Terms of Service

Acceptance of Terms

Welcome to Dorrance Venture ("Company," "we," "us," or "our"). These Terms of Service ("Terms") constitute a legally binding agreement between you and Dorrance Venture governing your access to and use of our website, services, and investment offerings. By accessing or using our website or services, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy.

If you do not agree to these Terms, you must not access or use our website or services. We reserve the right to modify these Terms at any time, and your continued use of our services following any changes constitutes acceptance of the modified Terms.

Eligibility and Accredited Investor Status

Our investment services are available only to individuals and entities that meet specific eligibility requirements. By using our services, you represent and warrant that you are at least 18 years of age and have the legal capacity to enter into binding contracts.

Certain investment opportunities offered through Dorrance Venture are available only to "accredited investors" as defined under Regulation D of the Securities Act of 1933 and applicable securities laws. You agree to provide accurate information regarding your accredited investor status and acknowledge that we may require documentation to verify your eligibility.

You further represent that you are not a resident of any jurisdiction where the offer, sale, or solicitation of investment opportunities would be unlawful under applicable securities laws, and that you will comply with all applicable laws in connection with your use of our services.

Investment Services and Disclaimers

Dorrance Venture provides investment advisory services and may facilitate access to private investment opportunities. All investment decisions are made at your sole discretion and risk. We do not guarantee any specific investment outcomes, returns, or performance results.

The content on this website, including articles, market commentary, research reports, and other materials, is provided for informational and educational purposes only and does not constitute investment advice, a recommendation, or an offer or solicitation to buy or sell any securities or investment products. You should not construe any information on this website as legal, tax, investment, financial, or other professional advice.

Before making any investment decision, you should consult with qualified legal, tax, and financial advisors to evaluate whether any investment opportunity is suitable for your individual circumstances, financial situation, investment objectives, and risk tolerance. We strongly encourage you to conduct your own due diligence and investigation before committing capital to any investment.

Investment Risks

All investments involve risk, including the potential loss of principal. Past performance is not indicative of future results. Investment opportunities facilitated by Dorrance Venture may involve a high degree of risk and may not be suitable for all investors.

Risks associated with private investments may include, but are not limited to: lack of liquidity, limited or no ability to transfer or sell your investment, complete loss of invested capital, lack of diversification, limited operating history, uncertain valuations, conflicts of interest, reliance on management, and regulatory and legal risks.

You acknowledge that you have been informed of these risks and that you are capable of evaluating the merits and risks of any investment opportunity presented through our services. You agree to carefully review all offering materials, subscription documents, and risk disclosures before making any investment decision.

Account Registration and Security

To access certain features of our services, you may be required to register for an account. You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate and current.

You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to immediately notify us of any unauthorized access to or use of your account. We are not liable for any loss or damage arising from your failure to comply with these security obligations.

We reserve the right to suspend or terminate your account at any time, with or without notice, for any reason, including if we reasonably believe you have violated these Terms or engaged in fraudulent, illegal, or inappropriate conduct.

Fees and Expenses

Dorrance Venture may charge management fees, advisory fees, performance-based fees, and other fees in connection with our investment services. All applicable fees will be disclosed in the relevant investment advisory agreement, offering documents, or subscription materials.

You acknowledge that investments may be subject to additional expenses, including but not limited to fund-level expenses, administrative costs, legal fees, auditing fees, and other operational expenses. These expenses will be described in the relevant offering materials.

All fees are non-refundable unless otherwise specified in your investment advisory agreement or offering documents. You are responsible for all applicable taxes associated with your investments and our services.

Use of Website

You may use our website solely for lawful purposes and in accordance with these Terms. You agree not to use our website in any way that violates any applicable federal, state, local, or international law or regulation.

You may not access or use our website to transmit any viruses, malware, or other malicious code, to interfere with or disrupt the operation of our website or servers, to gain unauthorized access to our systems, or to collect information about other users without their consent.

We reserve the right to monitor your use of our website and to take appropriate action if we determine that you are using our website in violation of these Terms or applicable law.

Prohibited Conduct

You agree not to engage in any of the following prohibited activities:

Using our services for any fraudulent, illegal, or unauthorized purpose; impersonating any person or entity or falsely stating or misrepresenting your affiliation with any person or entity; attempting to circumvent any security features of our website or systems; interfering with or disrupting the integrity or performance of our website or services; copying, modifying, distributing, or creating derivative works based on our website content without our express written permission; using automated systems or software to extract data from our website without our consent; harassing, threatening, or defaming us or other users; or engaging in any activity that could damage our reputation or business interests.

Intellectual Property Rights

All content on this website, including but not limited to text, graphics, logos, images, videos, software, and other materials ("Content"), is the property of Dorrance Venture or its licensors and is protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property laws.

The Dorrance Venture name, logo, and all related names, logos, product and service names, designs, and slogans are trademarks of Dorrance Venture or its affiliates. You may not use such marks without our prior written permission.

You are granted a limited, non-exclusive, non-transferable, revocable license to access and use our website and Content solely for your personal, non-commercial use. This license does not permit you to download, copy, reproduce, distribute, modify, or create derivative works from any Content without our express written consent.

Third-Party Links and Services

Our website may contain links to third-party websites, applications, or services that are not owned or controlled by Dorrance Venture. We are not responsible for the content, privacy policies, or practices of any third-party websites or services.

