TERMS OF USE
Last Updated: 9/4/2012

These are the rules (“Terms of Use” or “Terms”) for valideval.com (the “Site”), a service of Valid Evaluation, Inc. (the “Company,” “Valid Evaluation”, “we” or “us”), You’ll need to adhere to these Terms of Use to be a part of our community. By using our Site, tools, or other Company software, services or web sites (collectively, “Services”), you are agreeing to be bound by these Terms of Use. (Some other key terms are defined for you at the bottom of the agreement.)

Integrity.

We hold ourselves to very high standards when it comes to integrity and we expect the same of our users.

Be who you say you are.

Since our profile questions play a critical role in both matching Evaluators to Performers and helping Performers make sense of Evaluations, it is critical your information is accurate.

If you are here to evaluate Performances, be honest in your Evaluations and recommendations. Performers are here to learn from your expertise and deserve the benefit of your honest assessments.

Dishonesty, misrepresentations of your experiences, or gaming assessments to affect outcomes are grounds for you to be barred from using our Services forever.

Confidentiality.

Since many of the Evaluators using our Services are investors (who as a general rule won’t sign non-disclosure or confidentiality agreements), our user communities cannot be covered with blanket non-disclosure or confidentiality-type protections.

What to expect from Valid Evaluation.

  1. Our business model has nothing to do with selling your contact information to third parties. We respect your privacy and will be good stewards of the information we gather from you. Please see our Privacy Policy for additional information about how we collect and use your information. Our Privacy Policy is incorporated into and is a part of these Terms of Use.
  2. We have a lot to learn about entrepreneurship, so we do plan to use your “de-identified” data, which we will aggregate with other users’ de-identified data, to improve our Services. Our use of such de-identified data is subject to our Privacy Policy.

What your Community expects of you.

  1. For Performers, it is up to you to understand the context of the Event(s) in which you are participating and to understand the nature of those you invite to privately view your stuff. In general, it is not a good idea to share information that you consider company-confidential on our platform. If in doubt, talk to an attorney.
  2. For Evaluators and Mentors, you are here because you want to help. Inappropriately disclosing information to which you have access through using our Services is NOT helpful. In fact, it is ethically unacceptable in our community. Recuse yourselves from Evaluations where you have a real or perceived conflict, and act as though your reputation depends on treating everything you see with discretion (because it does). Unless you’ve been given explicit permission to do so by a Performer, you may NEVER forward a Performer’s files to a third party, for any reason.

Confidentiality violations are grounds for you to be barred from using our Services forever.

Trust.

We believe most people are worthy of trust. We expect our users to do right by other users. Do not abuse the trust that is implicitly being given to you by both Valid Evaluation and the other people in our community.

Violations of trust are grounds for you to be barred from using our Services forever.

Respect.

We all think our “babies” are beautiful. Reality says many are not. Valid Evaluation is focused on helping Performers get an honest and thorough assessment of where they stand and how to improve. Sometimes, these assessments can feel harsh.

We expect Evaluators and Mentors using our Services to operate with empathy for the Performers who have put their blood, sweat and tears into their Performances. Deliver hard truths or harsh critiques with the same level of respect you would want to see if the roles were reversed. Tell the truth and be direct, but don’t be jerk about it.

For Performers, we hope you are here to learn. Sometimes you won’t agree with the assessments you get. Other times, you might find yourself angry or disappointed with the feedback. We at Valid Evaluation have had to absorb plenty of nasty critiques over the course of our careers, so we know exactly how this feels. For many of our users, the feedback they get using our Services is the most direct, most detailed and least sugar-coated they have ever received. That’s a good thing in the long run, but it can be a real shock to the system at first.

Our advice when facing this: try to take the long view. Please resist the temptation to lash out at Organizers or others in the community. At the end of the day, Organizers, Mentors and Evaluators are all here giving of themselves to help participating Performers. Please try to keep that in mind, and show them the same respect you expect from them, even if they bring you tough news.

Disrespectful behavior is grounds for you to be barred from using our Services forever.

Data ownership.

There are three groups of parties at the data ownership table: the Performers, the Organizers and Valid Evaluation.

Performances.

Performers, your Performances belong to you. Period. You grant the Company the rights necessary to Evaluate your Performance(s). This may require the use, reproduction, transmission, distribution, and public display of your Performances. You represent and warrant to the Company that you have the right to grant the license stated above. Often, it makes sense to store your Performances on our servers for easy access by Evaluators. Valid Evaluation’s policy is to delete all Performance files after the conclusion of each Event. Please understand the agreement you have made with the Event Organizer regarding retention of your Performance(s) because their retention policy may differ from ours.

Evaluations.

