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Terms of Service

Last updated: May 18, 2026

1. Use of Our Service

A. Acceptance of Terms of Service and Eligibility

Welcome to impactalpha.com, these terms of service are entered into by and between you and Impact Alpha Inc. (“ImpactAlpha”, “we,” or “us”). The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, these “Terms of Service”), govern your access to impactalpha.com, and the ImpactAlpha Edge Database (the “Database”) including any content, functionality, and services offered on or through impactalpha.com, (collectively, the “Service”), whether as a guest or registered user. These Terms of Service apply to all visitors, users, and others who access the Service (“Users”).

PLEASE READ THESE TERMS OF SERVICE CAREFULLY BEFORE YOU START TO USE THE SERVICE TO ENSURE THAT YOU UNDERSTAND EACH PROVISION. THESE TERMS OF SERVICE CONTAIN A MANDATORY ARBITRATION OF DISPUTES PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS.

By accessing or using the Service, you signify that you have read, understood, and agree to be bound and abide by these Terms of Service and to the collection and use of your information as set forth in, and subject to, our Privacy Policy, found at https://www.impactalpha.com/privacy-policy, incorporated herein by reference. By using the Service, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy. If you do not want to agree to these Terms of Service or Privacy Policy, you must not access or use the Service.

Access to certain features and content within the Service, including portions of the Database containing information pertaining to funds that are actively raising capital, is restricted to users who qualify as “accredited investors” as defined in Rule 501(a) of Regulation D under the Securities Act of 1933, as amended (“Regulation D”). By registering for and accessing such restricted features, you represent and warrant that you meet the applicable eligibility requirements as further set forth in Section 1E below. Access to certain limited, non-investment features of the Service may be available to users who do not qualify as accredited investors, subject to the tiered access restrictions described in Section 1E.

Where a Team or Edge account is purchased on behalf of an organization, each individual user accessing Restricted Content must independently complete the Accredited Investor Questionnaire and satisfy all applicable eligibility requirements set forth in Section 1E.

The Service is offered and available to users who are 18 years of age or older. By using this Service, you represent and warrant that you are of legal age to form a binding contract with ImpactAlpha and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Service. The Service is not available to any Users previously removed from the Service by ImpactAlpha.

B. ImpactAlpha Service

ImpactAlpha reserves all rights not expressly granted herein in the Service and the ImpactAlpha Content (as defined below). ImpactAlpha may terminate this license at any time for any reason or no reason.

C. ImpactAlpha Accounts

Your ImpactAlpha account gives you access to the services and functionality that we may establish and maintain from time to time and in our sole discretion. We maintain different types of accounts for different types of Users, as described below.

Individual Accounts.

Individual accounts are for single users only. Sharing an Individual account with multiple people — including people at the same company — is strictly forbidden and will result in termination of the account without refund.

Team Accounts.

Team accounts are designed for use by a defined group of individuals within a company or organization. Each Team account includes a designated number of authorized users (“seats”), as specified at the time of purchase. Only the authorized users assigned to the Team account may access and use the account. Sharing login credentials across more users than the number of purchased seats is strictly forbidden and will result in termination of the account without refund. The account administrator is responsible for managing user access and ensuring compliance with these Terms of Service.

Edge Accounts (Organization-Wide Access).

Edge accounts are a premium service that provides organization-wide access to ImpactAlpha’s services for all authorized personnel within a single organization, as defined at the time of purchase. Edge account access is limited to individuals within the subscribing organization and may not be shared with, resold to, or used by any third party. Unauthorized sharing or use outside the subscribing organization is strictly forbidden and will result in termination of the account without refund.

If you open any ImpactAlpha account on behalf of a company or other entity, then (a) “you” includes you and that entity, and (b) you represent and warrant that you are an authorized representative of the entity with the authority to bind the entity to these Terms of Service, and that you agree to these Terms of Service on the entity’s behalf.

To access the Service 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 Service that all the information you provide on the Service is correct, current, and complete. You agree that all information you provide to register with the Service or otherwise is governed by our Privacy Policy (https://www.impactalpha.com/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 our 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 Service 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. ImpactAlpha will not be liable for any losses caused by any unauthorized use of your account.

