Legal

Terms of Use — Chordian

Effective Date: December 18, 2024

ACCEPTANCE OF TERMS

PLEASE CAREFULLY READ THESE TERMS OF USE ("TERMS") BEFORE ACCESSING OR USING THE SERVICES PROVIDED BY CHORDIAN.AI. BY ACCESSING OR USING THE WEBSITES LOCATED AT www.chordian.ai AND beta.chordian.ai (COLLECTIVELY, THE "WEBSITE"), OR ANY SERVICES, FEATURES, CONTENT, OR APPLICATIONS OFFERED BY CHORDIAN.AI (COLLECTIVELY, THE "SERVICES"), YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS AND ALL APPLICABLE LAWS AND REGULATIONS.

IF YOU DO NOT AGREE TO ALL OF THESE TERMS, YOU ARE NOT AUTHORIZED TO ACCESS OR USE THE WEBSITE OR SERVICES, AND YOU MUST IMMEDIATELY CEASE ALL USE.

1. DEFINITIONS

1.1 "CAI" refers to UniCap Growth Capital Ltd, a company registered in England and Wales, and its affiliated entities, including any subsidiaries, parent companies, and related corporate entities operating the Chordian.ai platform and services.

1.2 "User," "you," or "your" refers to any individual or entity accessing or using the Website or Services.

1.3 "Platform" refers to the AI orchestration infrastructure, tools, services, and technology provided by CAI through the Website.

1.4 "Content" refers to all information, data, text, software, images, graphics, logos, trademarks, and other materials available on or through the Website.

2. JURISDICTIONAL RESTRICTIONS

2.1 THIS WEBSITE AND SERVICES ARE NOT INTENDED FOR, AND SHOULD NOT BE ACCESSED BY, PERSONS LOCATED OR RESIDING IN ANY JURISDICTION WHERE THE PUBLICATION, AVAILABILITY, OR USE OF THE WEBSITE OR SERVICES IS PROHIBITED, RESTRICTED, OR CONTRARY TO LOCAL LAW OR REGULATION, OR WOULD SUBJECT CAI TO ANY REGISTRATION, LICENSING, OR COMPLIANCE REQUIREMENTS IN SUCH JURISDICTIONS.

2.2 It is your sole responsibility to determine whether your access to and use of the Website and Services complies with all applicable laws, regulations, and rules in your jurisdiction. You represent and warrant that:

You are not located in, organized under the laws of, or ordinarily resident in any jurisdiction where access to or use of the Services is prohibited;
You are not subject to any sanctions administered by any government or international authority;
Your access and use complies with all applicable export control, sanctions, and anti-money laundering laws.

2.3 CAI reserves the right to restrict or deny access to the Website and Services from any jurisdiction at any time without notice.

3. MODIFICATION OF TERMS

3.1 CAI reserves the right to change, modify, add, or remove portions of these Terms at any time, for any reason, in its sole discretion. Changes may be made without prior notice.

3.2 We will indicate the effective date of any modifications at the top of these Terms. Your continued access to or use of the Website or Services after any modifications constitutes your acceptance of the modified Terms.

3.3 It is your responsibility to review these Terms periodically. If you do not agree to any modification, you must immediately cease using the Website and Services.

4. NATURE OF SERVICES AND DISCLAIMERS

4.1 General Disclaimer

The Website is owned and operated by UniCap Growth Capital Ltd trading as Chordian.ai. The information, tools, and Services provided on this Website are for informational and operational purposes only and do not constitute:

Tax, accounting, regulatory, legal, insurance, or investment advice;
Financial planning or investment recommendations;
Professional consulting services;
Guarantees, warranties, or commitments regarding performance, results, or outcomes.

4.2 AI Technology Disclaimer

The Services utilize artificial intelligence, machine learning, semantic search, and optimization technologies. Users acknowledge and agree that:

AI-generated outputs may contain errors, inaccuracies, or inconsistencies;
Results are probabilistic and may vary based on inputs, data quality, and model configurations;
CAI does not guarantee the accuracy, completeness, reliability, or suitability of any AI-generated content;
Users are solely responsible for verifying and validating all outputs before making business decisions;
The Platform is a tool to assist decision-making, not a replacement for human judgment and expertise.

4.3 No Solicitation

Nothing on this Website or in the Services should be construed as a promotion, recommendation, solicitation, or offer by CAI or its affiliates to:

Buy or sell any securities, investment products, or financial instruments;
Enter into any commercial transaction;
Adopt any particular business strategy or operational approach.

