Curavest Partners LP Terms and Conditions

LAST MODIFIED: July 25, 2023

Acceptance of the Terms and Conditions

These Terms and Conditions are entered into by and between you and Curavest Partners LP (“Curavest,” “we,” or “us”). The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, “Terms and Conditions”), govern your access to and use of curavest.com, including any content, functionality, and services offered on or made available from or through curavest.com (the “Site”). Please read the Terms and Conditions carefully before you start to use the Site.

If the user engages with the Site under authority from a different party or on another party’s behalf, then “you” (and its variants, including “your”) as used herein refers to that person on whose behalf the Site is used (e.g., an employer). If the person engaging with our Site is an individual, acting in their own individual capacity, then “you” refers to that individual. If you have anyone using the Site on your behalf, you agree that you are responsible for the actions and inactions of all such persons, as they were your own.

THE SECTIONS BELOW TITLED “BINDING ARBITRATION” AND “CLASS ACTION WAIVER” CONTAIN A BINDING ARBITRATION AGREEMENT AND CLASS ACTION WAIVER. THEY AFFECT YOUR LEGAL RIGHTS. 

Curavest operates a marketplace that allows accredited investors to access and invest in private real estate funds. 

Curavest will utilize third-party services for fund administration, and uses an investor portal that allows you to sign up for and track your investments with us. Fund administration and the investor portal are provided by our third party service provider, InvestNext Inc. (“InvestNext”), which is unaffiliated with Curavest. InvestNext has its own policies, including but not limited to a InvestNext Privacy Policy, InvestNext Cookies Policy, InvestNext Terms and Conditions and InvestNext Google API Disclosure. By accessing the InvestNext portal available from the Site you agree that you have read, understand, and agree to these policies and all of the terms and conditions for both use of the Site (as set forth herein), and those applicable to use of the InvestNext products.

By accessing the Site and InvestNext, establishing a login, completing a profile, establishing an account, or using any services, you agree that you have read, understand, and accept all of the terms and conditions contained in these Terms and Conditions, and those of InvestNext, including our Privacy Policy. If you do not agree to these policies, you must not access or use the Site. Your compliance with these Terms and Conditions is a condition to your access to and use of the Site. If you violate any of these Terms and Conditions or otherwise violate an agreement between you and us, Curavest may terminate your membership, and/or prohibit you from using the Site at any time in its sole and absolute discretion, with or without notice, even if you continue to be an investor in our funds.

By using this Site, you represent and warrant that you are of legal age to form a binding contract with Curavest and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Site.

Important Notices

By your acceptance of these Terms and Conditions, you acknowledge receipt of these notices and disclosures:

