Terms of Use

Effective Date: October 2024

The website located at www.chemistry.vc (the “Site”) is a copyrighted work belonging to Chemistry Ventures Management LLC (“Chemistry”, “us”, “our”, and “we”).  Certain features of the Site may be subject to additional guidelines, terms, or rules, which will be posted on the Site in connection with such features.  All such additional terms, guidelines, and rules are incorporated by reference into these Terms.

THESE TERMS OF USE (THESE “TERMS”) SET FORTH THE LEGALLY BINDING TERMS AND CONDITIONS THAT GOVERN YOUR USE OF THE SITE.  THESE TERMS DO NOT GRANT ANY RIGHTS TO ACCESS OR USE CHEMISTRY’S PRODUCTS AND/OR SERVICES.  ANY SALE OR RIGHTS TO USE CHEMISTRY’S PRODUCTS AND/OR SERVICES WILL ONLY BE SET OUT AND GOVERNED BY A SEPARATE UNDERSTANDING (OR AGREEMENTS) BETWEEN YOU AND CHEMISTRY.  BY ACCESSING OR USING THE SITE, YOU ARE ACCEPTING THESE TERMS (ON BEHALF OF YOURSELF OR THE ENTITY THAT YOU REPRESENT), AND YOU REPRESENT AND WARRANT THAT YOU HAVE THE RIGHT, AUTHORITY, AND CAPACITY TO ENTER INTO THESE TERMS (ON BEHALF OF YOURSELF OR THE ENTITY THAT YOU REPRESENT).  YOU MAY NOT ACCESS OR USE THE SITE OR ACCEPT THE TERMS IF YOU ARE NOT AT LEAST 13 YEARS OLD.  IF YOU DO NOT AGREE WITH ALL OF THE PROVISIONS OF THESE TERMS, DO NOT ACCESS AND/OR USE THE SITE.

  1. Access to the Site
    1. Use of Site.  You agree that: (a) you shall only access and use the Site for your own personal, noncommercial use, and shall not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Site, whether in whole or in part, or any content displayed on the Site; (b) you shall not modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Site; (c) you shall not access the Site in order to build a similar or competitive website, product, or service; and (d) except as expressly stated herein, no part of the Site may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means.  Unless otherwise indicated, any future release, update, or other addition to functionality of the Site shall be subject to these Terms.  All copyright and other proprietary notices on the Site (or on any content displayed on the Site) must be retained on all copies thereof.
    2. Modification.  Chemistry reserves the right, at any time, to modify, suspend, or discontinue the Site (in whole or in part) with or without notice to you.  You agree that Chemistry will not be liable to you or to any third party for any modification, suspension, or discontinuation of the Site or any part thereof.  You acknowledge and agree that Chemistry will have no obligation to provide you with any support or maintenance in connection with the Site.
    3. Ownership.  You acknowledge that all the intellectual property rights, including copyrights, patents, trademarks, and trade secrets, in the Site and its content are owned by Chemistry or Chemistry’s suppliers.  Neither these Terms (nor your access to the Site) transfers to you or any third party any rights, title or interest in or to such intellectual property rights.  Chemistry and its suppliers reserve all rights not granted in these Terms.  There are no implied licenses granted under these Terms.
    4. Restrictions.  You agree not to: (a) upload, transmit, or distribute to or through the Site any computer viruses, worms, or any software intended to damage or alter a computer system or data; (b) upload, transmit or provide to the Site unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages, whether commercial or otherwise; (c) interfere with, disrupt, or create an undue burden on servers or networks connected to the Site, or violate the regulations, policies or procedures of such networks; (d) attempt to gain unauthorized access to the Site (or to other computer systems or networks connected to or used together with the Site); (e) harass or interfere with any other user’s use and enjoyment of the Site; or (f) use software or automated agents or scripts to produce multiple accounts on the Site, or to generate automated searches, requests, or queries to (or to strip, scrape, or mine data from) the Site (provided, however, that we conditionally grant to the operators of public search engines revocable permission to use spiders to copy materials from the Site for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials).
    5. Feedback.  If you provide Chemistry with any feedback or suggestions regarding the Site or any of Chemistry’s products or services (“Feedback”), you hereby assign to Chemistry all right, title, and interest in and to such Feedback and agree that Chemistry shall have the right to use and fully exploit such Feedback and related information in any manner it deems appropriate.  Chemistry will treat any Feedback you provide to Chemistry as non-confidential and non-proprietary.  You agree that you will not submit to Chemistry any information or ideas that you consider to be confidential or proprietary.
  2. Indemnification.  You agree to indemnify and hold Chemistry (and its officers, employees, and agents) harmless, including costs and attorneys’ fees, from any claim or demand made by any third party due to or arising out of: (a) your use of the Site; (b) your violation of these Terms; or (c) your violation of applicable laws or regulations.  Chemistry reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims.  You agree not to settle any matter without the prior written consent of Chemistry.  Chemistry will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
  3. Third-Party Links; Other Users
    1. Third-Party Links.  The Site may contain links to third-party websites and services (collectively, “Third-Party Links”).  Such Third-Party Links are not under the control of Chemistry, and Chemistry is not responsible for any Third-Party Links.  Chemistry provides access to these Third-Party Links only as a convenience to you, and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Links.  You use all Third-Party Links at your own risk and should apply a suitable level of caution and discretion in doing so.  When you click on any of the Third-Party Links, the applicable third party’s terms and policies apply, including the third party’s privacy and data gathering practices.  You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction in connection with such Third-Party Links.
    2. Release.  You hereby release and forever discharge Chemistry (and our officers, employees, agents, successors, and assigns) from, and hereby waive and relinquish, each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injuries, death, and property damage), that has arisen or arises directly or indirectly out of, or that relates directly or indirectly to, the Site (including any interactions with, or act or omission of, other Site users or any Third-Party Links).  IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”
  4. Disclaimers 