We have the right to disable any username, password, or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Service. You may control your User profile and how you interact with the Service by changing the settings in your account settings page. By providing ImpactAlpha your email address you consent to our using the email address to send you Service-related notices, including any notices required by law, in lieu of communication by postal mail. We may also use your email address to send you other messages, such as changes to features of the Service and special offers. If you do not want to receive such email messages, you may opt out or change your preferences in your account settings page. Opting out may prevent you from receiving email messages regarding updates, improvements, or offers.

We reserve the right to withdraw or amend the Service, and any service or material we provide on the Service, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Service is unavailable at any time or for any period. From time to time, we may restrict user access, including registered user access, to some parts of the Service or the entire Service. You are responsible for both:

  • (i) Making all arrangements necessary for you to have access to the Service.
  • (ii) Ensuring that all persons who access the Service through your internet connection are aware of these Terms of Service and comply with them.

D. Service Rules

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

  • (iii) using the Service 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).
  • (iv) using the Service 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.
  • (v) using the Service to send, knowingly receive, upload, download, use, or re-use any material that does not comply with the Content Standards set out in these Terms of Use.
  • (vi) copying, distributing, or disclosing any part of the Service in any medium, including without limitation by any automated or non-automated “scraping”;
  • (vii) using any automated system, including without limitation “robots,” “spiders,” “offline readers,” etc., to access the Service in a manner that sends more request messages to the ImpactAlpha servers than a human can reasonably produce in the same period of time by using a conventional on-line web browser;
  • (viii) transmitting spam, chain letters, or other unsolicited email;
  • (ix) attempting to interfere with, compromise the system integrity or security or decipher any transmissions to or from the servers running the Service;
  • (x) taking any action that imposes, or may impose at our sole discretion an unreasonable or disproportionately large load on our infrastructure;
  • (xi) uploading invalid data, viruses, worms, or other software agents through the Service;
  • (xii) collecting or harvesting any personally identifiable information, including account names, from the Service;
  • (xiii) using the Service for any commercial solicitation purposes;
  • (xiv) impersonating or attempting to impersonate ImpactAlpha, an ImpactAlpha employee, another User, or impersonating or attempting to impersonate another person or otherwise misrepresenting your affiliation with a person or entity, conducting fraud, hiding or attempting to hide your identity (including, without limitation, by using email addresses or usernames associated with any of the foregoing);
  • (xv) interfering with the proper working of the Service;
  • (xvi) accessing any content on the Service through any technology or means other than those provided or authorized by the Service;
  • (xvii) bypassing the measures we may use to prevent or restrict access to the Service, including without limitation features that prevent or restrict use or copying of any content or enforce limitations on use of the Service or the content therein;
  • (xviii) monetizing ImpactAlpha content through advertising, subscriptions or other means;
  • (xix) using the Service to develop any software, including, but not limited to, training a machine learning or artificial intelligence program;
  • (xx) engaging in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Service, or which, as determined by us, may harm ImpactAlpha or the Users, or expose them to liability;
  • (xxi) using information obtained from the Service, including information about funds profiled in the Database, to offer, solicit, facilitate, or advertise investments in securities of any profiled fund to any other person, whether or not such person is a User of the Service;
  • (xxii) sharing, distributing, or transmitting any offering-related materials, private placement information, or fund documentation obtained through the Service to any third party without the express written consent of the applicable fund sponsor;
  • (xxiii) using contact information for fund sponsors, fund personnel, or limited partners obtained through the Service for any purpose other than legitimate business inquiry, and in all cases in compliance with applicable privacy laws; or
  • (xxiv) misrepresenting your accredited investor status or other eligibility qualifications in connection with your registration for or use of the Service.

We may, without prior notice, change the Service; stop providing the Service or features of the Service, to you or to Users generally; or create usage limits for the Service. We may permanently or temporarily terminate or suspend your access to the Service without notice and liability for any reason, including if in our sole determination you violate any provision of these Terms of Service, or for no reason. Upon termination for any reason or no reason, you continue to be bound by these Terms of Service.

