TERMS OF USE
Last
Update Date: January 20, 2021
Please
read these Terms of Use ("Terms", "Terms of Use") carefully
before using Www.redmatter.capital operated by Red Matter Capital LLC.
Your
access to and use of the Service is conditioned on your acceptance of and
compliance with these Terms. These Terms apply to all visitors, users and
others who access or use the Service.
Red
Matter Capital LLC (“RedMatter,” “us,” “our” or “we”) is a technology platform
(“Platform” or “Site”) that allows potential investors to independently discover
and invest in securities offerings on the Site. By accessing the Site or using
our services, website, applications and software provided through or in
connection with the Site, including through a mobile device (the
"Service") in any manner, you are deemed to be a RedMatter user
(“User”). You acknowledge that Red Matter Capital LLC is a not a broker-dealer,
funding portal or investment advisor. REDMATTER DOES NOT PROVIDE INVESTMENT
ADVICE OR MAKE RECOMMENDATIONS.
BY ACCESSING OR USING THE SERVICE YOU AGREE TO BE
BOUND BY THESE TERMS. IF YOU DISAGREE WITH ANY PART OF THE TERMS THEN YOU MAY
NOT ACCESS THE SERVICE. BY CLICKING THE “I ACCEPT” BUTTONS
OR BY OTHERWISE ACCESSING THIS WEBSITE, YOU AGREE TO BE BOUND BY THE TERMS AND
CONDITIONS OF, AND DISCLOSURES IN, THIS TERMS OF USE AGREEMENT. IF YOU DO NOT
AGREE TO THESE TERMS OF USE, SELECT THE “DECLINE” BUTTON AND DO NOT ACCESS THIS
WEBSITE OR ANY PAGE THEREOF.
The
terms “you” and “user” refer to anyone who accesses the Website owned by Red
Matter Capital LLC (“Red Matter Capital” or “we”) reserves the right to
change these Terms of Use at any time without notice. Changes will be
posted on this Website under “Terms of Use”. Your use of this Website
after any change has been posted will constitute your agreement and
consent to the modified Terms of Use and all of the changes.
Change or
Termination: we reserve the right, at our sole discretion
and without prior notice, to modify or replace these Terms of Use, or change
the Site, stop providing the Site, applications or services, or create usage
limits for the Site, or change, improve or correct the information, materials
and descriptions on the Site at any time for any reason. We may permanently or
temporarily terminate or suspend your access to the Site without notice or
liability, for any reason or for no reason, including if in our sole
determination you violate any provision of these Terms of Use. You are solely
responsible for checking the Terms of Use periodically for changes.
No
Reliance: Red Matter Capital does not assume any liability or
guarantee for the timeliness, accuracy and completeness of the Content. Red
Matter Capital uses reasonable efforts to obtain information from sources
that it believes to be reliable; however, Red Matter Capital makes no
representation that the Content or any other information or opinion contained
on this Website is accurate, reliable or complete. The Content is
provided for informational purposes only, and is subject to change without
notice. Nothing contained on this Website constitutes investment, legal, tax or
other advice by Red Matter Capital, nor should anything on this
Website be relied upon in making an investment or other decision. You
should consider obtaining relevant and specific professional advice before
making any investment decision. Red Matter Capital makes no
representations as to the reliability or accuracy of the information, opinions
or suggestions provided to investors by third parties, including
agents/advisors, and assumes no liability with respect to the same.
External
Sites: This Website may contain links to third-party Websites
(“External Sites”). These links are provided solely as a convenience to
you and not as an endorsement by us of the content on such External Sites. The
content of such External Sites is developed and provided by others .
You should contact the site administrator or Webmaster for such External Sites
if you have any concerns regarding such links or any content located on such
External Sites. We are not responsible for the content of any linked External
Site and do not make any representation regarding the content or accuracy of
any material on such External Sites. You should take precautions when
downloading files from all websites to protect your computer from viruses and
other destructive programs. If you decide to access any External Sites, you do
so at your own risk.
