Sunday, July 21, 2024

Startup Ready Terms and Conditions of Use

This Agreement as well as Terms & Conditions constitute the entire agreement and supersedes and merges all prior discussions, understandings, agreements and negotiations.

Terms and Conditions of Use

The following Terms and Conditions of Use (“Terms”) describe your rights and obligations in connection with your receipt, access and use of any of the Services (as defined below) provided by HexGn., (referred to as “HexGn”, or “we” or “our”), including but not limited to your use of our platform or community pages (“Platform”). Please feel free to contact us at [email protected] with any questions regarding these Terms.

1.     Acceptance of Terms; Modification of Terms.  Please read these Terms carefully, as they affect your legal rights.  Among other things, these Terms include your agreement that certain disputes between you and HexGn will be resolved by binding arbitration as described in the ‘Governing Law; Arbitration’ section below.  By using the Services, you are agreeing to abide by and be bound by these Terms which are an integral part of your Membership Agreement.  The Services provided by and on behalf of HexGn at all times are subject to these Terms.

–    References to “you,” “your,” “member” and similar words in these Terms refer to the individual or entity registering for any Services and agreeing to be bound by these Terms.  You agree to provide HexGn with accurate and complete information about yourself, your company, (and your employer) when you register with HexGn and as you use the Services.  You must be at least 18 years of age.

–    You represent and warrant that you have all requisite legal power and authority to enter into and abide by these Terms and your Membership Agreement and no further authorization or approval is necessary. You further represent and warrant that your participation in or use of the Services will not conflict with or result in any violation of any license, contract, agreement or other obligation to which you are a party or are bound.  If you are entering into this Membership Agreement on behalf of an entity, you represent and warrant that you have all necessary right, authority and consent to bind such entity to these Terms.

–    HexGn reserves the right to add, delete or amend these Terms or adjust any fees at any time for future participants in the membership program as well as for participants that extend beyond the original cohort timeframe, and such changes will automatically become part of your Membership Agreement.

– Your tuition structure is locked in and will not change for the length of the program. HexGn will attempt to contact you to notify you of updates within 30 days of their enactment using the contact information provided in your Membership Agreement.  Most changes will be effective immediately. If you don’t agree to the changes, you may cancel your accelerator membership, but note that there are no refunds for early cancellation.

2.     Description of Services.  HexGn may provide you with access to and use of it’s community portal, education platform, webinars, course content, mentors, advisors, other services, benefits and features as HexGn Startup Ready program may provide from time to time (collectively, “Services”).  The availability and scope of Services are subject to change from time to time.  This agreement is the only agreement between the member and the accelerator, or it’s affiliates, no verbal agreements or promises not included in this agreement survive this agreement.

3.     No Unlawful or Prohibited Use.  As a condition of your use of the Services, you will not use the Services for any purpose that is unlawful or prohibited by these Terms.  You may not use the Services in any manner that could damage, disable, overburden, or impair any the accelerator, or interfere with any other party’s use and enjoyment of any Services. You may not attempt to gain unauthorized access to any Services, or accounts, computer systems or networks connected to any HexGn server or to any of the Services, through hacking, password mining or any other means.  You agree to  not obtain or attempt to obtain any materials or information through any means not intentionally made available to you through the Services and that you will not attempt to profit from, subvert, share without written permission, or steal materials or resources from the program.

4.     Use of Services.
–    You agree that when participating in or using the Services, you will not:

A. Use the Services, membership, or affiliate in connection with peer-to-peer networks, contests, pyramid schemes, chain letters, junk email, spamming or any duplicative or unsolicited messages (commercial or otherwise);

B. Use the name “HexGn / HexGn Startup ready ” or use photographs or illustrations of the Premises or Services, or any trademarks, logos or other identifiers of HexGn in any advertising, publicity or other purpose without HexGn’s prior written consent;

C. Defame, abuse, harass, stalk, threaten, commit felony crimes, or otherwise violate the legal rights (such as rights of privacy and publicity) of others;

D. Publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, obscene, indecent or unlawful topic, name, material or information on or through HexGn’s  Services;

E. Upload, or otherwise make available, files that contain images, photographs, software or other material protected by intellectual property laws, including copyright or trademark laws, or by rights of privacy or publicity unless you own or control such rights or have received all necessary consents to do the same;

F. Use any material or information, including images or photographs, which are made available through the Services in any manner that infringes any copyright, trademark, patent, trade secret, or other proprietary right of any party;

G. Upload files that contain viruses, Trojan Horses, worms, time bombs, cancel bots, corrupted files, or any other similar software or programs that may damage the operation of another’s computer or property of another;

H. Download any file(s) that you know, or reasonably should know, cannot be legally reproduced, displayed, performed, and/or distributed in such manner;