4.4 Suitability and Individual Responsibility

The strategies, methodologies, and approaches discussed on this Website or through the Services may not be suitable for all users or use cases. CAI makes no representations regarding the suitability of the Platform for any specific purpose, industry, or application. Each user must independently assess whether the Services meet their specific needs, requirements, and risk tolerance.

4.5 No Guarantees of Availability

CAI does not represent or warrant that:

The Services, features, or capabilities discussed are available in all jurisdictions;
The Platform will meet your specific requirements or expectations;
Access to the Services will be uninterrupted, timely, secure, or error-free;
Any results obtained from use of the Services will be accurate or reliable.

5. INFORMATION ACCURACY AND CURRENCY

5.1 All Content on this Website is provided "AS IS" and "AS AVAILABLE" as of the date it was published or indicated. CAI does not guarantee that information is current, accurate, complete, or suitable for any particular purpose.

5.2 While CAI strives to use reliable information sources and maintain current data, market conditions, technological developments, regulatory changes, and other factors may render information outdated or superseded.

5.3 The Content has been prepared without considering the specific circumstances, objectives, financial situation, technical requirements, or operational needs of any individual user or organization.

5.4 Past performance, historical data, case studies, or examples are not indicative of future results. Actual results may vary significantly.

5.5 It is your responsibility to:

Configure browser cache settings to receive current data;
Independently verify information before relying upon it;
Seek professional advice appropriate to your specific circumstances;
Monitor for updates and changes to the Services

6. WARRANTIES AND LIABILITY

6.1 Disclaimer of Warranties

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE WEBSITE AND SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. CAI EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO:

WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT;
WARRANTIES REGARDING ACCURACY, RELIABILITY, COMPLETENESS, OR TIMELINESS OF CONTENT;
WARRANTIES THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE FROM VIRUSES OR HARMFUL COMPONENTS;
WARRANTIES THAT DEFECTS WILL BE CORRECTED OR THAT THE PLATFORM WILL MEET YOUR REQUIREMENTS;
IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE.

6.2 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL CAI, ITS AFFILIATES, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, OR SUPPLIERS BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING BUT NOT LIMITED TO:

DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES;
LOST PROFITS, LOST REVENUE, LOST BUSINESS OPPORTUNITIES, OR LOST DATA;
BUSINESS INTERRUPTION OR LOSS OF USE;
COST OF SUBSTITUTE SERVICES OR TECHNOLOGY;
DAMAGES RESULTING FROM USE, MISUSE, OR INABILITY TO USE THE WEBSITE OR SERVICES;
DAMAGES ARISING FROM RELIANCE ON ANY CONTENT OR AI-GENERATED OUTPUT;
DAMAGES FROM UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA;
DAMAGES FROM ERRORS, OMISSIONS, INTERRUPTIONS, DEFECTS, DELAYS, OR SECURITY BREACHES;

WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT CAI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

6.3 Maximum Liability Cap

NOTWITHSTANDING ANYTHING TO THE CONTRARY, CAI'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES, REGARDLESS OF THE FORM OF ACTION, SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID TO CAI FOR USE OF THE SERVICES IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100 USD).

6.4 Jurisdictional Limitations

Some jurisdictions do not allow the exclusion or limitation of certain warranties or liabilities. In such jurisdictions, CAI's liability shall be limited to the maximum extent permitted by law.

7. USER RESPONSIBILITIES AND INDEMNIFICATION

7.1 User Responsibilities

By using the Website and Services, you agree that you are solely responsible for:

All decisions made based on information, outputs, or recommendations obtained through the Services;
Verifying the accuracy and suitability of all AI-generated content before use;
Compliance with all applicable laws, regulations, and professional standards;
The security and confidentiality of your account credentials and access;
All activities conducted through your account;
Any consequences of your use or misuse of the Services.

7.2 Indemnification

You agree to indemnify, defend, and hold harmless CAI, its affiliates, and their respective officers, directors, employees, agents, licensors, and suppliers from and against any and all claims, liabilities, damages, losses, costs, expenses, and fees (including reasonable attorneys' fees) arising from or related to:

Your access to or use of the Website or Services;
Your violation of these Terms or any applicable law or regulation;
Your violation of any third-party rights, including intellectual property, privacy, or other proprietary rights;
Any content or data you submit, post, or transmit through the Services;
Any use of AI-generated outputs or recommendations in your business operations;
Any misrepresentation made by you regarding your authority, location, or compliance status.