No
Representations or Warranties: RedMatter assumes no liability or
responsibility for any errors or omissions in the content of the Site. RedMatter
does not endorse or represent the completeness, reliability or accuracy of any
content or information distributed through or accessed from the Site, and has
not performed any investigation into such information. RedMatter shall not be
liable for any investment decisions made based upon such information. You agree
that any reliance upon any content or information distributed through or
accessed from the Site is at your sole risk. RedMatter is entitled to rely upon
the information provided by its Users. You acknowledge and agree that RedMatter
does not provide any representation, warranty or assurance that offerings on
the Site are made in accordance with any securities law, including any
exemption for the sale of unregistered securities and the prohibition against
the general solicitation of unregistered securities. Each Issuer, and not the
Site, is responsible for ensuring that any securities offering is made in
accordance with the laws where they are legally registered. We make no
representation or warranty regarding the legality or compliance of any
offering.
Intellectual
Property: All content and images on the Site are either the property of,
or used with permission by RedMatter. The use of the content or images by you,
or anyone authorized by you, is prohibited unless specifically permitted by
these Terms of Use or provided elsewhere on the Site. By providing content on
the Site, you grant us a royalty-free, non-exclusive, worldwide license, under
your intellectual property rights, to copy, reformat, index, modify, display,
distribute and put to commercial and other uses the Site. No compensation will
be paid with respect to our use such content. RedMatte neither represents nor
warrants that your use of materials displayed on the Site will not infringe
rights of third parties not owned or affiliated with RedMatter.
The
trademarks, logo and slogans displayed on the Site, including the mark RedMatter
name and logo (collectively the "Trademarks") are owned by RedMatter
LLC and others. Nothing on this Site should be construed as granting any
license or right to use the Trademarks without written permission of RedMatter
or such third party owner of the Trademarks.
Use of this
Website : You agree that you shall not use the Content
or Website: (i) for any purpose that is contrary to, or is in violation of, any
applicable law or regulation; (ii) to exploit or harm any person or entity or
attempt to exploit or harm any person or entity; (iii) to transmit or cause the
transmission of any advertising or promotional material without our prior
written consent; or (iv) to engage in any other conduct that restricts or
inhibits anyone’s use or enjoyment of this Website or which, as determined by
us, may harm us or users of this Website or expose us or them to
liability. Except as otherwise expressly provided herein, you may not
modify, distribute, transmit, display, perform, reproduce, publish, license,
frame, create derivative works from, transfer, sell, copy or otherwise use in
any other way any Content obtained on this Website. If you copy or download any
Content, you agree not to obscure, delete or modify any notice or legend
contained therein.
Security
and Privacy: All information that may be submitted to
us via this Website is governed by our Privacy Policy, and you consent to all
actions we take with respect to your information consistent with our Privacy
Policy. Our Privacy Policy is incorporated into these Terms of Use by
reference.
We
may change or disable this Website and any service or material on this Website
at any time in our sole discretion and without any notice to you. We do not
guarantee that this Website will be available at any particular time or that it
will be error free, and we will not be liable if all or any part of this
Website is unavailable at any time or for any period.
You
are responsible for making all arrangements necessary for you to have access to
this Website and ensuring that all persons who access this Website through your
Internet connection are aware of these Terms of Use and comply with them.
If
we ask you to provide registration details in order to access this Website or
some of the resources on this Website, you agree to provide complete and
accurate information and to keep the information up-to-date. If you are
provided with an account for this Website, you acknowledge that your
account is personal to you and you agree not to provide any other person with
access to this Website or portions of it using your account. You agree to
notify us immediately of any unauthorized access to, or use of, your user name
or password or any other breach of security. We may disable any account at any
time in our sole discretion and for any reason, including if, in our opinion,
you have violated these Terms of Use.
Collection of your information
We may collect information about you in a variety of ways. The
information we may collect on the Site includes:
Personal Data
Personally identifiable information, such as your name, shipping
address, email address, and telephone number, and demographic information, such
as your age, gender, hometown, and interests, that you voluntarily give to us
[when you register with the Site [or our mobile application,] or] when you
choose to participate in various activities related to the Site [and our mobile
application], such as online chat and message boards.
Financial information, such as data related to your payment method
(e.g. valid credit card number, card brand, expiration date) that we may
collect when you purchase, order, return, exchange, or request information
about our services from the Site [or our mobile application]. We store only
very limited, if any, financial information that we collect.
Otherwise, all financial information is stored by our payment
processor .
User information from social networking sites, such as [Apple’s
Game Center, Facebook, Google+, Instagram, Pinterest, Twitter], including your
name, your social network username, location, gender, birth date, email
address, profile picture, and public data for contacts, if you connect your
account to such social networks. [If you are using our mobile application, this
information may also include the contact information of anyone you invite to
use and/or join our mobile application.]
