FirstMark Terms of Service
Last updated: May 30, 2017
Welcome to the FirstMark website and/or mobile application (including the FirstMark Community) (collectively, the “FirstMark Site”). The FirstMark Site provides you with content regarding the FirstMark portfolio and internal team. The FirstMark Community (which may be accessible via the web or a mobile application) connects you with tools and resources to help you and your company succeed; enabling you and other entrepreneurs to learn and share new ideas, surface new opportunities, reach new customers, identify your next great hire, and much more.
2.1. Service Eligibility
In order to be eligible to use the Services:
- You agree that you are at least the Minimum Age or older. “Minimum Age” means (a) 18 years old for the People’s Republic of China, (b) 16 years old for the Netherlands, (c) 14 years old for the United States, Canada, Germany, Spain, Australia and South Korea, and (d) 13 years old for all other countries. However, if law requires that you must be older in order for FirstMark to lawfully provide the Services to you (including the collection, storage and use of your information) then the Minimum Age is such older age. The Services are prohibited for use by anyone under the age of 13.
- You agree that you will have a maximum of one FirstMark Community account, which must be in your real name.
- You agree that you are not already restricted by FirstMark from using the Services.
2.2. Your Membership
You will keep your password a secret. You will not share an account with anyone else and you will follow our rules and the law.As between you and others, your account belongs to you. You agree to: (1) try to choose a strong and secure password; (2) keep your password secure and confidential; (3) not transfer any part of your account (e.g., connections, groups) and (4) follow the law and the FirstMark Community Guidelines (as set forth in Section 8 below). You are responsible for anything that happens through your account.
2.3. Notices and Service Messages
You agree that we may use our websites, mobile applications, and email to provide you with important notices. This Agreement applies to all FirstMark applications and services. If the contact information you provide is not up to date, you may miss out on these notices.You agree that we may provide notices to you in the following ways: (1) a banner notice on the Service, (2) an email sent to an address you provide, or (3) through other means including mobile number, telephone, or mail. You agree to keep your contact information up to date.
2.4. Messages and Sharing
Our Services may allow messaging and sharing of information. Information and content that you share or post may be seen by other Members or, if public, by Visitors. We may make settings available that allow you to make choices about who can see your content or information (e.g., sharing to a group instead of your FirstMark Community network as a whole, changing the default setting for content from public to a more restricted view, etc.). You agree and understand that we are not obligated to publish any information or content on our Service and can remove or modify any content on our Service in our sole discretion, with or without notice.
3. Rights and Limits:
3.1. Your License to FirstMark
3.2. FirstMark Intellectual Property
FirstMark reserves all of its intellectual property rights in the Services. For example, as between you and FirstMark and except as set forth in Section 3.1, we own all rights, title and interest in and to the FirstMark Site, all of the content, software, code, data and other materials thereon (collectively, the “Site Content”), the look and feel, design and organization of the FirstMark Site, and the compilation of the Site Content. Additionally, all FirstMark trademarks, service marks, graphics, and logos (including, without limitation, FIRSTMARK®, FIRSTMARK CAPITAL®, DATA DRIVEN NYC™, DESIGN DRIVEN NYC™, CODE DRIVEN NYC™, HARDWIRED NYC™, and the associated logos) are registered or unregistered trademarks or service marks, as applicable, of FirstMark or its affiliates. Other trademarks and logos used in connection with the Services are the trademarks of their respective owners.
3.3. Service Availability
3.4. Other Content, Sites and Apps
Third parties may offer their own products, services and/or information through FirstMark, and we aren’t responsible for those third-party activities nor do we endorse or control them.By using the Services, you may encounter content or information that might be inaccurate, incomplete, delayed, misleading, illegal, offensive or otherwise harmful. FirstMark generally does not review content provided by our Members. You agree that we are not responsible for third parties’ (including other Members’) content or information or for any damages as result of your use of or reliance on it.You are responsible for deciding if you want to access our Services via LinkedIn. If you allow LinkedIn to authenticate you for login to your FirstMark Community account, then LinkedIn can access all information that you submit or request from the FirstMark Community to the extent that such information is processed via LinkedIn. You agree and understand that if you opt in to using LinkedIn in connection with the Services, all information that goes through LinkedIn will be processed by LinkedIn in accordance with its privacy policies. FirstMark is not responsible for LinkedIn’s actions or policies.
FirstMark reserves the right to limit your use of the Services, and to restrict, suspend, or terminate your account if FirstMark believes that you may be in breach of this Agreement or law or are misusing the Services according to FirstMark.
