Terms of Use

1. Acceptance of Terms

These Terms of Use ("Terms") constitute a legally binding agreement between you and Neuron Factory Capital LLC ("Neuron Factory", "we", "our", or "us"), a limited liability company incorporated in the State of Delaware, USA, with its principal office at 350 Fifth Avenue, Suite 4100, New York, NY 10118. These Terms govern your access to and use of the website located at neuronfactory.com, together with any content, functionality, and services offered through the website (collectively, the "Site").

By accessing, browsing, or using the Site, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy, which is incorporated herein by reference. If you do not agree with these Terms, you must immediately cease use of the Site.

We reserve the right to modify these Terms at any time at our sole discretion. Changes will be effective upon posting to the Site. Your continued use of the Site after the posting of revised Terms constitutes your binding acceptance of such changes.

2. Eligibility

The Site is intended for use by individuals who are at least 18 years of age. By using the Site, you represent and warrant that you are 18 years of age or older and that you have the legal capacity to enter into a binding agreement. If you are using the Site on behalf of a company, organization, or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms.

The information contained on this Site is directed at persons who are sophisticated investors and industry professionals. The content is not intended for retail or unsophisticated investors and should not be relied upon by persons who are not qualified to evaluate the technical and financial information presented.

3. Intellectual Property Rights

3.1 Ownership

The Site and its entire contents, features, and functionality — including but not limited to all information, software, text, displays, images, video, audio, and the design, selection, and arrangement thereof — are owned by Neuron Factory Capital LLC, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

3.2 License to Use

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Site for your personal, non-commercial informational purposes only. You may print or download a single copy of materials from the Site for your personal, non-commercial use, provided you do not modify the materials and retain all copyright, trademark, and other proprietary notices.

3.3 Restrictions

You must not:

• Reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any material from our Site except as permitted by these Terms
• Delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from the Site
• Access or use for any commercial purposes any part of the Site or any services or materials available through the Site
• Use the Neuron Factory name, logo, or trademarks without our prior written consent
• Systematically retrieve data or other content from the Site to create or compile, directly or indirectly, a collection, compilation, database, or directory without our prior written permission

4. No Investment Advice or Solicitation

IMPORTANT: The information provided on this Site is for general informational and educational purposes only. Nothing on this Site constitutes, or should be construed as, investment advice, a recommendation, solicitation, or offer to buy or sell any security or investment product. Nothing on this Site constitutes an offer to manage investments or to enter into any investment advisory relationship.

Past performance of any investment described on this Site is not indicative of future results. All investments involve risk, including the risk of loss of capital. Deep-tech and early-stage investments involve substantially heightened risks including illiquidity, technology risk, regulatory risk, and the potential for total loss of invested capital. The information on this Site should not be relied upon in connection with any investment decision.

Neuron Factory Capital LLC is a registered investment adviser. Nothing in these Terms or on the Site modifies or supersedes the terms of any investment advisory agreement entered into between Neuron Factory and its investment advisory clients.

5. Forward-Looking Statements

This Site may contain forward-looking statements about our portfolio companies, investment strategies, and the technology sectors in which we invest. These statements involve known and unknown risks, uncertainties, and other factors that may cause actual results to differ materially from those projected, expressed, or implied. Forward-looking statements are based on information available at the time they are made and are subject to change without notice. You should not place undue reliance on forward-looking statements.

6. Third-Party Content and Links

The Site may contain links to third-party websites, resources, and services. These links are provided for your convenience only. We have no control over and assume no responsibility for the content, privacy policies, or practices of any third-party sites or services. We do not warrant the offerings of any of these entities or their websites.

Any content published on this Site that references, quotes, or summarizes work by third parties is included for informational purposes only. Such inclusion does not constitute our endorsement of the views, products, or services of the referenced parties.

7. Prohibited Conduct

You agree not to use the Site in any way that:

• Violates any applicable federal, state, local, or international law or regulation
• Involves the transmission of unsolicited or unauthorized advertising or promotional material (spam)
• Is designed to impersonate any person or entity or misrepresent your affiliation with any person or entity
• Involves the introduction of any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful
• Attempts to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Site, servers on which the Site is stored, or any server, computer, or database connected to the Site
• Involves automated data collection, scraping, or harvesting from the Site without our express written consent
• Is likely to deceive any person or harm the reputation of Neuron Factory or any of our portfolio companies

8. Disclaimers of Warranties

THE SITE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NEURON FACTORY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

WE DO NOT WARRANT THAT THE SITE WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS. WE DO NOT WARRANT THE ACCURACY, COMPLETENESS, OR CURRENCY OF ANY INFORMATION PROVIDED ON THE SITE.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL NEURON FACTORY, ITS OFFICERS, DIRECTORS, EMPLOYEES, PARTNERS, AGENTS, SUPPLIERS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR IN CONNECTION WITH YOUR ACCESS TO OR USE OF (OR INABILITY TO ACCESS OR USE) THE SITE OR ANY CONTENT THEREON, EVEN IF NEURON FACTORY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT WILL NEURON FACTORY'S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE SITE EXCEED ONE HUNDRED DOLLARS ($100). THE LIMITATIONS IN THIS SECTION APPLY TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.

10. Indemnification

You agree to defend, indemnify, and hold harmless Neuron Factory Capital LLC and its licensors, service providers, employees, agents, officers, directors, and partners from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable legal fees) arising out of or relating to your violation of these Terms or your use of the Site, including but not limited to any content you submit through the contact form, your use of any information obtained from the Site, or any violation of any law or the rights of any third party.

11. Governing Law and Jurisdiction

These Terms and any dispute arising out of or related to these Terms or the Site shall be governed by and construed in accordance with the laws of the State of New York, United States of America, without regard to conflict of law principles. You irrevocably consent to the exclusive jurisdiction of the state and federal courts located in New York County, New York for any disputes arising under these Terms.

12. Severability

If any provision of these Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms will continue in full force and effect.

13. Entire Agreement

The Terms, together with our Privacy Policy and Cookie Policy, constitute the entire agreement between you and Neuron Factory regarding your use of the Site and supersede all prior and contemporaneous agreements, understandings, negotiations, and discussions, whether oral or written, between you and Neuron Factory relating to the subject matter hereof.

14. Contact Information

Questions about the Terms of Use should be sent to us at:

• Email: legal@neuronfactory.com
• Postal Address: Neuron Factory Capital LLC, Legal Department, 350 Fifth Avenue, Suite 4100, New York, NY 10118, USA
• Phone: +1 (212) 555-0199