You are solely responsible for your interactions with other ImpactAlpha Users. We reserve the right, but have no obligation, to monitor disputes between you and other Users. ImpactAlpha shall have no liability for your interactions with other Users, or for any User’s action or inaction.

E. Accredited Investor Certification, Verification, and Tiered Access

Accredited Investor Tier — Full Database Access.

Access to the full Database, including profiles of funds that are actively raising capital, target fund size, investment ticket size, fund term, fundraising status, limited partner profiles, and related information and other information pertaining to such funds (“Restricted Content”), is available, if at all, only to users who qualify as “accredited investors” as defined in Rule 501(a) of Regulation D.

Accredited Investor Questionnaire and Verification.

Prior to gaining access to Restricted Content, each prospective user must complete a substantive accredited investor questionnaire (the “Questionnaire”) providing information sufficient for ImpactAlpha to form a reasonable basis that the user qualifies as an accredited investor under Rule 501(a) of Regulation D. ImpactAlpha reserves the right to require additional documentation or information regarding accredited investor status from any prospective user as a condition and may deny or revoke a user’s access to Restricted Content if ImpactAlpha fails to obtain information, documentation or other evidence of accredited investor status that it determines is sufficient.

Waiting Period.

Users who are granted access to Restricted Content following completion of the Questionnaire agree, subject to the rest of this paragraph, that they will not, for a period of thirty (30) days following the date of their initial registration (the “Waiting Period”), purchase or commit to purchase securities in any fund profiled in the Database, unless (a) the user previously invested in that fund, (b) the user had a substantive pre-existing relationship with that fund prior to being granted access to Restricted Content, or (c) the user was actively and demonstrably considering an investment in that fund prior to being granted access to Restricted Content. ImpactAlpha may, in its sole discretion, waive the Waiting Period for users who provide clear and satisfactory evidence of accredited investor status (for example, in the case of a well-known institutional investor with assets demonstrably in excess of $5,000,000) or for users with whom ImpactAlpha has established a substantive relationship sufficient for ImpactAlpha to evaluate the user’s sophistication and accredited investor status.

Ongoing Accreditation Obligation.

By registering for and using the Service, you represent and warrant that, as of the date of registration and at all times during which you access Restricted Content, you qualify as an accredited investor as defined in Rule 501(a) of Regulation D. You agree to promptly notify ImpactAlpha in writing at [email protected] if you cease to qualify as an accredited investor at any time during your subscription. Upon such notification, ImpactAlpha will restrict your access to Restricted Content accordingly. Failure to notify ImpactAlpha of a change in accredited investor status is a material breach of this Agreement.

Research Tier — Limited Access for Non-Accredited Users.

ImpactAlpha may, in its sole discretion, offer a limited-access “Research Tier” subscription to users who are unable to verify accredited investor status. The Research Tier provides access only to a subset of factual, non-offering-related information about funds that are not actively fundraising. Research Tier users acknowledge and agree that access to the Research Tier does not constitute an opportunity to invest in any fund profiled in the Service, and that ImpactAlpha does not represent that funds available in the Research Tier are appropriate for investment by any particular user.

Certifications.

By accessing Restricted Content or the Research Tier, as applicable, you represent, warrant, and certify that: (a) the information you provide during registration, any renewal of your membership and any re-attestation of accredited investor status or other certifications is true, accurate, and complete in all material respects; (b) you are accessing the Service solely for your own account and not on behalf of any other person who would not independently qualify for the applicable tier of access, except where you are acting as an authorized administrator of a Team or Edge account, in which case you certify that all users granted access under your account independently satisfy the applicable eligibility requirements; (c) you will not use any information obtained from the Service in a manner that violates applicable federal or state securities laws; and (d) you understand that ImpactAlpha is relying on your representations and certifications in granting you access to the Service.

2. Our Proprietary Rights

The Service and all materials therein or transferred thereby, including, without limitation, software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights and photographs (the “ImpactAlpha Content”), and all Intellectual Property Rights related thereto, are the exclusive property of ImpactAlpha and its affiliates or licensors. Except as explicitly provided herein, nothing in these Terms of Service shall be deemed to create a license in or under any such Intellectual Property Rights, and you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from any ImpactAlpha Content. Use of the ImpactAlpha Content for any purpose not expressly permitted by these Terms of Service is strictly prohibited.