7.3 CAI reserves the right to assume the exclusive defense and control of any matter subject to indemnification by you, and you agree to cooperate with CAI's defense of such claims.\

7.4 THIRD-PARTY INTEGRATIONS AND CONNECTORS

The Service may allow you to connect third-party platforms, including but not limited to Microsoft Outlook, Gmail, and Google Drive (“Connectors”).

By enabling a Connector, you acknowledge and agree that:

You have the legal right and authorization to access and connect the associated account or data
You grant Chordian permission to access and process data from the connected service as required to provide the Service
You are responsible for complying with any applicable organizational, contractual, or regulatory obligations related to the connected data

Connector Availability and Limitations

Connectors are provided on an “as available” basis
Chordian does not guarantee continuous availability or accuracy of data retrieved via third-party services
Third-party platforms may change or restrict access at any time, which may impact connector functionality

User Control and Disconnection

You may revoke access to any connected third-party service at any time through your account settings or the respective third-party platform.

Upon revocation, Chordian will no longer access new data from that service.

8. INTELLECTUAL PROPERTY RIGHTS

8.1 Ownership

All Content on this Website, including but not limited to trademarks, service marks, trade names, logos, copyrights, patents, trade secrets, software code, algorithms, user interface designs, text, graphics, videos, audio files, and other proprietary materials (collectively, "Intellectual Property"), is owned by, licensed to, or otherwise controlled by CAI and its third-party licensors.

8.2 Protection

The Intellectual Property is protected by copyright, trademark, patent, trade secret, and other intellectual property laws of applicable jurisdictions, as well as international treaties and conventions. All rights are expressly reserved by CAI and its licensors.

8.3 Limited License

Subject to your compliance with these Terms, CAI grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Website and Services solely for your internal business purposes or personal use, as applicable. This license does not include any right to:

Resell, redistribute, or make the Services available to third parties;
Modify, adapt, translate, or create derivative works based on the Services;
Reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code or underlying algorithms;
Remove, obscure, or alter any proprietary notices or labels;
Use the Services to develop competing products or services.

8.4 Prohibited Uses of Content

Unless explicitly permitted in writing by CAI, you are prohibited from:

Copying, distributing, modifying, transmitting, reusing, reposting, or using any Content for public or commercial purposes;
Framing, deep-linking to, or scraping any portion of the Website;
Accessing or using the Services through automated means (bots, scrapers, crawlers) except as explicitly permitted;
Extracting data or content for use in machine learning models, AI training, or competitive analysis;
Displaying, performing, or distributing Content without maintaining all copyright and proprietary notices.

8.5 Permitted Downloads

You may download materials from the Website for personal, non-commercial use only, provided that you:

Retain all copyright, trademark, and other proprietary notices;
Do not modify or alter the materials;
Do not distribute, republish, or make the materials available to others;
Use the materials only as permitted by applicable law.

8.6 Trademark Usage

All trademarks, service marks, trade names, and logos displayed on the Website, including "Chordian," "ChordianAI," and associated marks, are the property of CAI or their respective owners. Nothing on this Website grants, by implication, estoppel, or otherwise, any license or right to use any trademark without express written permission from CAI or the relevant third party. Unauthorized use may violate trademark, copyright, and other laws.

8.7 User-Generated Content

Any ideas, suggestions, concepts, know-how, techniques, feedback, or other materials you provide to CAI through the Website ("User Submissions") shall be deemed non-confidential and non-proprietary. By submitting such materials, you grant CAI a worldwide, perpetual, irrevocable, royalty-free, fully sublicensable right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such materials for any purpose, including product development and improvement.

9. HYPERLINKS AND THIRD-PARTY CONTENT

9.1 Links to Third-Party Websites

The Website may contain links to third-party websites, services, or resources not owned or controlled by CAI. These links are provided solely for your convenience and information. The inclusion of any link does not imply:

Endorsement, sponsorship, or recommendation by CAI;
Any relationship between CAI and the linked website operator;
CAI's responsibility for the content, accuracy, or practices of the linked website.

9.2 Third-Party Risks

You acknowledge and agree that:

CAI has no control over third-party websites, their content, products, services, or operators;
Your access to and use of third-party websites is entirely at your own risk;
Third-party websites are governed by their own terms of use and privacy policies;
CAI is not responsible for any loss, damage, or liability arising from your use of third-party websites;
CAI makes no representations or warranties regarding third-party content or services.