  • Risks of Investing. You acknowledge and agree that your access to and use of the Site are subject to risks, including but not limited to the risks described elsewhere on the Site and documents related to specific investments. The occurrence of any of these or other risks could result in significant losses and damages to you.
  • Privacy Policy. Curavest respects your privacy and is committed to protecting it. All information we collect on this Site is subject to our Privacy Policy. By using the Site, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy. Notwithstanding and in addition to the foregoing, if you are a fund manager or provide services or goods to Curavest, you acknowledge and agree that we may use and provide your business identifiable information and other nonpublic, confidential information to third parties as part of our onboarding to perform due diligence on you as required by us in our reasonable discretion. 
  • E-Sign and Electronic Delivery Consent. Curavest provides most of its services electronically. You consent to the use of electronic signatures and delivery of records in electronic format during our relationship with you. The Federal Electronic Signatures in Global and National Commerce Act (“ESIGN”) and similar state laws, particularly the Uniform Electronic Transactions Act (“UETA”), authorize the creation of legally binding and enforceable agreements utilizing electronic records and signatures. Your use of electronic signatures to sign documents legally binds you in the same manner as if you had manually signed such documents. If you sign electronically, you represent that you can access and retain a record of such documents. By agreeing to electronic delivery of documents, you are giving your informed consent to electronic delivery of all Account Documents. “Account Documents” include notices, disclosures, current and future statements, regulatory and investor communications (such as prospectuses and privacy notices), confirmations, tax-related documents, and any other information, documents, data, and records regarding your account, the Terms and Conditions, amendments and the agreements and disclosures governing the services delivered or provided to you by Curavest, issuers, sponsors, and any other parties.
  • Electronic Delivery. You acknowledge that Curavest’s primary methods of communication with you include (A) posting information on the Site, (B) providing information via InvestNext, and (C) sending email(s) to your email address of record. Unless otherwise required by law, Curavest reserves the right to post Account Documents on the Site and InvestNext without providing notice to you. Further, Curavest reserves the right to send Account Documents to your postal or email address of record, or via the Site or InvestNext. You agree that all Account Documents provided to you in any of the foregoing manners are considered delivered to you personally when sent or posted by Curavest, whether you receive it or not. You agree to maintain the email address that you have provided Curavest until you provide Curavest with a new one. You understand that email messages may fail to transmit promptly or properly, including being delivered to SPAM folders. You further understand that it is your sole responsibility to ensure that any emails from Curavest or InvestNext are not marked as SPAM. You agree to promptly and carefully review all Account Documents when they are delivered and notify Curavest in writing within five days of delivery if you object to the information provided (or other such time specified therein). If you fail to object in writing within such time, Curavest is entitled to treat such information as accurate and conclusive. You will contact Curavest to report any problems with accessing the Account Documents. You may revoke or restrict your consent to electronic signature and/or electronic delivery of Account Documents at any time by notifying Curavest in writing of your intention to do so. However, you understand that if you revoke or restrict your consent to electronic signature and/or electronic delivery of Account Documents, Curavest has the right to restrict and/or close your account, and terminate your access to Curavest’s Site and/or services.
  • Security. You acknowledge that the internet is not a secure method of communication, and agree that you will not send any confidential information, including account numbers or passwords, in any unencrypted communications. You also understand that communications transmitted over the internet may be accessed by unauthorized or unintended third parties and agree to hold Curavest, its affiliates, and our respective officers and employees harmless from and against any claims or damages arising from such access, regardless of the cause. 

Becoming an Investor; Accreditation

If you are an accredited investor, you are eligible to register. Initially, investors will also be limited to U.S. persons. Please consult the following link to determine if you qualify as an accredited investor: Do I Qualify as an Accredited Investor?

Throughout the registration process investors will provide their personal and financial information. When registering you must: (a) provide true, accurate, current and complete information about yourself as requested by our registration forms; and (b) maintain and promptly update such data to keep it true, accurate, current and complete in our records at all times. Further, your status as an accredited investor must be verified. In addition to filling out an accredited investor questionnaire or similar document required by us, you agree that we may collect additional information in order to meet our responsibility to verify your accredited investor status. You agree that we have wide latitude to undertake whatever process we deem appropriate in order to verify your accredited investor status, including utilizing third-party vendors.

Identity Verification and Anti-Money Laundering Inquiries

You agree to provide us with the information we request for the purposes of identity verification and the detection of money laundering, terrorist financing, fraud, or any other financial crime and permit us to keep a record of such information. The information we request may include certain personal information, including, but not limited to, your name, address, telephone number, email address, date of birth, taxpayer identification number, government identification number and scans of government-issued identity documents. For our compliance with regulatory requirements, you agree that we may keep this information for the lifetime of your account plus 6 years beyond its termination.

You also authorize us to make such inquiries through third parties, and to take any action we deem necessary based on the results of such inquiries. When we carry out these inquiries, you acknowledge and agree that your personal information may be disclosed to identity verification, compliance data recordation, credit reference, fraud prevention, or financial crime agencies and that these agencies may respond to our inquiries in full.

If there is any reasonable doubt that any information provided by you is wrong, untruthful, outdated or incomplete, we shall have the right to send you a notice to request corrections, remove relevant information directly and, as the case may be, terminate all or part of the services provided to you.

