VOYCAP Standard Terms for Companies
Last updated February 2023
This website (“Platform”) is made available by VOYCAP Limited (“VOYCAP”) for the purpose of collaboration between a Company (“Company”) and its Shareholders or potential Investors collectively referred to as (“Investors”). The use of this website by your Company is governed by the following terms and conditions of use (“Terms”).
PLEASE READ THESE TERMS CAREFULLY BEFORE USING VOYCAP. YOU ARE HEREBY ASKED TO ACCEPT THESE TERMS OF USE AND MAY USE THE VOYCAP PLATFORM ONLY ON THE CONDITION THAT YOU ACCEPT ALL OF THE TERMS CONTAINED HEREIN. USING THIS PLATFORM CONFIRMS THAT YOU ACCEPT THESE TERMS. IF YOU DO NOT ACCEPT THESE TERMS, DO NOT USE THIS PLATFORM.
1. CONTRACT
By becoming an Administrator for your Company on VOYCAP, or continuing as an Administrator, you are agreeing to enter into legally binding Terms between VOYCAP (also referred to as “we,” “us,” and “our” ) and your Company, you warrant that you are authorised to enter into these Terms on behalf of your Company, and the other Administrators, if any, (also collectively referred to as “you,” and “your”).
2. OBLIGATIONS
2.1 VOYCAP will use reasonable endeavours to make the Platform available for its intended purpose to enable the Company to control who can view files for the purposes of collaborating with shareholders and potential investors.
2.2 VOYCAP respects your privacy and the use and protection of your personal information. Please see our Privacy Policy for important information and disclosures relating to the collection and use of your personal information in connection with your use of this Platform.
2.3 VOYCAP does not own any User Content and does not inspect or monitor any User Content stored by you for viruses, worms, ”Trojan horses” or any other similar contaminating or destructive features. VOYCAP reserves the right, solely upon its own discretion, to refuse, remove or disable access to User Content stored on the Platform that VOYCAP learns may be illegal or may violate these Terms, although it has no obligation to do so.
2.4 You are solely responsible for protecting the information on your computer or your other devices for example, by installing anti-virus software, updating your applications, password protecting your files, and not permitting third party access to your computer
3. INTELLECTUAL PROPERTY
3.1 Except as expressly provided in these Terms, nothing contained herein shall be construed as conferring on you or any third party any license or right, to intellectual property rights in the Content or the Platform.
3.2 Feedback and Reservations of Rights. If You choose to provide suggestions and feedback to VOYCAP, You agree that VOYCAP (and its affiliates) can (but does not have to) use and share such feedback for any purpose without creating any confidentiality obligation for VOYCAP nor compensation to You.
3.3 You may not copy, republish, emulate, clone, decompile, disassemble, create a derivative work, otherwise reverse engineer, or transfer the Platform. Any such use shall result in immediate and automatic termination of your use of the Platform and may result in criminal and/or civil prosecution.
4. WARRANTIES AND DISCLAIMERS
4.1 ALL CONTENT AND/OR PRODUCTS AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” VOYCAP AND ITS PROVIDERS HEREBY EXPRESSLY DISCLAIM ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, NON-INFRINGEMENT, OR AS TO THE OPERATION OF THIS PLATFORM OR CONTENT. VOYCAP DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS AS TO THE SECURITY OF THIS PLATFORM, CONTENT OR PRODUCTS AND SERVICES. YOU ACKNOWLEDGE THAT ANY INFORMATION SENT MAY BE INTERCEPTED IN TRANSMISSION OR OTHERWISE. VOYCAP DOES NOT WARRANT THAT THE PLATFORM, CONTENT OR THE SERVERS WHICH MAKE THIS PLATFORM AVAILABLE OR ELECTRONIC COMMUNICATIONS SENT BY VOYCAP ARE FREE FROM VIRUSES OR ANY OTHER HARMFUL ELEMENTS.