4. Disclaimers and Limitation of Liability:
4.1. No Warranty
This is our disclaimer of legal liability for the quality, safety, or reliability of our Services.TO THE EXTENT ALLOWED UNDER LAW, FIRSTMARK (AND THOSE THAT FIRSTMARK WORKS WITH TO PROVIDE THE SERVICES) DISCLAIM ANY AND ALL WARRANTIES EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY OF DATA, AND NONINFRINGEMENT. FIRSTMARK DOES NOT GUARANTEE THAT THE SERVICES WILL FUNCTION WITHOUT INTERRUPTION OR ERRORS. FIRSTMARK PROVIDES THE SERVICES (INCLUDING CONTENT AND INFORMATION) ON AN “AS IS” AND “AS AVAILABLE” BASIS.
4.2. Limitation of Liability
TO THE EXTENT PERMITTED UNDER LAW, FIRSTMARK (AND THOSE THAT FIRSTMARK WORKS WITH TO PROVIDE THE SERVICES) SHALL NOT BE LIABLE TO YOU OR OTHERS FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR ANY LOSS OF DATA, OPPORTUNITIES, REPUTATION, PROFITS OR REVENUES, RELATED TO THE SERVICES (E.G., OFFENSIVE OR DEFAMATORY STATEMENTS, DOWN TIME OR LOSS, USE OR CHANGES TO YOUR INFORMATION OR CONTENT, ETC.).
IN NO EVENT SHALL THE LIABILITY OF FIRSTMARK (AND THOSE THAT FIRSTMARK WORKS WITH TO PROVIDE THE SERVICES) EXCEED, IN THE AGGREGATE FOR ALL CLAIMS, AN AMOUNT THAT IS THE GREATER OF (A) THE MOST RECENT YEARLY FEE THAT YOU PAID FOR A PREMIUM SERVICE, IF ANY, OR (B) $100.00 USD. THIS LIMITATION OF LIABILITY IS PART OF THE BASIS OF THE BARGAIN BETWEEN YOU AND FIRSTMARK AND SHALL APPLY TO ALL CLAIMS OF LIABILITY (E.G., WARRANTY, TORT, NEGLIGENCE, CONTRACT, LAW, ETC.), EVEN IF FIRSTMARK HAS BEEN TOLD OF THE POSSIBILITY OF ANY SUCH DAMAGE, AND EVEN IF THESE REMEDIES FAIL THEIR ESSENTIAL PURPOSE.
4.3. No Offer, Solicitation or Investment Advice
The purpose of the Services is limited to providing you with general information about FirstMark as well as access to certain basic tools and resources. No part of the Services constitutes or forms a part of (i) an offer, or solicitation of an offer, to purchase or sell any security, financial instrument, other asset or service, (ii) investment advice or an offer to provide such advice, or (iii) a basis for making any investment decision.
FirstMark or you may terminate this Agreement at any time. On termination, you lose the right to access or use the Services.
The following shall survive termination:
- Our rights to use and disclose your feedback;
- Member’s and/or Visitor’s rights to further re-share content and information you shared through the Service to the extent copied or re-shared prior to termination; and
- Sections 3.1, 3.2, 4, 6 and 7 of this Agreement.
6. Governing Law:
You agree that the laws of the State of New York, U.S.A., excluding its conflict of laws rules, shall exclusively govern any dispute relating to this Agreement and/or the Services. Any dispute, claim or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be determined by arbitration in New York, New York before one arbitrator. The arbitration shall be administered by JAMS pursuant to its Streamlined Arbitration Rules and Procedures. Judgment on the Award may be entered in any court having jurisdiction. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction.
7. General Terms:
If a court or arbitrator with authority over this Agreement finds any part of it unenforceable, we agree that the court or arbitrator should modify the terms to make that part enforceable while still achieving its intent. If the foregoing is not possible, we agree to ask the court or arbitrator to remove that unenforceable part and still enforce the rest of this Agreement. To the extent allowed by law, the English version of this Agreement is binding and other translations, if applicable, are for convenience only. This Agreement (including additional terms that may be provided by us when you engage with a feature of the Services) is the only agreement between us regarding the Services and supersedes all prior agreements for the Services.
If we do not act to enforce a breach of this Agreement, that does not mean that FirstMark has waived its right to enforce this Agreement. You may not assign or transfer this Agreement (or your membership or use of Services) to anyone without our consent. However, you agree that FirstMark may assign this Agreement to its related parties without your consent. There are no third party beneficiaries to this Agreement.
You agree that the only way to provide us legal notice is via confirmed physical delivery at the addresses provided in Section 10 below.