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

You may choose to or we may invite you to submit comments or ideas about the Service, including without limitation about how to improve the Service or our products (“Ideas”). By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place Impact Alpha under any fiduciary or other obligation, and that we are free to use the Idea without any additional compensation to you, and/or to disclose the Idea on a non-confidential basis or otherwise to anyone. You further acknowledge that, by acceptance of your submission, ImpactAlpha does not waive any rights to use similar or related ideas previously known to ImpactAlpha, or developed by its employees, or obtained from sources other than you.

The ImpactAlpha name, the terms ImpactAlpha, ImpactSpace and Agents of Impact, the ImpactAlpha logo, and all related names, logos, product and service names, designs, and slogans are trademarks of ImpactAlpha or its affiliates or licensors. You must not use such marks without the prior written permission of ImpactAlpha. All other names, logos, product and service names, designs, and slogans on the Service are the trademarks of their respective owners.

3. Content Standards; Interacting with the Service; User Content

A. Your User Content

Some areas of the Service allow Users to post content such as profile information, comments, questions, images, and other content or information. Any content or information a User submits, posts, displays, links to, or otherwise makes available on the Service is referred to as “User Content.” We claim no ownership rights over User Content created or provided by you. All User Content must comply with the Content Standards set out in these Terms of Service. The User Content you create remains yours; however, by sharing User Content through the Service, you agree to allow others to view, edit, and/or share your User Content in accordance with your settings and these Terms of Service.

B. How We and Other Users can Use Your Content

Any User Content you post on the Service will be considered non-confidential and non-proprietary. By posting or otherwise making available any User Content on the Service, you hereby expressly grant, and you represent and warrant that you own or control all rights in and to the User Content and have the right to grant, to ImpactAlpha and our affiliates and services providers and each of their and our respective licensees, successors, and assigns, a royalty-free, sublicensable, transferable, perpetual, non-exclusive, worldwide license to use, reproduce, modify, publish, list information regarding, edit, translate, distribute, syndicate, publicly perform, publicly display, and make derivative works of all such User Content and your name, voice, and/or likeness as contained in your User Content, in whole or in part, and in any form, media or technology, whether now known or hereafter developed, for use in connection with the Service and ImpactAlpha’s (and its successors’ and affiliates’) business, including without limitation for promoting and redistributing part or all of the Service (and derivative works thereof) in any media formats and through any media channels, and that all of your User Content does and will comply with these Terms of Service. You also hereby grant each User of the Service a non-exclusive license to access your User Content through the Service, and to use, reproduce, modify, distribute, display and perform such User Content as permitted through the functionality of the Service and under these Terms of Service.

You understand and acknowledge that you are responsible for any User Content you submit or contribute, and you, not ImpactAlpha, have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness.

We are not responsible or liable to any third party for the content or accuracy of any User Content posted by you or any other user of the Service.

C. Content Standards

These content standards apply to any and all User Content and use of the Service. User Content must in its entirety comply with all applicable federal, state, local, and international laws and regulation. User Content must not:

  • (xxv) create a risk of harm, loss, physical or mental injury, emotional distress, death, disability, disfigurement, or physical or mental illness to you, to any other person, or to any animal;
  • (xxvi) be likely to deceive any person;
  • (xxvii) contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable;
  • (xxviii) create a risk of any other loss or damage to any person or property;
  • (xxix) seek to harm or exploit children by exposing them to inappropriate content, asking for personally identifiable details or otherwise;
  • (xxx) constitute or contribute to a crime or tort, or violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms of Service and our Privacy Policy (https://www.impactalpha.com/privacy-policy);
  • (xxxi) infringe any patent, trademark, trade secret, copyright, or other intellectual property or other rights of any other person;
  • (xxxii) contain any information or content that promotes sexually explicit or pornographic material, violence or content that we deem to be unlawful, harmful, abusive, racially or ethnically offensive, defamatory, obscene, infringing, invasive of personal privacy or publicity rights, harassing, humiliating to other people (publicly or otherwise), libelous, threatening, profane, or otherwise objectionable;
  • (xxxiii) contain any information or content that is illegal, promotes any illegal activity, or advocates, promotes, or assists any unlawful act (including, without limitation, the disclosure of insider information under securities law or of another party’s trade secrets);
  • (xxxiv) impersonate any person or misrepresent your identity or affiliation with any person or organization;
  • (xxxv) involve commercial activities or sales, such as contests, sweepstakes, and other sales promotions, barter, or advertising;
  • (xxxvi) contain any information or content that you do not have a right to make available under any law or under contractual or fiduciary relationships, or gives the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case;
  • (xxxvii) cause annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, alarm, or annoy any other person; or
  • (xxxviii) contain any information or content that you know is not correct and current.