9.3 Links to CAI from Other Websites

You are not permitted to display hyperlinks, frames, inline links, or any other references to the Website on your own websites or in any other context without entering into a separate written agreement with CAI. Accessing the Website does not grant you any right to use CAI's names, logos, trademarks, or copyrighted materials without CAI's express written consent.

9.4 Requesting Permission

To request permission to link to the Website or use CAI's intellectual property, please submit your request in writing to:

UniCap Growth Capital Ltd\

85 Great Portland Street\

1st Floor\

London, W1W 7LT\

United Kingdom

10. DATA SECURITY AND TRANSMISSIONS

10.1 Security Limitations

While CAI implements commercially reasonable security measures, you acknowledge that:

No data transmission over the internet or electronic storage system is completely secure;
Electronic communications transmitted to and from the Website may not be secure and could potentially be intercepted, monitored, or accessed by unauthorized third parties;
CAI cannot guarantee the security, integrity, or confidentiality of any information transmitted through the Website;
You transmit information at your own risk.

10.2 Confidential Communications

For sensitive or confidential communications, especially those involving proprietary business information, personal data, or financial details, we recommend using secure written correspondence. For written correspondence, please write to:

UniCap Growth Capital Ltd\

85 Great Portland Street\

1st Floor\

London, W1W 7LT\

United Kingdom

10.3 User Data Obligations

You are responsible for:

Maintaining the confidentiality and security of your account credentials;
All activities that occur under your account;
Implementing appropriate security measures for your own systems and data;
Promptly notifying CAI of any unauthorized access or security breach;
Complying with applicable data protection and privacy laws in your use of the Services.

10.4 Data Processing

Your use of the Services may involve the processing of data by CAI. Please refer to our Privacy Policy (incorporated herein by reference) for detailed information about our data collection, use, storage, and protection practices.

11. ACCEPTABLE USE POLICY

11.1 Prohibited Conduct

Unless expressly permitted in these Terms or in a separate written agreement with CAI, you shall not:

Technical Restrictions:

Use the Services in any manner that could damage, disable, overburden, or impair any CAI server, network, or infrastructure;
Interfere with any other party's use and enjoyment of the Services;
Use any robot, spider, scraper, crawler, or other automated means to access, monitor, or copy any Content or data from the Website without CAI's prior written permission;
Attempt to gain unauthorized access to any portion of the Services, other accounts, computer systems, or networks connected to CAI;
Probe, scan, or test the vulnerability of any system or network or breach security or authentication measures;
Circumvent, disable, or interfere with security-related features or features that prevent or restrict use or copying;

Content Restrictions:

Include "Chordian," "ChordianAI," "CAI," any CAI trademark, or variations thereof as meta-tags, hidden text, or keyword stuffing;
Create the appearance of affiliation, sponsorship, endorsement, or partnership with CAI without authorization;
Misrepresent your identity, affiliation, or the source of any content;
Impersonate any person or entity or falsely state or misrepresent your relationship with any person or entity;

Unlawful Activities:

Use the Services for any unlawful, fraudulent, or malicious purpose;
Violate any applicable local, state, national, or international law or regulation;
Infringe upon or violate any third-party intellectual property, privacy, publicity, or other proprietary rights;
Transmit any material that contains viruses, malware, or other harmful code;
Engage in any activity that could constitute or encourage criminal conduct or give rise to civil liability;

Commercial Misuse:

Use the Services to develop, train, or improve competing products or services;
Extract, scrape, or harvest data for use in training machine learning models or AI systems without authorization;
Resell, sublicense, or redistribute access to the Services;
Use the Services on behalf of or for the benefit of any third party without proper authorization.

11. SYSTEM MONITORING AND REPORTING

11.1 Right to Monitor

CAI reserves the right, but has no obligation, to monitor use of the Services to ensure compliance with these Terms and applicable law. CAI may investigate violations and take appropriate action, including suspension or termination of access.

11.2 Reporting Violations

If you become aware of any violation of these Terms or misuse of the Services, please report it immediately in writing to:

UniCap Growth Capital Ltd\

85 Great Portland Street\

1st Floor\

London, W1W 7LT\

United Kingdom

12. SYSTEM AVAILABILITY AND PERFORMANCE

12.1 Service Availability

CAI strives to maintain high availability of the Services but does not guarantee uninterrupted or error-free operation. The Services may be subject to:

Scheduled maintenance and updates;
Emergency repairs or security patches;
Service degradation due to high demand or technical issues;
Force majeure events or circumstances beyond CAI's reasonable control.