8. FirstMark’s Community Guidelines:
8.1. You agree that you WILL:
- Comply with all applicable laws, including, without limitation, privacy laws, intellectual property laws, anti-spam laws, export control laws, tax laws, and regulatory requirements;
- Provide accurate information to us and keep it updated;Use your real name on your profile; and
- Use the Services in a professional manner.
8.2. You agree that you will NOT:
- Act dishonestly or unprofessionally, including by posting inappropriate, inaccurate, or objectionable content;
- Add content that is not intended for, or inaccurate for, a designated field (e.g. submitting an email address in the “title” or any other field, or including telephone numbers, email addresses, street addresses or any personally identifiable information for which there is not a field provided by FirstMark);
- Create a false identity or otherwise misrepresent your identity, including but not limited to the use of a pseudonym;
- Misrepresent your current or previous positions and qualifications;
- Misrepresent your affiliations with a person or entity, past or present;
- Create a Member profile for anyone other than yourself (a real person);
- Use or attempt to use another Member’s account;
- Harass, abuse or harm another person;
- Send spam or other unwelcomed communications to others;
- Use manual or automated software, devices, scripts robots, technology or other means or processes to access, copy, “scrape,” “crawl,” “spider” or otherwise interact with the Services or any related data or information (including, without limitation, profiles and information of other Members or FirstMark);
- Act in an unlawful, libelous, abusive, obscene, discriminatory or otherwise objectionable manner;
- Disclose information that you do not have the right to disclose (including, without limitation, confidential information of others without their express consent);
- Violate intellectual property rights of others, including patents, trademarks, trade secrets, copyrights or other proprietary rights;
- Violate the intellectual property or other rights of FirstMark, including, without limitation, using the words “FirstMark” or “FirstMark Capital” or our logos in any business name, email, or URL;
- Post any unsolicited or unauthorized advertising, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation unauthorized by FirstMark;
- Post anything that contains software viruses, worms, or any other harmful code;
- Manipulate identifiers in order to disguise the origin of any message or post transmitted through the Services;
- Create profiles or provide content that promotes escort services or prostitution;
- Create or operate a pyramid scheme, fraud or other similar practice;
- Copy or use the information, content or data of others available on the Services (except as expressly authorized);
- Copy, modify or create derivative works of FirstMark, the Services or any related technology (except as expressly authorized in writing by FirstMark);
- Reverse engineer, decompile, disassemble, decipher or otherwise attempt to derive the source code for the Services or any related technology, or any part thereof;
- Rent, lease, loan, trade or sell/re-sell access to the Services or related any information or data;
- Sell, sponsor, or otherwise monetize any feature of the Services, without FirstMark’s prior written consent;
- Remove any copyright, trademark or other proprietary rights notices contained in or on the Services;
- Remove, cover or obscure any advertisement included in the Services;
- Collect, use, copy, or transfer any information obtained from FirstMark without the prior written consent of FirstMark;
- Monitor the Services’ availability, performance or functionality for any competitive purpose;
- Engage in “framing,” “mirroring,” or otherwise simulating the appearance or function of the Services;
- Access the Services except through the interfaces expressly provided by FirstMark, such as its mobile applications and website;
- Override any security feature of the Services; or
- Interfere with the operation of, or place an unreasonable load on, the Services (e.g., spam, denial of service attack, viruses, gaming algorithms, etc.).
9. Complaints Regarding Content:
- We respect the intellectual property rights of others. We require that information posted by Members be accurate and not in violation of the intellectual property rights or other rights of third parties. If you believe that your work has been copied or posted on the FirstMark Community in a way that constitutes copyright infringement, send a written communication that includes substantially the following (please consult your legal counsel or see Section 512(c)(3) of the Copyright Act to confirm these requirements):
A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
- Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works on the FirstMark Community are covered by a single notification, a representative list of such works.
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material. Providing URLs in the body of an email is the best way to help us locate content quickly.
- Information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted.
- A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.
- A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Such written notice should be sent to our designated agent as follows:
FirstMark Capital, LLC
Attn: DMCA Complaints (Legal)
100 5th Avenue, Third Floor
New York, NY 10011
Please also note that under Section 512(f) of the Copyright Act, any person who knowingly materially misrepresents that material or activity is infringing may be subject to liability.
10. How to Contact Us:
Please feel free to contact us at community @ firstmarkcap.com
If you want to send us notices or service of process, please do so by certified mail to the following:
FirstMark Capital, LLC
Attn: Agreement Matters (Legal)
100 5th Avenue, Third Floor
New York, NY 10011