I.  Restrict or inhibit any other user from using and enjoying the Services;

J. Violate any code of conduct of other guidelines which may be applicable for any particular Service, including the building rules for the Premises;

K. Harvest or otherwise collect information about others, including email addresses, without the authorization or consent of the disclosing party;

L. Violate any applicable laws or regulations;

M. Take or copy information belonging to HexGn, or other members or their guests;

N. Create a false identity for the purpose of misleading others;

O. Bring additional team members onto the platform or share your access credentials with any other non-approved entity, company, or individual;

P. Use the Services or Platform to conduct or pursue illegal or offensive activities; and

Q.    You agree that when participating in or using the Services, you will be considerate and respectful of others;

6.     Payments.   By signing up for a membership, you agree to pay any remaining tuition or fees and dues associated with the Services you are purchasing on a timely basis.  HexGn reserves the right to charge late fees and/or withhold Services and deny access to the platform if payments are not received on time.  All tuition and fees are non-refundable.

  1.     Lawfulness. HexGn reserves the right at all times to disclose any information about you, your participation in and use of the Services as HexGn deems necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in HexGn’s sole discretion. It also reserves the right to share any and all information shared with it in conjunction with your fundraising

    8     Confidentiality

  2. You acknowledge and agree that during your participation in and use of the Services you may be exposed to Confidential Information. “Confidential Information” means all information, in whole or in part, that is disclosed by HexGn or its affiliates, or any member or user of the Services or any employee, affiliate, guest, invitee, or agent thereof, that is nonpublic, confidential or proprietary in nature.  “Confidential Information” also includes, without limitation, information about business, sales, operations, know-how, trade secrets, technology, products, employees, customers, marketing plans, financial information, services, business affairs, any knowledge gained through examination or observation of or access to the facilities, computer systems and/or books and records of HexGn or its affiliates, any analyses, compilations, studies or other documents prepared by HexGn or its affiliates, or otherwise derived in any manner from the Confidential Information and any information that you are obligated to keep confidential or know or have reason to know should be treated as confidential.

    B. Your participation in and/or use of the Services obligates you to;

  3.     maintain all Confidential Information in strict confidence;
    ii.     not to disclose Confidential Information to any third parties;
    iii.     not to use the Confidential Information in any way directly or indirectly detrimental to the owner of the Confidential Information.

    C. All Confidential Information remains the sole and exclusive property of HexGn or its affiliates or the respective disclosing party. You acknowledge and agree that nothing in these Terms or your participation in or use of the Services will be construed as granting any rights to you, by license or otherwise, in or to any Confidential Information or any patent, copyright or other intellectual property or proprietary rights of HexGn or its affiliates or any member or user of the Services, or any employee, affiliate, guest, invitee or agent thereof. All information disclosed however by the member to the accelerator or it’s affiliates may be used in the pursuit of investor due diligence or therein introductions to investors unless the member specifically request in writing that specified information not be shared.

    9.     Participation In or Use of Services.  You acknowledge that you are participating in or using the Services at your own free will and decision. You acknowledge that HexGn does not have any liability with respect to your access, participation in, or use of the Services, or any loss of information or property resulting from such participation or use.  HexGn is not responsible or liable for the provision of products or services by third parties used in connection with its Services.

    10.   Surveillance; Other Members.  You are advised that the platform and community is under surveillance 24 hours a day and HexGn will retain records, data and videos of access to the platform by members, guests and invitees. Also, HexGn does not control and is not responsible for the actions of other members or their team members or invitees.  If a dispute arises between members and members, advisors, mentors, or coaches, HexGn will have no responsibility or obligation to participate, mediate or indemnify any party.  HexGn reserves the right to terminate your membership immediately, without refund, if any membership dispute becomes disruptive.

    11.   Software Security; Technology Release. HexGn does not make any warranties or guarantees about security.  It is the member’s, guest’s and invitee’s responsibility to secure their own personal computer or device with intrusion detection/ prevention software (firewall) and anti-malware.  In order to utilize the Services provided by HexGn, it may be necessary to install or run software on your computer or other equipment. Also, from time to time, HexGn may troubleshoot problems a member may have accessing certain Services.  You agree that HexGn and its representatives are not responsible for any damage to any member’s computer or other equipment related to such technical support or downloading and installation of any software. HexGn and its affiliates do not assume any liability or warranty in the event that any manufacturer warranties are voided and we do not offer any verbal or written warranty, either express or implied, regarding the success of any technical support.

    12.   Disclaimers of Warranties.  To the extent permitted by applicable law, HexGn provides the Services “AS IS” and with all faults, and disclaims with respect to the Services all warranties and conditions, whether express, implied or statutory, including, but not limited to, any (if any) warranties, duties or conditions of or related to: merchantability, fitness for a particular purpose, lack of viruses, accuracy or completeness of responses, results, workmanlike effort and lack of negligence, and availability, operation, performance and/or use of Services.  Also, there is no warranty, duty or condition of title, quiet enjoyment, quiet possession, correspondence to description or non-infringement or any implied warranties arising from course of dealing, course of performance or usage in trade.

