1. DISRUPTIVE is a limited liability company incorporated in the State of Delaware. DISRUPTIVE is a registered investment adviser registered with the United States Securities Exchange Commission. The use of DISRUPTIVE’s services, products, and platform is governed by the laws of the United States of America and the applicable laws of the State of California without regard to conflict of law principles and any legal action will be brought in the courts located in Los Angeles, California. However, in every case and to the full extent possible under applicable law, DISRUPTIVE and its users and investors elect to resolve disputes and claims through arbitration or in the courts rather than before a jury.
3. DISRUPTIVE reserves the right to choose who it will do business with and provide products and services to without limitation. DISRUPTIVE may choose, without prior notice or explanation, to refrain from doing business with or limit access to its products and services. Users and investors may not assign this or any other agreement or account without prior written consent from DISRUPTIVE and such unauthorized attempt to assign will be null and void.
5. DISRUPTIVE has no obligation to monitor or ability to control the information users publicly place on our platform. We do not endorse any opinion, recommendation, and information that expressed in this fashion. By accessing the platform, users waive any rights or remedies against DISRUPTIVE in relation to such data.
7. DISRUPTIVE conducts some of its business online. Users and investors consent to transact any and all business that DISRUPTIVE so chooses online and electronically including but not limited to receiving electronic and email notices and disclosures; making and receiving payments and other disbursements through bank transfers, ACH transfers and/or any other online or electronic form; receiving tax statements and documentation; and any other information DISRUPTIVE in its sole discretion so chooses to convey. Such consent remains in place for the duration of any and all interaction and relationship with DISRUPTIVE. Users and investors also consent to receive calls, messages, and/or text messages from DISRUPTIVE or its affiliates or any other agents calling on our behalf on any phone number that is provided or may be provided at any point. Any costs associated with such calls or messages are the sole responsibility of the user.
8. All telephone, electronic, or other communication between DISRUPTIVE and its users and investors is subject to monitoring, recording, review, and archiving. The careful dissemination of investor data is the investor’s responsibility – passwords and confidential data should be not shared by email. Any unauthorized access to the DISRUPTIVE platform or to personal information including account passwords must be immediately reported.
9. Users and investors by their use of the DISRUPTIVE platform validate that they will not use DISRUPTIVE as part of any scheme to violate federal, state, or other laws and regulations including those around financial transactions.
10. DISRUPTIVE retains full, irrevocable, royalty-free, worldwide, sub-licensable, and perpetual intellectual property rights around any user generated content uploaded, shared, transmitted, or otherwise disseminated on the DISRUPTIVE site or through other communications channels. DISRUPTIVE can store, use, reproduce, modify, and adapt such content and will retain full rights to any derivative works or compilations of such content. Users warrant by their actions that they have the necessary rights to grant such licenses to DISRUPTIVE. DISRUPTIVE can further delete such content at any time and for any reason.
11. DISRUPTIVE is the owner and/or authorized user of all text, images, data representations, animation, music, sounds, and any and all other materials on the platform. Users may not copy, reproduced, republish, disseminate, exploit, distribute, or otherwise incorporate any material found on the DISRUPTIVE platform or in the company’s communications. Said materials are protected by U.S. and international copyright and treaty provisions without limitation as copyrights, trademarks, service marks, logos, and other intellectual property.
12. No access to the platform is authorized or permitted by persons under 18 years of age. We do not knowingly solicit information from any child under the age of 18. If a parent or guardian becomes aware that his or her child has provided us with personally identifiable information without his or her consent, he or she should contact us at InvestorPortal@disruptive.tech. Should a child whom we know to be under 18 send personal information to us, we will delete it as soon as possible. By accessing the platform, users confirm that they are of legal age to form a binding contract and are not a person barred from receiving services under the laws of the United States or other applicable jurisdiction. DISRUPTIVE reserves the right to further assess the suitability of the platform and its products and services at its own discretion.
13. Fees and other information regarding DISRUPTIVE’s advisory services are set forth in the fund documents, including, but not limited to, the private placement memorandum, operating agreement, subscription documents and investment advisory agreement for each respective fund.
15. SEC rules require investment advisers to create and maintain a business continuity plan. In accordance with these rules, DISRUPTIVE has developed a plan that is intended to permit us to continue critical business operations during natural disasters, power outages or other significant events. While there can be no assurance that service will continue without interruption in all circumstances, the plan does address the actions that DISRUPTIVE will take in the event that there is a significant disruption. DISRUPTIVE’s offices are in Los Angeles, however all user and investor information and records are retained in secured storage in a cloud-based platform which is located in a geographically separate area from our offices. We intend for account access to be available through these records should our offices suffer a disruption. Under normal conditions, you can contact us by telephone or email at our offices. If, after a significant disruption, you cannot contact us by any of these standard methods, please check our platform at www.disruptive.tech to find alternate or temporary contact information and updated information on what we are doing to quickly recover and resume business. Our plan also provides for immediate contact of our third-party service providers deemed critical to ongoing operations, and therefore the service providers will be apprised on our current situation and immediate continuity plans. If you are unable to contact us by any of the above means, you should contact the appropriate service provider regarding your investments with us. Finally, our business continuity plan will be reviewed, updated and tested periodically.
17. DISRUPTIVE does not provide, offer or render tax or legal advice. Before making financial or investment decisions, we recommend that you contact a tax or legal professional.
18. DISRUPTIVE, its employees, officers, directors, representatives, agents, and any party involved in the creation, management, monitoring, and dissemination of products, services, or information on the platform cannot be held liable in any way for damages arising out of the use of the platform included but not limited to viruses, unauthorized access, errors, service interruption or delay, loss or damages from nonperformance by DISRUPTIVE or its products or services, inaccurate content, typographic or data errors, or theft. Content, information, products, and services are provided “as is” without warranties of any kind from DISRUPTIVE. DISRUPTIVE expressly disclaims all warranties of any kind either express or implied or statutory including but not limited to the availability, performance, security, reliability, accuracy, quality, usefulness, or completeness of information, content, products, and services provided on or through the DISRUPTIVE platform or in any other oral or written form. All products, services, information, and content are provided without express or implied warranty.
19. All information, content, and data on the Users and investors agree to indemnify and defend DISRUPTIVE, its employees, officers, directors, agents, and affiliates and to hold them harmless and release them from any and all claims, expenses, losses, damages, and liabilities including without limitation attorney fees arising out of or connected to use or access of DISRUPTIVE’s platform, products, or services.