12.2 Transmission Issues

Internet software, hardware failures, network congestion, or transmission problems may result in:

Inaccurate or incomplete data being displayed;
Delays in processing or response times;
Loss of data or interrupted sessions;
Corruption or alteration of transmitted information.

12.3 No Liability for Technical Issues

CAI is not liable for any damages, losses, changes, omissions, or interruptions that occur during transmission, storage, or delivery of information and materials through the Services, including but not limited to issues arising from your internet service provider, browser, device, or network infrastructure.

12.4 User System Requirements

You are responsible for:

Obtaining and maintaining compatible devices, browsers, and internet connectivity;
Ensuring your systems meet minimum technical requirements;
Updating your software and security configurations;
Backing up your data and maintaining redundancy as appropriate for your needs.

13. ACCOUNT TERMS AND TERMINATION

13.1 Account Registration

Certain features of the Services may require account registration. When creating an account, you agree to:

Provide accurate, current, and complete information;
Maintain and promptly update your account information;
Maintain the confidentiality of your account credentials;
Accept responsibility for all activities under your account;
Notify CAI immediately of any unauthorized use or security breach.

13.2 Termination by CAI

CAI reserves the right to suspend, restrict, or terminate your access to the Website or Services at any time, with or without cause, with or without notice, for any reason, including but not limited to:

Violation of these Terms or any applicable law;
Fraudulent, abusive, or otherwise improper use of the Services;
Extended periods of inactivity;
Technical or security concerns;
Business, legal, or regulatory reasons;
Requests from law enforcement or government authorities.

13.3 Termination by User

You may terminate your account at any time by discontinuing use of the Services and, if applicable, following the account closure procedures provided by CAI. You remain responsible for all obligations accrued prior to termination.

13.4 Effect of Termination

Upon termination of your access:

All rights and licenses granted to you under these Terms immediately cease;
You must cease all use of the Services and destroy any downloaded materials;
CAI may delete your account and all associated data without liability;
Provisions of these Terms that by their nature should survive termination shall continue in effect, including but not limited to intellectual property rights, disclaimers, indemnification, and limitations of liability.

13.5 No Refunds

Except as required by applicable law, termination or suspension of access does not entitle you to any refund of fees paid or credits issued.

14. PRIVACY AND DATA PROTECTION

14.1 CAI is committed to protecting the privacy and security of user information. Our Privacy Policy, which is incorporated into these Terms by reference, describes:

What information we collect and how we collect it;
How we use, store, and protect your information;
When and with whom we may share information;
Your rights regarding your personal data;
How to contact us with privacy concerns.

14.2 By using the Services, you consent to the collection, use, and disclosure of your information as described in the Privacy Policy.

14.3 If you are located in the European Economic Area, United Kingdom, Switzerland, or other jurisdictions with specific data protection laws, additional rights and protections may apply as detailed in our Privacy Policy.

15. EXPORT CONTROL AND SANCTIONS COMPLIANCE

15.1 The Services and underlying technology may be subject to export control laws and regulations of various jurisdictions, including those of the United States and the European Union.

15.2 You represent and warrant that:

You are not located in, organized under the laws of, or ordinarily resident in any country or territory subject to comprehensive sanctions;
You are not identified on any government-maintained list of prohibited or restricted parties;
You will not use the Services in violation of any export control or sanctions laws;
You will not permit any third party subject to restrictions to access or use the Services.

15.3 CAI reserves the right to restrict or deny access to the Services from any jurisdiction or to any user to comply with applicable export control and sanctions laws.

16. DISPUTE RESOLUTION

16.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of England and Wales, without regard to its conflict of law principles. The courts of England and Wales shall have exclusive jurisdiction to settle any dispute arising out of or in connection with these Terms, except as otherwise provided in the arbitration provisions below.

16.2 Arbitration Agreement

Any dispute, controversy, or claim arising out of or relating to these Terms or the Services, including the formation, interpretation, breach, termination, enforceability, or validity thereof (each, a "Dispute") shall be finally resolved by binding arbitration administered by the International Chamber of Commerce (ICC) in accordance with its Rules of Arbitration (the "ICC Rules").