THE SITE IS PROVIDED ON AN “AS-IS” AND “AS AVAILABLE” BASIS, AND CHEMISTRY (AND OUR SUPPLIERS) EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ALL WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT.  WE (AND OUR SUPPLIERS) MAKE NO WARRANTY THAT THE SITE WILL MEET YOUR REQUIREMENTS, WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS, OR WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE.  IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE SITE, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO NINETY (90) DAYS FROM THE DATE OF FIRST USE.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.  SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.  

  1. Limitation on Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL CHEMISTRY (OR OUR SUPPLIERS) BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOST DATA, COSTS OF PROCUREMENT OF SUBSTITUTE PRODUCTS, OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THESE TERMS OR YOUR USE OF, OR INABILITY TO USE, THE SITE, EVEN IF CHEMISTRY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  ACCESS TO, AND USE OF, THE SITE IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR COMPUTER SYSTEM, OR LOSS OF DATA RESULTING THEREFROM.  

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO A MAXIMUM OF FIFTY US DOLLARS (U.S. $50).  THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT.  YOU AGREE THAT OUR SUPPLIERS WILL HAVE NO LIABILITY OF ANY KIND ARISING FROM OR RELATING TO THIS AGREEMENT.

SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.   

  1. Term and Termination.  Subject to this Section, these Terms will remain in full force and effect while you access or use the Site.  We may suspend or terminate your rights to access or use the Site at any time for any reason at our sole discretion, including for any access or use of the Site in violation of these Terms.  Upon termination of your rights under these Terms, your right to access and use the Site will terminate immediately.  Chemistry will not have any liability whatsoever to you for any termination of your rights under these Terms.  Even after your rights under these Terms are terminated, the following provisions of these Terms will remain in effect: Sections 1.3 through 1.5 and Sections 2 through 7.
  1. General
    1. Changes.  These Terms are subject to occasional revision, and if we make any substantial changes, we may notify you by sending you an e-mail to the last e-mail address you provided to us (if any), and/or by prominently posting notice of the changes on our Site.  Any changes to these Terms will be effective thirty (30) calendar days following our posting of notice of the changes on our Site.  These changes will also be effective immediately for new users of our Site.  Continued use of our Site following notice of such changes shall indicate your acknowledgement of such changes and agreement to be bound by the terms and conditions of such changes.
    2. Export.  The Site may be subject to U.S. export control laws and may be subject to export or import regulations in other countries.  You agree not to export, reexport, or transfer, directly or indirectly, any U.S. technical data acquired from Chemistry, or any products utilizing such data, in violation of the United States export laws or regulations.
    3. Disclosures.  Chemistry is located at the address in Section 7.7. If you are a California resident, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Product of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210.
    4. Electronic Communications.  The communications between you and Chemistry use electronic means, whether you use the Site or send us emails, or whether Chemistry posts notices on the Site or communicates with you via email.  For contractual purposes, you (a) consent to receive communications from Chemistry in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Chemistry provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in a hardcopy writing.  The foregoing does not affect your non-waivable rights.
    5. Entire Terms.  These Terms constitute the entire agreement between you and us regarding the use of the Site. These Terms are governed by the laws of the State of California, without regard to its conflict of laws provisions.  Our failure to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision.  The section titles in these Terms are for convenience only and have no legal or contractual effect.  The word “including” means “including without limitation”.  If any provision of these Terms is, for any reason, held to be invalid or unenforceable, the other provisions of these Terms will be unimpaired, and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law.  Your relationship to Chemistry is that of an independent contractor, and neither party is an agent or partner of the other.  These Terms, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without Chemistry’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.  Chemistry may freely assign these Terms.  The terms and conditions set forth in these Terms shall be binding upon assignees. 
    6. Copyright/Trademark Information.  All trademarks, logos and service marks (“Marks”) displayed on the Site are our property or the property of other third parties.  You are not permitted to use these Marks without our prior written consent or the consent of such third party which may own the Marks.
    7. Contact Information.  If you wish to contact us in writing, or if these Terms require you to give notice to us in writing, please contact us at:

Chemistry Ventures Management LLC

Attn: Legal Department

hello@chemistry.vc

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