c) is rightfully received by the Recipient from a third party without a duty of confidentiality; (d) is independently developed by the Recipient without a breach of this Agreement (verifiable via its business records); (e) is disclosed by the Recipient with the Discloser’s prior written approval; or (f) is required to be disclosed by operation of law, court order or other governmental demand (“Process”); provided that (i) the Recipient shall immediately notify the Discloser of such Process; and (ii) the Recipient shall not produce or disclose Confidential Information in response to the Process unless the Discloser has: (a) requested protection from the legal or governmental authority requiring the Process and such request has been denied, (b) consented in writing to the production or disclosure of the Confidential Information in response to the Process, or (c) taken no action to protect its interest in the Confidential Information within 14 business days after receipt of notice from the Recipient of its obligation to produce or disclose Confidential Information in response to the Process.
7. EACH DISCLOSER WARRANTS THAT IT HAS THE RIGHT TO DISCLOSE ITS CONFIDENTIAL INFORMATION. NO OTHER WARRANTIES ARE MADE. ALL CONFIDENTIAL INFORMATION DISCLOSED HEREUNDER IS PROVIDED “AS IS”.
8. This Agreement shall remain in effect until it is terminated by either Party with thirty (30) days prior written notice. Notwithstanding the foregoing, this Agreement shall survive with respect to Confidential Information that is disclosed before the effective date of termination.
9. Unless the Parties otherwise agree in writing, a Recipient’s duty to protect Confidential Information expires seven (7) years from the date of disclosure. A Recipient, upon Discloser’s written request, will promptly return all Confidential Information received from the Discloser, together with all copies, or certify in writing that all such Confidential Information and copies thereof have been destroyed. Regardless of whether the Confidential Information is returned or destroyed, the Recipient may retain an archival copy of the Discloser’s Confidential Information in the possession of outside counsel of its own choosing for use solely in the event a dispute arises hereunder and only in connection with such dispute.
10. This Agreement imposes no obligation on a Party to exchange Confidential Information, proceed with any business opportunity, or purchase, sell, license, transfer or otherwise make use of any technology, services or products.
11. No Party acquires any intellectual property rights under this Agreement (including, but not limited to, patent, copyright, and trademark rights) except the limited rights necessary to carry out the Purpose as set forth in this Agreement.
12. Each Party agrees not to directly or indirectly contact, deal with, transact, or otherwise be involved with any corporation, partnership, proprietorships, trust, individual(s), or other entities introduced by either Party without the specific written permission of the introducing Party.
13. Each Party agrees not to directly or indirectly circumvent, avoid or bypass each other regarding any business opportunity, corporation, partnerships, proprietorships, trusts, or other entities introduced by either Party.
14. Each party agrees and understands that due to the non-exclusive nature of the relationship, unintentional circumventions can occur. Similar clients may be referred by other sources to Investors; likewise, like-kind service providers may be given the opportunity to provide funding, from the same funding source, to similar clients or business opportunities. Circumvention shall be enforceable to the extent that direct contact or direction to contact via a third-party is proven. All information sent to or received from parties will be treated on a first-come/first-serve basis for indentifying client ownership or loan agreement acceptance. In case of a dispute of client ownership, notification to the duplicating party (or circumvented party) must occur within 1 business day, with proof of loss. It is the responsibility of the participant who received direct contact to provide this documentation, failure to do so may result in account termination.
15. Each Party acknowledges that damages for improper disclosure of Confidential Information, or improper circumvention, may be irreparable; therefore, the injured Party is entitled to seek equitable relief, including injunction and preliminary injunction, in addition to all other remedies available to it.
16. This Agreement does not create any agency or partnership relationship. This Agreement will not be assignable or transferable by any Participant without the prior written consent of PatriaCo.
17. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof, and supersedes any prior oral or written agreements, and all contemporaneous oral communications. All additions or modifications to this Agreement must be made in writing and must be signed by the Parties. Any failure to enforce a provision of this Agreement shall not constitute a waiver thereof or of any other provision.