Securities Products 

Investment opportunities offered and/or purchased on the Site generally are “Securities” under federal law. Unless otherwise provided in the governing documents of each Securities offering, the Securities have not been registered under the Securities Act, in reliance, among other exemptions, on the exemptive provisions of Regulation D under the Securities Act. No governmental agency has reviewed the Securities and no state or federal agency has passed upon either the adequacy of the disclosure contained herein or the fairness of the terms of any offering. The Securities are only suitable for 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. Securities sold through private placements are not publicly traded and, therefore, are illiquid unless registered with the SEC. Additionally, the Securities may be subject to restrictions on resale or transfer including holding period requirements. Investing in private placements requires high risk tolerance, low liquidity need, and long-term commitments. You must be able to afford to lose your entire investment. Investment products are not FDIC insured, may lose value, and there is no bank guarantee.

Content provided on the Site has been prepared without reference to any particular investment requirements or the financial situation of any person or entity. YOU ALONE ARE RESPONSIBLE FOR SEEKING THE ADVICE OF A QUALIFIED THIRD-PARTY PROFESSIONAL BEFORE MAKING DECISIONS REGARDING YOUR BUSINESS AND/OR INVESTMENTS.

The information on the Site is not an offering of any investment product. Any offering will be made pursuant to definitive offering documentation which will be separately provided only to eligible investors. We strongly advise you to consult a legal, tax and financial professional before investing, and carefully review all the specific risk disclosures provided as part of any such definitive offering documentation and ask the issuer any questions you may have or request additional information.

No Recommendations 

The Site is not intended to provide financial or investment advice. Curavest does not provide financial, investment, legal or tax advice and/or any other advice of any kind (except for the investment advice provided by Curavest to the Curavest sponsored funds). Your use of the Site and any decisions you make to invest money are at your sole risk. Investments in private securities are speculative and involve a high degree of risk and any persons that cannot afford to lose its or their entire investment should not invest. Additionally, if you choose to invest you will receive illiquid and/or restricted securities that will be subject to holding period requirements and/or liquidity concerns.

Binding Arbitration

At Curavest’s sole discretion, it may require you to submit any disputes arising under these Terms and Conditions, or in connection with your use of the Site, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association applying New York law.

ANY DISPUTE, CONTROVERSY OR CLAIM ARISING OUT OF, RELATING TO OR IN CONNECTION WITH THESE TERMS, OUR SITE OR INVESTNEXT (OR ANY PORTION OR ALL OF THE FOREGOING), INCLUDING THE BREACH, TERMINATION OR VALIDITY OF THESE TERMS AND CONDITIONS, SHALL BE FINALLY RESOLVED BY ARBITRATION. THE TRIBUNAL SHALL HAVE THE POWER TO RULE ON ANY CHALLENGE TO ITS OWN JURISDICTION OR TO THE VALIDITY OR ENFORCEABILITY OF ANY PORTION OF THE AGREEMENT TO ARBITRATE. 

Class Action Waiver

THE PARTIES AGREE TO ARBITRATE SOLELY ON AN INDIVIDUAL BASIS, AND THAT THIS AGREEMENT DOES NOT PERMIT CLASS ARBITRATION OR ANY CLAIMS BROUGHT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ARBITRATION PROCEEDING. THE ARBITRAL TRIBUNAL MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING.

Limitation on Time to File Claims  

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS AND CONDITIONS OR THE SITE OR INVESTNEXT PORTAL MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

Changes to the Terms and Conditions

We may revise and update these Terms and Conditions from time to time in our sole discretion. All changes are effective immediately when we post them and apply to all access to and use of the Site thereafter. Your continued use of the Site following the posting of revised Terms and Conditions means that you accept and agree to the changes. You are expected to check this page, so you are aware of any changes, as they are binding on you.

Changes to the Site

Curavest reserves the right to modify or discontinue the Site and/or certain features (including changing the investor portal) at any time, temporarily or permanently, without notice to you. Curavest will have no liability for any change to the Site or any suspension or termination of your access to or use of the Site.