Device information, such as your mobile device ID, model, and
manufacturer, and information about the location of your device, if you access
the Site from a mobile device.
Information from third parties, such as personal information or
network friends, if you connect your account to the third
party andgrant the Site permission to access this information.
Data From Contests,
Giveaways, and Surveys
Personal and other information you may provide when entering
contests or giveaways and/or responding to surveys.
Having accurate information about you permits us to provide you
with a smooth, efficient, and customized experience. Specifically, we may
use information collected about you via the Site [or our mobile
application] to create and manage your account, collect anonymized statistical
data and analysis, sending you email notifications, manage your orders, payments
and refunds, monitor and analyze usage and traffic trends to improve the user
experience, providing you with support, collecting feedback including a
customer survey and newsletter.\
Disclosure
of your information
We may share information we have collected about you in certain
situations. Your information may be disclosed as for the following purposes:
To Protect Rights
If necessary to respond to a legal process, to investigate or
remedy potential policy violations or to protect the rights and interests of
other users, property, and safety of others, we may share your information as
permitted by any applicable law, rule, or regulation.
Managing
Interactions Between Users
If you interact with other users of the Site [and our mobile
application], those users may see your name, profile photo, and descriptions of
your activity, including sending invitations to other users, chatting with
other users, liking posts, following blogs.
When you post comments, contributions or other content to the Site
[or our mobile applications], your posts may be viewed by all users and may be
publicly distributed outside the Site [and our mobile application] in
perpetuity.
If you connect to the Site [or our mobile application] through a
social network, your contacts on the social network will see your name, profile
photo, and descriptions of your activity.
We are not responsible for the actions of third parties with whom
you share personal or sensitive data, and we have no authority to manage or
control third-party solicitations. If you no longer wish to receive
correspondence, emails or other communications from third parties, you are
responsible for contacting the third party directly.
We may use cookies, web beacons, tracking pixels, and other tracking
technologies on the Site [and our mobile application] to help customize the
Site [and our mobile application] and improve your experience. For more
information on how we use cookies, please refer to our Cookie Policy posted on
the Site, which is incorporated into this Privacy Policy. By using
the Site, you agree to be bound by our Cookie Policy.
We use administrative, technical, and physical security measures to
help protect your personal information. While we have taken
reasonable steps to secure the personal information you provide to us, please
be aware that despite our efforts, no security measures are perfect or
impenetrable, and no method of data transmission can be
guaranteed against any interception or other type of misuse.Any
information disclosed online is vulnerable to interception and misuse by
unauthorized parties. Therefore, we cannot guarantee complete security if you
provide personal information.
If you no longer wish to receive correspondence, emails, or other
communications from us, you may opt-out by sending us an email notification
at info@Red Matter.Capital
User
Must Comply with Applicable Laws: This Website is based
in and operated from Montenegro. We make no claims concerning whether the
Content may be downloaded, viewed, or be appropriate for use in jurisdictions
outside of Montenegro. If you access this Website or the Content
from outside of Montenegro, you do so at your own risk. Whether inside or
outside of Montenegro, you are solely responsible for ensuring compliance with
the laws of your specific jurisdiction.
Investor: If
you wish to access this Website in order to invest in the security tokens of a
film or other creative issuer, you acknowledge that: (i) you are an investor in
the jurisdiction where you are resident and you warrant that your country of residency
does not impose any regulations that forbid you from purchasing securities
using Red Matter, and therefore assume any liability in that regard; (ii) Red
Matter Capital is not registered as a securities dealer or broker; (iii)
no securities regulatory authority or regulator has approved or expressed an
opinion about any security token mentioned on this Website; and (iv) Red
Matter Capital is not making any recommendation or providing any advice in
respect of any security token; and (v) you acknowledge that the information
concerning the Issuer and the Project was provided by the Issuer and that Red
Matter Capital LLC. has no responsibility or liability, at law or otherwise, in
connection with this information. Red Matter Capital LLC. has no association or
affiliation with the Issuer and is solely the provider of the Red Matter Capital
Platform.
Securities:
The securities offered on the Site are suitable only for potential investors
who are familiar with and willing to accept the high risks associated with
private investments, including the risk of complete loss of your investment.
Users
must read each Issuer’s offering materials and transaction documents for more
information and discuss any questions with each Issuer directly prior to
investing. No governmental agency has reviewed the offerings posted on
this Site and has passed upon either the adequacy of the disclosure contained
herein or the fairness of the terms of any offering.