18. With regard to disputes petitioned by or to be defended by The Patria Company, this Agreement shall be governed by the laws of the State of Iowa, without reference to conflict of laws principles. The exclusive venue any dispute of this type relating to this Agreement shall be in the state or federal courts within Boone County, Iowa.
19. With regard to disputes petitioned by a Participant against another Participant, this Agreement shall be governed by the laws of the petitioning party's domicile State, without reference to conflict of laws principles. The exclusive venue for any dispute of this type relating to this Agreement shall be in the state or federal courts within the petitioning party's domicile County,in the petitioning party's domicile State.Your content
By submitting material to the Service, you represent and warrant that: We, our customers and licensees shall not be required to make any payments with respect to material that you submit to our sites, including, but not limited to, payments to you, third parties, music publishers, mechanical rights agents, performance rights societies, persons who contributed to or appear in your materials, your licensors, unions or guilds; You have full right and power to enter into and perform under these Terms, and have secured all third-party consents, licenses and permissions necessary to enter into and perform under these Terms, The material that you submit to our sites does not contain "samples" of any third party's sound recording or musical composition and will not infringe on any third party's copyright, patent, trademark, trade secret or other proprietary rights, rights of publicity or privacy or moral rights; The material that you submit is not and will not violate any law, statute, ordinance or regulation; The material that you submit is not and will not be defamatory, trade libelous, pornographic or obscene, and You are at least eighteen years of age. By submitting sound recordings or musical compositions or other audio and/or audio-visual content to us, you grant us, our affiliates, and our business partners a worldwide, royalty-free, nonexclusive license to:
- publicly perform, publicly display, broadcast, encode, edit, alter, modify, reproduce, transmit, manufacture, distribute and synchronize with visual images your material, in whole or in part, alone or in compilation with content provided by third parties, through any medium now known or hereafter devised for the purpose of demonstrating, promoting or distributing your material, to users seeking to download or otherwise acquire it and/or (ii) storing the work in a remote database accessible by users;
- Make your material accessible as audio and/or video streams;
- Use any trademarks, service marks or trade names incorporated into your material and use the likeness of any individual whose performance or image is contained in your material.
Protect your password and subscription
You agree to provide true, accurate, current and complete information about yourself as requested in the Service's registration process and to update your information. You may not reveal your subscription password to anyone else and you may not use anyone else's password. You are responsible for maintaining the confidentiality of your subscription account and password. Unauthorized access to the Service is a breach of these Terms and a violation of the law.
Requests for removal of listings
If you believe that material you own has been copied and made accessible in a manner that violates your intellectual property rights, please notify us immediately. We will consider such requests individually.
Third party sites and content
This Service contains links to other Internet sites that our business partners and other third parties own or operate. Your use of each of those sites is subject to the terms and conditions, if any, that each of those sites have posted. We have no control over third party sites and we are not responsible for any changes to or content on them. Our inclusion of any material in the Service's search database or a link on our sites is not an endorsement of that material or link or the companies that own or operate the material or linked sites.