The Evaluations prepared in the course of evaluating Performers belong to Valid Evaluation. We own all right, title and interest in and to the Evaluations, including all intellectual property or proprietary rights therein. We grant to each Organizer and Performer a perpetual, irrevocable, worldwide, non-exclusive, royalty-free license and right to use, reproduce, modify, publish, translate, transmit, distribute, publicly perform and display the Evaluations (through all media now known or hereafter devised). You hereby irrevocably and unconditionally assign to Valid Evaluation all right, title, and interest worldwide, including all related intellectual property rights, that you may have in and to any Evaluations that you contributed to in anyway. The license we just granted is limited in the following way:

  • Performers only have a license with respect to Evaluations concerning their Performances.
  • Organizers only have a license with respect to Evaluations generated in connection with Events that they manage.
  • All copyright or other proprietary notices must be kept intact.

Our Role

Our role is to facilitate the Evaluation process. We are not affiliated with any Evaluator, Performer or Organizer. We do not independently verify the credibility of any Event, Evaluator, Performer or Organizer.

Some Additional Legal Provisions.

    1. Ownership. Except for Performances, all content on the Site and related to the Services, including but not limited to designs, text, graphics, pictures, video, information, applications, software, music, sound and other files, and their selection and arrangement (the “Company Content”), are the proprietary property of the Company or its licensors, with all rights reserved. Except as otherwise set forth in these Terms, no Company Content may be modified, copied, distributed, framed, reproduced, republished, downloaded, displayed, posted, transmitted, or sold in any form or by any means, in whole or in part, without the Company’s prior written permission. Provided that you are eligible for use of the Site and the Services, you are granted a limited license to access and use the Site, the Services and the Company Content and to download or print a copy of any portion of the Company Content to which you have properly gained access solely for your personal, non-commercial use, provided that you keep all copyright or other proprietary notices intact. Such license is subject to these Terms of Use and does not include use of any data mining, robots or similar data gathering or extraction methods. Any use of the Site, the Services or the Company Content other than as specifically authorized herein, without the prior written permission of the Company, is strictly prohibited and will terminate the license granted herein. Such unauthorized use may also violate applicable laws, including, without limitation, copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated herein, nothing in these Terms of Use shall be construed as conferring any license to intellectual property rights, whether by estoppel, implication or otherwise. This license is revocable at any time without notice and with or without cause.
    2. Changes to the Site or Services. We reserve the right, in our sole discretion, to modify, terminate or suspend the Site or the Services at anytime without notice or liability to you. We also reserve the right, in our sole discretion, to terminate or suspend your access to any or all of the Company’s web sites and the related services or any portion thereof at any time, without notice or liability to you.
    3. Content. We reserve the right to remove content that we determine in our sole discretion may be unlawful, threatening, offensive, obscene or in violation of any party’s intellectual property rights or these Terms of Use.
    4. Third Party Sites. If you decide to access outside web sites you do so at your own risk. We do not endorse or take responsibility for the content on other web sites or the availability of other web sites and you agree that we are not liable for any loss or damage that you may suffer by using other web sites.
    5. DISCLAIMER. THE SERVICES AND THE SITE, INCLUDING, WITHOUT LIMITATION, THE CONTENT, SERVICES AND/OR MATERIALS AVAILABLE THROUGH THE SITE OR RELATED TO THE SERVICES, ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. IN PARTICULAR, THE COMPANY MAKES NO WARRANTY THAT THE SITE OR THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE, THAT THE SITE, THE SERVICES OR OUR SERVER IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, THAT THE SITE OR THE SERVICES WILL BE AVAILABLE, OR THAT DATA ENTERED WILL BE SECURE FROM UNAUTHORIZED ACCESS.