D. Respecting Others’ Rights

You agree that any User Content that you post does not and will not violate third-party rights of any kind, including without limitation any Intellectual Property Rights (as defined below) or rights of privacy. To the extent that your User Content contains music, you hereby represent that you are the owner of all the copyright rights, including without limitation the performance, mechanical, and sound recordings rights, with respect to each and every musical composition (including lyrics) and sound recording contained in such User Content and have the power to grant the license granted below.

If you believe that any User Content violates your copyright, please see the DMCA Notice section of these Terms of Service for instructions on sending us a notice of copyright infringement.

E. User Content Representations and Warranties

In connection with your User Content, you affirm, represent and warrant the following:

  • (xxxix) you have the written consent of each and every identifiable natural person in the User Content to use such person’s name or likeness in the manner contemplated by the Service and these Terms of Service, and each such person has released you from any liability that may arise in relation to such use;
  • (xl) your User Content and any use thereof as contemplated by these Terms of Service and the Service will not violate any law or infringe any rights of any third party, including but not limited to any Intellectual Property Rights and privacy rights;
  • (xli) ImpactAlpha may exercise the rights to your User Content granted under these Terms of Service without liability for payment of any guild fees, residuals, payments, fees, or royalties payable under any collective bargaining agreement or otherwise; and
  • (xlii) to the best of your knowledge, all your User Content and other information that you provide to us is truthful and accurate.

F. Definition of Intellectual Property

For the purposes of these Terms of Service, “Intellectual Property Rights” means all patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill, trade secret rights and other intellectual property rights as may now exist or hereafter come into existence, and all applications therefore and registrations, renewals and extensions thereof, under the laws of any state, country, territory or other jurisdiction.

G. Monitoring and Enforcement; Termination; Disclaimer

ImpactAlpha has the right, but is not obligated, to:

  • (xliii) Remove or refuse to post any User Content for any or no reason in our sole discretion.
  • (xliv) Take any action with respect to any User Content that we deem necessary or appropriate in our sole discretion, including if we believe that such User Content violates these Terms of Service, including the Content Standards, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Service or the public, or could create liability for ImpactAlpha.
  • (xlv) 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.
  • (xlvi) Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Service.
  • (xlvii) Terminate or suspend your access to all or part of the Service for any or no reason, including without limitation, any violation of these Terms of Service.

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 SERVICE. YOU WAIVE AND HOLD HARMLESS IMPACTALPHA AND ITS AFFILIATES, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.

However, we may not review all material before it is posted on to the Service and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.

You understand that publishing your User Content on the Service is not a substitute for registering it with the U.S. Copyright Office, the Writer’s Guild of America, or any other rights company. ImpactAlpha takes no responsibility and assumes no liability for any User Content that you or any other User or third party posts or sends over the Service. You shall be solely responsible for your User Content and the consequences of posting or publishing it, and you agree that we are only acting as a passive conduit for your online distribution and publication of your User Content. You understand and agree that you may be exposed to User Content that is inaccurate, objectionable, inappropriate for children, or otherwise unsuited to your purpose, and you agree that ImpactAlpha shall not be liable for any damages you allege to incur as a result of User Content.