Your conduct on the Service
In addition to our Site, certain material that you submit may, in our sole discretion, also become available to certain partners around the world. If we discover that you have manipulated the data or statistics for certain materials, we reserve the right to remove the product from our site and any of our Affiliates. The content on the Service is intended for your personal, noncommercial use. All materials published on the Service, including, but not limited to, photographs, graphics, images, illustrations, sound clips and flash animation are protected by copyright. You may not modify, publish, transmit, participate in the transfer or sale of, reproduce, create new works from, distribute, perform display or in any way exploit any of the materials or content or the service in whole or part. If the Service contains bulletin board services, chat areas, news groups, forums, communities and/or message or communication facilities (collectively, the "Forums"), you agree to use any Forum only to send and receive messages and material that are proper and related to that particular Forum. Without limiting the foregoing, you agree that you will not (i) defame, abuse, harass, stalk, threaten or otherwise violate the legal right of others; (ii) publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful topic, name, material or information; (iii) upload files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another person's computer; (iv) advertise or offer to sell any goods or services for any commercial purpose; (v) conduct or forward surveys, contests, pyramid schemes or chain letters; (vi) download any file posted by another user of a forum that you know or reasonably should know, cannot be legally distributed in such matter, (vii) falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded; or (viii) restrict or inhibit any other user from using and enjoying the forum. We reserve the right to terminate your access to any or all of the forums at any time without notice for any reason whatsoever. If, in our sole discretion, you choose a username that is obscene, indecent, abusive or which might otherwise subject our site to public disparagement or scorn, we reserve the right, without prior notice to you, to automatically change your username, delete your posts from the Forums, deny you access to the Forums, or any combination of these options. If you continue to choose usernames that we find objectionable, we reserve the right to permanently terminate your access to the Forums, the Service or both. You will not use the Service for illegal purposes. Use of the Service is subject to existing laws and legal process, and nothing contained herein shall limit our right to comply with governmental, court and law enforcement requests or requirements relating to your use of the Service or information provided to or gathered by us with respect to such use.
Legal Policies and Notices
You hereby agree to indemnify, defend and hold the Service, and all of our officers, directors, owners, agents, information providers, affiliates and licensors (collectively, the "Parties") harmless from and against any and all liability, losses, costs and expenses (including attorneys' fees) incurred by any Party in connection with any claim arising out of (1) any use or alleged use of your account or password by any person, whether or not authorized by you, (2) any claim arising out of the material that you submit to the Service, including, but not limited to, claims for defamation, violation of rights of publicity and/or privacy, copyright infringement, trademark infringement and any claim or liability relating to the content, quality, or performance of materials that you submit to the Service. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with our defense of such claim. The listing, or absence of listing, of any document in the Service's search database does not imply any warranty or guarantee by us, for any companies, products, or services described in such documents. We disclaim any and all responsibility or liability for the accuracy, content, completeness, legality, reliability, or operability or availability of information or material displayed in the Service's search results. We disclaim any responsibility for the deletion, failure to store, mis-delivery, or untimely delivery of any information or material. We disclaim any responsibility for any harm resulting from downloading or accessing any information or material on the World Wide Web or Internet using search results from the Service. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE. IN ADDITION, WE DO NOT MAKE ANY WARRANTY AS TO THE RESULTS TO BE OBTAINED FROM USE OF THE SERVICE OR THE CONTENT. THE SERVICE AND THE CONTENT ARE DISTRIBUTED ON AN "AS IS, AS AVAILABLE" BASIS. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY POTENTIAL DAMAGES TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. WE DO NOT MAKE ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THE SERVICE, ANY CONTENT OR ANY PRODUCTS OR SERVICES SOLD THROUGH THE SERVICE. YOU EXPRESSLY AGREE THAT YOU WILL ASSUME THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SERVICE AND THE ACCURACY OR COMPLETENESS OF ITS CONTENT. WE SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE SERVICE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WE RESERVE THE RIGHT TO TERMINATE THE SERVICE AT ANY TIME WITHOUT NOTICE. Any controversy or claim arising out of or relating to these Terms or our sites will be settled by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association. Any such controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. The arbitration shall be conducted in San Francisco, California, and judgment on the arbitration award may be entered in any court having jurisdiction thereof. Either you or we may seek any interim or preliminary relief from a court of competent jurisdiction in San Francisco, California necessary to protect the rights or property of you or the Party (or its agents, suppliers, and subcontractors) pending the completion of arbitration. These Terms constitute the entire agreement between you and the Parties with respect to the Service, and supersedes all previous written or oral agreements. If any part of these Terms is determined to be invalid or unenforceable pursuant to applicable law, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the Terms shall continue in effect. Some states do not allow exclusion of implied warranties or limitation of liability for incidental or consequential damages, so the above limitations or exclusions may not apply to you. In such states, our liability and that of our third party content providers and their respective agents shall be limited to the greatest extent permitted by law.