Curavest modifies the content on the Site from time to time, but makes no representation that the content is always complete or up to date.

Third-Party Information

The Site contents include information provided by third parties. Most of the information on the securities is provided by third-party investment sponsors. While Curavest endeavors to provide reasonably and materially correct information, Curavest cannot verify or guarantee the accuracy or completeness of all information provided by third parties. Curavest makes no representation, warranty, or assurance that any information provided by third parties is accurate or complete and has no responsibility or liability for that information. Curavest disclaims all liability and responsibility arising from any reliance placed on such materials by anyone who may be informed of the content. All statements and/or opinions expressed in third-party content are solely the opinions and the responsibility of the person or entity providing the third-party content.

Accessing the Site and Account Security

We reserve the right to withdraw or amend this Site, and any service or material we provide on the Site, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Site is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Site, or the entire Site, to users, including registered users. You are responsible for making all arrangements necessary for you to have access to the Site; and ensuring that all persons who access the Site through your internet connection are aware of these Terms and Conditions and comply with them.

To access the Site or some of the resources it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of the Site that all the information you provide on the Site is correct, current, and complete. You agree that all information you provide to register with this Site or otherwise, including, but not limited to, through the use of any interactive features on the Site, is governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.

If you choose, or are provided with, a username, password, or any other piece of information as part of InvestNext’s security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to this Site or portions of it using your username, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.

We have the right to disable any username, password, or other identifier, whether chosen by you or provided by us, at any time if, in our opinion, you have violated any provision of these Terms and Conditions.

Intellectual Property Rights

The Site and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by Curavest, its licensors, or other providers of such material and may be protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

These Terms and Conditions permit you to use the Site for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Site, except as follows:

  • Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
  • You may store files that are automatically cached by your Web browser for display enhancement purposes.
  • You may print one copy of a reasonable number of pages of the Site for your own personal, non-commercial use and not for further reproduction, publication, or distribution.
  • If we provide desktop, mobile, or other documents for download, you may download a single copy to your computer or mobile device solely for your own personal, non-commercial use.

You must not:

  • Modify copies of any materials from this Site.
  • Use any illustrations, photographs, video or audio sequences, or any graphics separately from the accompanying text.
  • Delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from this site.

You must not access or use for any commercial purposes any part of the Site or any services or materials available through the Site. If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Site in breach of the Terms and Conditions, your right to use the Site will stop immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the Site or any content on the Site is transferred to you, and all rights not expressly granted are reserved by Curavest. Any use of the Site not expressly permitted by these Terms and Conditions is a breach of these Terms and Conditions and may violate copyright, trademark, and other laws.

Trademarks

Curavest’s name, Curavest logo, and all related names, logos, product and service names, designs, and slogans are trademarks of Curavest or its affiliates or licensors. You must not use such marks without the prior written permission of Curavest. All other names, logos, product and service names, designs, and slogans on this Site are the trademarks of their respective owners.

Confidentiality and Confidential Information

The Site may contain Confidential Information (defined below) of Curavest and third parties. We do not allow disclosure of this information to anyone, and we do not permit you to use such information for any purpose other than investing in our offerings. You agree to not disclose any Confidential Information, and you shall not use such Confidential Information except as specifically permitted by these Terms and Conditions. You agree to use at least a reasonable standard of care and diligence in safeguarding the Confidential Information.

“Confidential Information” is information that (a) is non-public; or (b) is designated as “confidential” by Curavest; or (c) is available only to Curavest’s investors, or (d) a reasonable investor should understand is confidential.

Confidential Information includes non-public information that Curavest or its partners or affiliates furnish or otherwise make available to investors with respect to investments offered on the Site, including offering documents, track records of investment performance, case studies, presentation materials, research reports, forecasts, memos, studies and any other written or electronic materials prepared by Curavest or its partners or affiliates. Further, Confidential Information includes all information relating to third-party fund managers and third-party funds. Exceptions:  Your obligations in connection with Confidential Information under these Terms and Conditions does not apply to Confidential Information which you can demonstrate: (i) was discovered or developed by you independently without reliance on the Confidential Information; or (ii) is required to be disclosed by law, provided that you promptly notify us so that we may have an opportunity to obtain relief in connection with such disclosure.