The arbitration shall be conducted by a single arbitrator mutually agreed upon by the parties within thirty (30) days of the commencement of arbitration or, if the parties cannot agree, appointed in accordance with the ICC Rules. The seat of arbitration shall be London, United Kingdom. The language of the arbitration shall be English. The arbitrator's award shall be final and binding upon the parties and may be entered and enforced in any court of competent jurisdiction.

16.3 Exceptions to Arbitration

Notwithstanding the foregoing, either party may seek equitable relief (including injunctive relief) in any court of competent jurisdiction to:

Protect intellectual property rights;
Enforce confidentiality obligations;
Prevent irreparable harm pending arbitration.

16.4 Class Action Waiver

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT ANY DISPUTE SHALL BE RESOLVED ON AN INDIVIDUAL BASIS ONLY AND NOT AS A CLASS ACTION, CONSOLIDATED ACTION, OR REPRESENTATIVE ACTION. YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.

16.5 Limitation Period

You agree that any claim arising out of or related to these Terms or the Services must be filed within one (1) year after such claim arose; otherwise, such claim is permanently barred.

17. GENERAL PROVISIONS

17.1 Entire Agreement

These Terms, together with the Privacy Policy and any other legal notices or agreements published by CAI on the Website, constitute the entire agreement between you and CAI regarding the subject matter hereof and supersede all prior or contemporaneous understandings, agreements, representations, and warranties.

17.2 Waiver

No waiver by CAI of any right, term, or provision of these Terms shall be deemed a waiver of any other right, term, or provision, or a waiver of the same right, term, or provision on any subsequent occasion. CAI's failure to enforce any provision of these Terms shall not constitute a waiver of that provision or any other provision.

17.3 Severability

If any provision of these Terms is found by a court or arbitrator of competent jurisdiction to be unlawful, void, or unenforceable, that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of the remaining provisions, which shall remain in full force and effect.

17.4 Assignment

You may not assign, transfer, delegate, or sublicense any of your rights or obligations under these Terms without CAI's prior written consent. Any attempted assignment in violation of this provision shall be null and void. CAI may assign, transfer, or delegate these Terms or its rights and obligations hereunder without restriction.

17.5 Force Majeure

CAI shall not be liable for any failure or delay in performance under these Terms due to circumstances beyond its reasonable control, including but not limited to acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, pandemics, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials.

17.6 No Third-Party Beneficiaries

These Terms are for the benefit of, and shall be enforceable by, the parties hereto and their respective successors and permitted assigns. These Terms do not create any third-party beneficiary rights.

17.7 Language

These Terms are prepared in the English language. In the event of any conflict between the English version and any translation, the English version shall prevail.

17.8 Notices

All notices required or permitted under these Terms shall be in writing and shall be deemed effective:

If delivered personally, upon delivery;
If sent by certified or registered mail, three (3) business days after mailing;
If sent by internationally recognized overnight courier, one (1) business day after sending.

Notices to CAI should be sent to:

UniCap Growth Capital Ltd\

85 Great Portland Street\

1st Floor\

London, W1W 7LT\

United Kingdom

17.9 Headings

The section headings in these Terms are for convenience only and have no legal or contractual effect.

17.10 Interpretation

In these Terms, unless the context requires otherwise:

"Including" means "including but not limited to";
Words in the singular include the plural and vice versa;
References to any statute or regulation include all amendments and re-enactments thereof;
"Person" includes any individual, corporation, partnership, or other legal entity.

18. EQUAL OPPORTUNITY AND NON-DISCRIMINATION

CAI is an equal opportunity employer and service provider committed to diversity, inclusion, and non-discrimination in the workplace and in the delivery of services. CAI does not discriminate on the basis of race, color, religion, sex, sexual orientation, gender identity, national origin, age, disability, veteran status, or any other protected characteristic under applicable law.

19. CONTACT INFORMATION

For questions, concerns, or requests regarding these Terms, the Services, or any other matter, please contact us in writing at:

UniCap Growth Capital Ltd\

85 Great Portland Street\

1st Floor\

London, W1W 7LT\

United Kingdom

All correspondence must be sent via postal mail. Please clearly mark the envelope with the nature of your inquiry (e.g., "Legal Inquiry," "Privacy Inquiry," "General Support").

20. ACKNOWLEDGMENT

BY ACCESSING OR USING THE WEBSITE OR SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS OF USE. IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST NOT ACCESS OR USE THE WEBSITE OR SERVICES.

Last Updated: December 18, 2024

This document is a legally binding agreement. If you have any questions about these Terms or your rights and obligations, please consult with qualified legal counsel before using the Services.