    6. LIMITATION OF LIABILITY. YOU ACKNOWLEDGE, BY YOUR USE OF THE SITE OR THE SERVICES, THAT YOUR USE OF THE SITE OR THE SERVICES, INCLUDING ANY SOFTWARE, CONTENT OR OTHER MATERIALS ON THE SITE OR RELATED TO THE SERVICES, AND ANY RELIANCE UPON IT, IS AT YOUR SOLE RISK. YOU AGREE THAT, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES SHALL THE COMPANY OR ITS OFFICERS, DIRECTORS, SHAREHOLDERS, AFFILIATES, AGENTS OR LICENSORS, OR ANY THIRD PARTY PROVIDER OF DATA OR INFORMATION, BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION, CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, LOSS OF BUSINESS REVENUE, LOST PROFITS, OR LOSS OF DATA, WHETHER IN AN ACTION UNDER CONTRACT, NEGLIGENCE OR ANY OTHER THEORY, ARISING OUT OF YOUR USE OF OR INABILITY TO USE THE SITE OR THE SERVICES, OR YOUR RELIANCE ON ANY ADVICE, INFORMATION, OR CONTENT ON THE SITE OR RELATED TO THE SERVICES, EVEN IF THE COMPANY OR ANY RELATED PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU AGREE THAT THE COMPANY SHALL HAVE NO LIABILITY FOR ANY CONTENT OF ITS USERS. IF YOU ARE DISSATISFIED WITH THE SITE OR THE SERVICES, OR WITH ANY OF THESE TERMS, OR FEEL THE COMPANY HAS BREACHED THESE TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE AND THE SERVICES. THE TOTAL LIABILITY OF THE COMPANY TO YOU FOR ANY CLAIM ARISING FROM OR RELATING TO THESE TERMS OR YOUR USE OF THE SITE OR THE SERVICES SHALL NOT EXCEED THE GREATER OF EITHER THE AMOUNT PAID BY YOU FOR THE SERVICES IN QUESTION OR ONE HUNDRED DOLLARS (US$100) TOTAL. IT IS THE INTENTION OF BOTH OF US THAT THIS PROVISION BE CONSTRUED BY A COURT AS BEING THE BROADEST LIMITATION OF LIABILITY CONSISTENT WITH APPLICABLE LAW.
    7. Indemnification. You agree to indemnify and hold the Company, and its officers, directors, shareholders, affiliates, agents, licensors and employees, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your use of the Site or the Services, your violation of these Terms, or your violation of any rights of another.
    8. Changes to Terms of Use. We reserve the right, in our sole discretion, to change, modify, add, or delete portions of these Terms of Use at any time without further notice. Your continued use of the Site or the Services after any such changes constitutes your acceptance of the new Terms of Use. If you do not agree to abide by these or any future Terms of Use, do not use or access (or continue to use or access) the Site or the Services. It is your responsibility to regularly check the Site to determine if there have been changes to these Terms of Use and to review such changes. Violation of any part of these Terms of Use will result in you being barred from using the Services. You understand and agree that the Company is not responsible for the content posted on the Site and that you use the Site at your own risk.
    9. Contact Information; Notices. All questions regarding these Terms of Use should be directed to Valid Evaluation at: info@valideval.com or by calling (303) 900-8384. For purposes of these Terms of Use, any notices will be sent in writing to the following respective addresses: For Valid Evaluation, Inc.: 2426 Emerson Street, Denver, CO 80205. For you, the physical and/or e-mail address provided by you to us at the time you registered, which may be updated by you from time to time.
    10. General. These Terms of Use (including the Privacy Policy) constitute the entire agreement between you and the Company regarding the use of the Site, superseding any prior agreements between you and the Company relating to your use of the Site. The failure of the Company to exercise or enforce any right or provision of these Terms of Use shall not constitute a waiver of such right or provision in that or any other instance. If any provision of these Terms of Use shall be deemed invalid, unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms of Use and shall not affect the validity and enforceability of any remaining provisions, which shall continue in full force and effect. The headings used for the sections of these Terms of Use are for information purposes and convenience only and in no way define, limit, construe or describe the scope or extent of the sections. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the use of the Site, the Services or these Terms of Use must be brought, if at all, within one (1) year from the accrual of the claim or cause of action or be forever barred. These Terms of Use and any claims hereunder shall be governed by and subject to the laws of the State of Colorado, without giving effect to any principles of conflicts of law. You specifically consent to personal jurisdiction in Colorado in connection with any dispute between you and the Company arising out of these Terms of Use or pertaining to the subject matter hereof. The parties to these Terms of Use each agree that the exclusive venue for any dispute between the parties arising out of these Terms of Use will be in the state and federal courts in Denver, Colorado.

 

Definitions.

Here are definitions for a few of the terms we use in these Terms of Use.

    • Performer” is the person or group of people whose work is evaluated using our Services. Generally, this means an entrepreneur who is either seeking advice and feedback directly, or is participating in an Event.
    • Performance” is the Performer’s work product. Generally, this could be an in-person investment pitch, an uploaded slide deck, a video, a business summary document, etc.
    • Evaluator” is an expert with understanding of the Performances in a given Event. Generally, these folks are experienced investors and/or business leaders.
    • Mentor” is a special type of Evaluator. Mentors’ Evaluations of Performances do not count toward the outcome of a competitive Event. Rather, their feedback and recommendations are used by Performers to improve.
    • Evaluation” means an Evaluator’s assessment of a Performance.
    • Event” is the context for Performances. Examples of Events include: a grant award program for startup companies, a class taking place at a business accelerator or a business school, and a pitch event put together by a local group of entrepreneurs.
    • Organizer” means a person or entity responsible for an Event.