Non-Circumvent

You agree not to contact, either directly or indirectly, any real estate company associated with an investment listed on the Site, or any officers, directors, shareholders, consultants, attorneys, employees, agents or other affiliates of said parties, unless such contact is made on the Site using the features of the Site, or if the contact is unrelated to any investment listed on the Site. You further agree not to undertake any transaction or a series of transactions of any kind with any real estate company associated with an investment listed on the Site.

Prohibited Uses

You may use the Site only for lawful purposes and in accordance with these Terms and Conditions. You agree not to use the Site:

  • In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).
  • For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise.
  • To send, knowingly receive, upload, download, use, or re-use any material that does not comply with the Intellectual Property Rights set out in these Terms and Conditions.
  • To transmit, or procure the sending of, any advertising or promotional material, including any “junk mail,” “chain letter,” “spam,” or any other similar solicitation.
  • To impersonate or attempt to impersonate Curavest, a Curavest employee, another user, or any other person or entity (including, without limitation, by using email addresses or screen names associated with any of the foregoing).
  • To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Site, or which, as determined by us, may harm Curavest or users of the Site, or expose them to liability.

Additionally, you agree not to:

  • Use the Site in any manner that could disable, overburden, damage, or impair the site or interfere with any other party’s use of the Site, including their ability to engage in real time activities through the Site.
  • Use the Site in any manner that could disable, overburden, damage, or impair the site or interfere with any other party’s use of the Site, including their ability to engage in real time activities through the Site.
  • Use any manual process to monitor or copy any of the material on the Site, or for any other purpose not expressly authorized in these Terms and Conditions, without our prior written consent.
  • Use any device, software, or routine that interferes with the proper working of the Site.
  • Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
  • Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Site, the server on which the Site is stored, or any server, computer, or database connected to the Site.
  • Attack the Site via a denial-of-service attack or a distributed denial-of-service attack.
  • Otherwise attempt to interfere with the proper working of the Site.

Monitoring and Enforcement; Termination

We have the right to:

  • Disclose your identity or other information about you to any third-party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy.
  • Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Site.
  • Terminate or suspend your access to all or part of the Site for any or no reason, including without limitation, any violation of these Terms and Conditions.

Without limiting the foregoing, we have the right to cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Site. YOU WAIVE AND HOLD HARMLESS CURAVEST AND ITS AFFILIATES, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY CURAVEST/ANY OF THE FOREGOING PARTIES DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER CURAVEST/SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.

Links from the Site

If the Site contains links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party Sites linked to this Site, you do so entirely at your own risk and subject to the terms and conditions of use for such Sites.

Geographic Restrictions

The owner of the Site is based in the State of New York in the United States. We provide this Site for use only by persons located in the United States. We make no claims that the Site or any of its content is accessible or appropriate outside of the United States. Access to the Site may not be legal by certain persons or in certain countries. If you access the Site from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.

Disclaimer of Warranties

You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Site will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE SITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY SITE LINKED TO IT.

YOUR USE OF THE SITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE IS AT YOUR OWN RISK. THE SITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER CURAVEST NOR ANY PERSON ASSOCIATED WITH CURAVEST MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE SITE. WITHOUT LIMITING THE FOREGOING, NEITHER CURAVEST NOR ANYONE ASSOCIATED WITH CURAVEST REPRESENTS OR WARRANTS THAT THE SITE, ITS CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE SITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

TO THE FULLEST EXTENT PROVIDED BY LAW, CURAVEST HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Limitation on Liability