Red
Matter Capital LLC is a Montenegro registered funding portal and receives
compensation calculated by reference to the purchase or sale of securities
through the Site for services provided. Red Matter Capital LLC is not a
registered broker-dealer, investment adviser or investment manager, and does
not offer investment advice or recommend or otherwise suggest that any investor
make an investment in a particular offering.
Issuer:
Each Issuer is responsible for ensuring that any information it posts on the
Site is complete, accurate and not otherwise misleading. Users of the Site
acknowledge that RedMatter is not obligated to and will not verify or investigate
the accuracy and completeness of the offering material and other information
posted on the Site. Users understand, acknowledge and agree that other parties
are relying on the statements made herein and that any willfully false
statement is sufficient cause for removal from the Site, rejection of eligible
investor status, along with other legal causes of action. You are strongly
encouraged to contact each Issuer directly to discuss any questions regarding
an offering or the business prospects of the Issuer.
For
all offerings, subscription funds are held by RedMatter as the escrow agent
pending partial or full completion of an offering. The use of escrow services
is subject to our terms of use and privacy policy. Investment overviews on the
Site contain summaries of the purpose and principal terms of the investment
opportunities. Such summaries are intended for informational purposes only and
do not purport to be complete, and each is qualified in its entirety by
reference to the more detailed discussions contained in the investor’s Offering
Circular relating to such investment opportunity. The information contained on
the Site and in the offering materials have been prepared by the respective
Issuer without reference to any particular User’s investment requirements or
financial situation, and potential investors are encouraged to consult with
professional tax, legal and financial advisors before making any investment. RedMatter
shall have the right but not the obligation to remove, cancel or reject the
posting of any securities offerings. Failure to remove, cancel or reject
securities offerings suspected of violating the securities laws does not
constitute an endorsement or approval of said securities offerings by RedMatter.
The information provided herein shall not be deemed legal advice. You are
strongly advised to consult with your own legal counsel.
Fees: If
you are an issuer and have listed your security tokens on RedMatter which are
sold to investors, you will pay a a commission in respect of such sale. If you are
an investor who owns security tokens and sell them to another investor,
RedMatter you will pay a trading commission fee.
General:
These Terms of Use shall be governed by the laws of Montenegro,
without regard to its conflict of laws provisions. You expressly
agree to submit to the exclusive personal jurisdiction of the courts of Montenegro.
If any provision of these Terms of Use is found to be invalid by any
court having competent jurisdiction, the invalidity of such provision shall not
affect the validity of the remaining provisions of these Terms of Use, which
shall remain in full force and effect. Failure of Red Matter Capital to
act on or enforce any provision of these Terms of Use shall not be
construed as a waiver of that provision or any other provision in these
Terms of Use. No waiver shall be effective against Red Matter Capital unless
made in writing, and no such waiver shall be construed as a waiver in
any other or subsequent instance. Except as expressly agreed by Red Matter
Capital and you, these Terms of Use constitute the entire agreement
between you and Red Matter Capital with respect to the subject
matter, and supersedes all previous or contemporaneous agreements, whether
written or oral, between the parties with respect to the subject matter. The
section headings are provided merely for convenience and shall not be
given any legal import. These Terms of Use will inure to the benefit of our
successors, assigns, licensees, and sublicensees. Any information submitted or
provided by you to this Website might be publicly accessible. Important
and private information should be protected by you. Red Matter Capital is
not liable for protection of privacy of electronic mail or other information
transferred through the Internet or any other network that you may use.
BY
USING THIS WEBSITE, YOU SIGNIFY YOUR ACCEPTANCE OF THESE TERMS OF USE AND
OF RED MATTER CAPITALPROCESSING
YOUR PERSONAL INFORMATION IN ACCORDANCE WITH THE PRIVACY POLICY INCORPORATED BY
REFERENCE INTO THESE TERMS OF USE. IF YOU DO NOT AGREE TO THESE TERMS OF USE,
YOU SHOULD NOT USE THIS WEBSITE OR THE CONTENT. YOUR CONTINUED USE OF THIS
WEBSITE OR THE CONTENT FOLLOWING THE POSTING OF CHANGES TO THESE TERMS OF USE
MEANS THAT YOU ACCEPT AND AGREE TO THE CHANGES.