    13.   Exclusion of Incidental Consequential and Certain Other Damages.  To the extent permitted by applicable law, in no event will HexGn or its affiliates, and their past, present and future officers, agents, shareholders, members, representatives, employees, successors and assignees (“HexGn Parties”), jointly or individually be liable for any direct, special, incidental, exemplary, indirect, punitive, consequential or other damages whatsoever (including, but not limited to, damages for loss of profits, loss of confidential or other information, business interruption, personal injury, loss of privacy, failure to meet any duty (including of good faith or of reasonable care), negligence, and any other pecuniary or other loss whatsoever) arising out of or in any way related to the participation in or inability to participate in or use of the Services, the provision of or failure to provide Services, or otherwise under or in connection with any provision of these Terms, even in the event of the fault, tort (including negligence), strict liability, breach of contract or breach of warranty of HexGn, and even if HexGn has been advised of the possibility of such damages.

    14.   Limitation of Liability and Sole Remedy.  To the extent permitted by law, the aggregate monetary liability of the HexGn Parties to you or your employees, guests, agents or invitees for any reason and for all causes of action, whether in contract, tort, breach of statutory duty, or other legal or equitable theory will not exceed ten percent of amounts paid by you to HexGn under these Terms for the service from which the claim arose in the six (6) months prior to the claim arising.  This is your sole and exclusive remedy for all of the foregoing.

    15.   Termination.  HexGn reserves the right to terminate any Service at any time without notice.  HexGn further reserves the right to cancel your membership and your Membership Agreement and terminate your participation in and use of any Services, immediately and without notice, if you fail to comply with these Terms or the community standards of conduct.  On termination you will be required to vacate the platform immediately and remove any and all materials and property provided by HexGn from your computer, network, and servers. Any hardcover materials, books, or materials may be on an individual license basis for perpetuity, however they may not be reproduced, licensed, sold, or utilized in revenue generating activities.

    16.   Indemnification.  You release, and hereby agree to indemnify and hold harmless HexGn and HexGn’s affiliates, and their past, present and future officers, agents, shareholders, members, representatives, employees, advisors, successors and assignees, jointly and individually (collectively, “HexGn Indemnitees”), from and against all claims, liabilities, losses, damages, costs, expenses, judgments, fines and penalties (“Claims”) based upon or arising out of your actions, errors and omissions, willful misconduct and fraud in connection with the participation in or use of the Services, or breach of any of these Terms by you or your employees, guests or invitees. You further agree that HexGn will have sole control over the defense of any such Claims.  You will not agree to any settlement that requires a material act or admission by any HexGn Indemnitee, imposes any obligation upon any HexGn Indemnitee or does not contain a full and unconditional release of the HexGn Indemnitees, without HexGn’s written consent. None of the HexGn Indemnitees will be liable for any settlement made without its prior written consent.  In the event that you bring a claim or lawsuit in violation of these Terms, you shall be liable for any attorneys’ fees and costs incurred by HexGn Indemnitees in connection with the defense of such claim or lawsuit.

    17.   Not an Employee; Nature of These Terms.  You are not an employee of HexGn and your membership or use of any of the Services does not constitute an employer-employee relationship.  These Terms in no way will be construed as to grant you any title, interest, lease, easement, lien, possession or related rights in HexGn’s or its affiliates’ businesses, the Services, the Premises or anything contained in or on the Premises.  These Terms create no tenancy interest, leasehold estate, or other real property or possessory interest in the Premises whatsoever. Neither party shall misrepresent our relationship.

    18.   Unenforceable Provisions; No Waiver.  If any provision of these Terms or any other guidelines, terms or rules that may be posted or provided to you from time to time is determined to be invalid, illegal or unenforceable for any reason, the remaining provisions of these Terms or guidelines, terms or rules will be unaffected and will remain in full force and effect to the extent permitted by applicable law.  HexGn delay or failure to enforce any right, for any reason, does not waive our right to enforce it later.

    19.   Assignment.  Your rights and obligations under this Membership Agreement cannot be assigned or transferred to anyone else without HexGn’s prior written consent.  We may assign or transfer this Membership Agreement or any of our rights or obligations under this Membership Agreement without notice to you, except as may be required by applicable law.

    20.   Dispute; Governing Law; Arbitration.  If a dispute arises out of this agreement that cannot be resolved by mutual consent, the member and HexGn agree to attempt to mediate in good faith for up to 30 days after notice given. If the dispute is not resolved between the accelerator and member the two parties agree to resolve the dispute through mediation. These Terms and your Membership Agreement are  exclusively governed by and construed under the laws of New Delhi, India.