YOU UNDERSTAND AND AGREE THAT, TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT SHALL ANY CURAVEST PARTY BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY PUNITIVE, EXEMPLARY, CONSEQUENTIAL, INCIDENTAL, INDIRECT OR SPECIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, ANY PERSONAL INJURY, LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHER DATA ON YOUR COMPUTER OR OTHERWISE) ARISING FROM OR IN CONNECTION WITH YOUR USE OF THE SERVICES, WHETHER UNDER A THEORY OF BREACH OF CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, MALPRACTICE, ANY OTHER LEGAL OR EQUITABLE THEORY OR OTHERWISE, EVEN IF CURAVEST HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE FULLEST EXTENT PROVIDED BY LAW, THE CURAVEST PARTIES WILL NOT BE LIABLE FOR DIRECT DAMAGES IN EXCESS OF AN AMOUNT EQUAL TO $100, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

THE SERVICES MAY CONTAIN TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS OR OMISSIONS. UNLESS REQUIRED BY APPLICABLE LAWS, WE ARE NOT RESPONSIBLE FOR ANY SUCH TYPOGRAPHICAL OR TECHNICAL ERRORS LISTED ON THE SERVICES. WE RESERVE THE RIGHT TO MAKE CHANGES, CORRECTIONS, AND/OR IMPROVEMENTS TO THE SERVICES AT ANY TIME WITHOUT NOTICE.

CURAVEST ASSUMES NO RESPONSIBILITY FOR THE TIMELINESS, DELETION, MIS-DELIVERY OR FAILURE TO STORE ANY CONTENT (INCLUDING, BUT NOT LIMITED TO, YOUR CONTENT AND USER CONTENT), USER COMMUNICATIONS OR PERSONALIZATION SETTINGS.

CERTAIN JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.

THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN CURAVEST AND YOU.

Indemnification

You agree to defend, indemnify, and hold harmless Curavest, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms and Conditions or your use of the Site, including, but not limited to, any use of the Site’s content, services, and products other than as expressly authorized in these Terms and Conditions, or your use of any information obtained from the Site.

Governing Law and Jurisdiction

By visiting or using the Site, you agree that the laws of the New York, without regard to any principles of conflict of laws that would require or permit the application of the laws of any other jurisdiction, will govern these Terms and Conditions. All matters relating to the Site and these Terms and Conditions, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of New York without giving effect to any choice or conflict of law provision or rule (whether of the State of New York or any other jurisdiction).

Any legal suit, action, or proceeding arising out of, or related to, these Terms and Conditions or the Site shall be instituted exclusively in the federal courts of the United States or the courts of the State of New York, although we retain the right to bring any suit, action, or proceeding against you for breach of these Terms and Conditions in your country of residence or any other relevant country. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

Waiver and Severability

No waiver by Curavest of any term or condition set out in these Terms and Conditions shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Curavest to assert a right or provision under these Terms and Conditions shall not constitute a waiver of such right or provision. If any provision of these Terms and Conditions is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms and Conditions will continue in full force and effect.

Entire Agreement

The Terms and Conditions, and our Privacy Policy constitute the sole and entire agreement between you and Curavest Partners LP regarding the Site and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Site.

Event of Death

In the event of your death, the representative of your estate or the survivor or survivors shall notify Curavest, and Curavest may, before or after receiving notice, take proceedings, require papers and inheritance or estate tax waivers, or restrict transactions in your Account. In the event of your death, Curavest may cancel all open offers, but Curavest shall not be responsible for any action taken on such offers prior to the actual receipt of notice of death. Further, Curavest may in its discretion close your account without awaiting the appointment of a personal representative for your estate and without demand upon or notice to any personal representative.

Tax; Tax Reporting

You acknowledge that it is your responsibility to declare and pay any applicable income, gains, or similar taxes to all applicable tax authorities, make any tax filings, and to pay any and all taxes when due in all applicable jurisdictions. Curavest will receive certain tax forms such as Form K-1s from underlying fund sponsors. However, Curavest cannot verify the accuracy of such information or take responsibility for ensuring that underlying fund sponsors will timely or accurately deliver tax forms.

Contact Information

The Site is offered by Curavest, located at 260 Madison Ave, 8th Floor, New York, NY 10016. You may contact us by emailing us at info@puraveststg.wpenginepowered.com.