Your use of third-party websites and services is at your own risk, and you should review the terms and conditions and privacy policies of any third-party websites or services that you access. We do not endorse or make any representations about third-party websites or services.

Confidentiality

In connection with your use of our services, you may receive access to confidential and proprietary information regarding Dorrance Venture, our investment strategies, portfolio companies, and other sensitive business information ("Confidential Information").

You agree to maintain the confidentiality of all Confidential Information and not to disclose such information to any third party without our prior written consent. You may use Confidential Information solely for the purpose of evaluating and participating in investment opportunities offered by Dorrance Venture.

Your confidentiality obligations shall survive the termination of these Terms and shall continue for a period of five years from the date of disclosure of the Confidential Information.

Disclaimer of Warranties

OUR WEBSITE AND SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, DORRANCE VENTURE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

We do not warrant that our website will be uninterrupted, secure, or error-free, that defects will be corrected, or that our website or servers are free of viruses or other harmful components. We do not warrant or make any representations regarding the accuracy, reliability, or completeness of any content on our website.

No advice or information obtained by you from Dorrance Venture or through our website shall create any warranty not expressly stated in these Terms.

Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL DORRANCE VENTURE, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE OUR WEBSITE OR SERVICES.

IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION EXCEED THE AMOUNT YOU HAVE PAID TO DORRANCE VENTURE IN FEES DURING THE TWELVE MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY, OR ONE HUNDRED DOLLARS ($100), WHICHEVER IS GREATER.

Some jurisdictions do not allow the exclusion or limitation of certain damages, so some of the above limitations may not apply to you. In such jurisdictions, our liability will be limited to the greatest extent permitted by law.

Indemnification

You agree to defend, indemnify, and hold harmless Dorrance Venture, its affiliates, and their respective officers, directors, employees, agents, and representatives from and against any claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising from or relating to your use of our website or services, your violation of these Terms, your violation of any rights of another person or entity, or your violation of any applicable law.

We reserve the right to assume the exclusive defense and control of any matter subject to indemnification by you, and you agree to cooperate with our defense of such claims. You will not settle any claim without our prior written consent.

Termination

We may terminate or suspend your access to our website and services immediately, without prior notice or liability, for any reason, including if you breach these Terms or engage in conduct that we determine to be inappropriate or harmful to our business or other users.

Upon termination, your right to use our website and services will immediately cease. All provisions of these Terms that by their nature should survive termination shall survive, including but not limited to ownership provisions, warranty disclaimers, indemnification obligations, and limitations of liability.

Termination of your access to our website does not terminate any investment advisory agreements or other contractual relationships you may have with Dorrance Venture, which shall continue to be governed by their respective terms.

Dispute Resolution and Arbitration

Any dispute, claim, or controversy arising out of or relating to these Terms or your use of our services shall be resolved through binding arbitration administered by the American Arbitration Association ("AAA") in accordance with its Commercial Arbitration Rules.

The arbitration shall be conducted by a single arbitrator in San Francisco, California, or another location mutually agreed upon by the parties. The arbitrator's decision shall be final and binding, and judgment may be entered upon it in any court of competent jurisdiction.

YOU AGREE THAT ANY ARBITRATION SHALL BE CONDUCTED ON AN INDIVIDUAL BASIS AND NOT AS A CLASS ACTION, AND YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.

Notwithstanding the above, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of intellectual property rights.

Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law principles. Any legal action or proceeding arising out of or relating to these Terms that is not subject to arbitration shall be brought exclusively in the federal or state courts located in San Francisco, California.

You consent to the personal jurisdiction of such courts and waive any objection to venue in such courts based on inconvenient forum or otherwise.

Regulatory Compliance

Dorrance Venture is committed to complying with all applicable securities laws and regulations. Our investment advisory services may be subject to registration requirements under the Investment Advisers Act of 1940 and applicable state securities laws.

Certain investment opportunities may be offered pursuant to exemptions from registration under the Securities Act of 1933 and applicable state securities laws. Such offerings are subject to restrictions on transferability and resale and may not be transferred or resold except as permitted under applicable securities laws.

You acknowledge that you are responsible for complying with all applicable laws and regulations in connection with your investment activities, including securities laws, tax laws, and anti-money laundering regulations.

Changes to Terms

We reserve the right to modify or update these Terms at any time at our sole discretion. We will notify you of any material changes by posting the updated Terms on our website and updating the "Last Updated" date at the top of this page.

Your continued use of our website or services following the posting of revised Terms constitutes your acceptance of such changes. If you do not agree to the modified Terms, you must discontinue your use of our website and services.

We encourage you to review these Terms periodically to stay informed of any updates or changes.

Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make it valid and enforceable, or if such modification is not possible, such provision shall be severed from these Terms. The remaining provisions shall continue in full force and effect.

Entire Agreement

These Terms, together with our Privacy Policy and any other agreements or documents incorporated by reference, constitute the entire agreement between you and Dorrance Venture regarding your use of our website and services and supersede all prior agreements and understandings, whether written or oral.

No waiver of any provision of these Terms shall be deemed a further or continuing waiver of such provision or any other provision, and our failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

Contact

For questions about these Terms of Service, please contact us at legal@dorranceventure.com.