4.2 Your Warranties. YOU HEREBY WARRANT THAT YOUR EDITORIAL, TEXT, GRAPHIC, AUDIOVISUAL, AND OTHER CONTENT THAT IS AVAILABLE TO END USERS OF THE PLATFORM AND THAT IS NOT PROVIDED BY VOYCAP, DO NOT (1) INFRINGE ANY INTELLECTUAL PROPERTY RIGHTS OF ANY THIRD PARTY, (2) CONSTITUTE DEFAMATION, LIBEL OR OBSCENITY, (3) RESULT IN ANY CONSUMER FRAUD, PRODUCT LIABILITY, BREACH OF CONTRACT TO WHICH YOU ARE A PARTY OR CAUSE INJURY TO ANY THIRD PARTY, (4) PROMOTE VIOLENCE OR CONTAIN HATE SPEECH, (5) VIOLATE ANY APPLICABLE LAW, STATUTE, ORDINANCE, OR REGULATIONS, OR (6) CONTAIN ADULT CONTENT OR PROMOTE ILLEGAL ACTIVITIES.
4.3 This Platform contains sections which may be edited by and are visible to other users of the Platform, including but not limited to forums and comments and you understand and agree that by using this Platform, you may be exposed to content that you may find offensive, indecent, or objectionable, and that, in this respect, you use the Website or the Platform at your own risk.
4.4 VOYCAP reserves the right to modify and/or delete any comment submitted to the Platform and visible to other users of the Platform, at its sole discretion, at any time and for any reason.
5. LIMITATION OF LIABILITY
5.1 DAMAGES WAIVER. IN NO EVENT SHALL VOYCAP OR ANY OF ITS AFFILIATES OR PROVIDERS BE LIABLE FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, SPECIAL, OR PUNITIVE, OR INCIDENTAL DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS, CONTRACT, REVENUE, DATA, INFORMATION OR BUSINESS INTERRUPTION), UNDER ANY THEORY OF LIABILITY, RESULTING FROM, ARISING OUT OF OR IN CONNECTION WITH THE USE OF, OR INABILITY TO USE THE PLATFORM, THE STATEMENTS OR ACTIONS OF ANY THIRD PARTY ON OR THROUGH THIS PLATFORM, ANY UNAUTHORISED ACCESS TO OR ALTERATION OF YOUR TRANSMISSION OR DATA, ANY INFORMATION THAT IS SENT OR RECEIVED, OR NOT SENT OR RECEIVED, ANY FAILURE TO STORE DATA, ANY LOSS OF DATA, LOSS OR DAMAGE TO FILES, LOSS OR DAMAGE TO THE CONTENT, ANY PRODUCTS AND SERVICES AVAILABLE THROUGH THE PLATFORM THAT ARE DELAYED OR INTERRUPTED, EVEN IF VOYCAP HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
5.2 EXCLUSIONS. THE LIMITATIONS OF LIABILITY STATED IN SECTIONS 5.1 DO NOT APPLY TO VOYCAP’S LIABILITY FOR FRAUD, GROSS NEGLIGENCE OR ITS LIABILITY FOR DEATH OR PERSONAL INJURY.
6. INDEMNIFICATION
You agree to indemnify, defend, and hold us, our officers, directors, employees, agents, licensors, suppliers, and any third-party providers to the Platform harmless from and against all claims, losses, expenses, damages, and costs, including reasonable defence fees, resulting from any violation of these Terms by you or arising from or related to any information uploaded or submitted by you.
7. MODIFICATION AND TERMINATION
7.1 Modification of Contract. We may modify this Contract from time to time. If we make material changes to the Contract, we will attempt to provide you notice through our Platform (or by other means) to provide you the opportunity to review the changes before they become effective. We agree that changes cannot be retroactive. If You object to any changes, You may terminate Your agreement to this Contract (in accordance with Section 7.2); however, if You do not terminate Your agreement to this Contract, Your continued use of our Platform after we publish or otherwise notify You about our changes to these terms means that You are consenting to the updated terms.
7.2 Termination of Contract. If You wish to terminate this Contract, at any time You can do so by (1) removing all Administrators, including Yourself (and others, if applicable); (2) deleting content; (3) if you are the only Administrator, closing your account; and/or (4) notifying VOYCAP.
8. LAW AND JURISDICTION
These Terms are governed by the laws of England and Wales and the parties submit to the jurisdiction of the Courts of England and Wales.