H. Reliance on Information Posted; Data Sources

The information presented on or through the Service is made available solely for general information purposes, and some portions of the Service, and the Database, aggregate data from a variety of public, proprietary, and third-party sources. While ImpactAlpha endeavors to ensure accuracy and relevance, we do not independently verify all data and we make no representations and do not warrant the accuracy, completeness, timeliness, or usefulness of this information. You acknowledge that reliance or use of such data is strictly at your own discretion and risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor of the Service, or by anyone who may be informed of any of its contents.

The Service includes content provided by third parties, including materials provided by other Users and may include content prepared by bloggers, third-party licensors, syndicators, aggregators, and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by ImpactAlpha, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of ImpactAlpha. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.

I. Changes to the Service

We may update the content on the Service from time to time, but its content is not necessarily complete or up-to-date. Any of the material on the Service may be out of date at any given time, and we are under no obligation to update such material.

J. Linking to the Service and Social Media Features

You may link to our homepage, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval, or endorsement on our part without our express written consent.

The Service may provide certain social media features that enable you to:

  • (xlviii) Link from your own or certain third-party websites to certain content on the Service.
  • (xlix) Send emails or other communications with certain content, or links to certain content, on the Service.
  • (l) Cause limited portions of content on the Service to be displayed or appear to be displayed on your own or certain third-party websites.

You may use these features solely as they are provided by us, and solely with respect to the content they are displayed with, and otherwise in accordance with any additional terms and conditions we may provide with respect to such features. Subject to the foregoing, you must not:

  • (li) Establish a link from any website that is not owned by you.
  • (lii) Cause the Service or portions of it to be displayed on, or appear to be displayed by, any other site, for example, framing, deep linking, or in-line linking.
  • (liii) Link to any part of the Service other than the homepage.
  • (liv) Otherwise take any action with respect to the materials on these Service that is inconsistent with any other provision of these Terms of Service.

The website from which you are linking, or on which you make certain content accessible, must comply in all respects with the Content Standards set out in these Terms of Service.

You agree to cooperate with us in causing any unauthorized framing or linking immediately to stop. We reserve the right to withdraw linking permission without notice. We may disable all or any social media features and any links at any time without notice in our discretion.

K. ImpactAlpha Edge Data Sources

Without limiting the foregoing, data contained in the ImpactAlpha Edge Database, including, without limitation, information regarding profiled investment funds’ size, target capitalization, fundraising status, investment strategy, geographic focus, investment performance, portfolio composition, limited partner commitments, and related information, has been obtained from publicly available sources and/or directly from fund sponsors, limited partners or other third parties and has not been independently audited or verified by ImpactAlpha. Such information may be incomplete, out of date, or inaccurate. Past fundraising performance or historical fund data is not indicative of future results. ImpactAlpha does not represent or warrant that any fund profiled in the Database is currently accepting new investors, has achieved any stated investment performance, or will achieve any future investment objective. Any investment in a private fund carries significant risks, including the risk of total loss of invested capital. You should conduct your own independent due diligence and consult your own legal, tax, and financial advisors before making any investment decision.

4. Paid Services

A. Billing Policies

Certain aspects of the Service may be provided for a fee or other charge. If you elect to use paid aspects of the Service, you agree to the Pricing and Payment Terms (https://www.impactalpha.com/payment-policy), incorporated herein by reference, as we may update them from time to time. ImpactAlpha may add new services for additional fees and charges, or amend fees and charges for existing services, at any time in its sole discretion. Any change to our pricing or payment terms shall become effective in the billing cycle following notice of such change to you as provided in the Pricing and Payment Terms.

For Team and Edge accounts, the number of authorized seats or users and any additional service terms will be as specified in the invoice or purchase order issued at the time of purchase, which is incorporated herein by reference.

B. No Refunds

You may cancel your paid use of the Service and ImpactAlpha account at any time; however, there are no refunds for cancellation. This no-refund policy applies to all account types, including Individual, Team, and Edge accounts. If you cancel before the end of your billing cycle you have access to the paid aspects of the Service and your account for the remainder of the billing cycle. In the event that ImpactAlpha suspends or terminates your account for your breach of these Terms of Service, you understand and agree that you shall receive no refund or exchange for any unused time on a subscription, any license or subscription fees for any portion of the Service, any content or data associated with your account, or for anything else.

C. Payment Information; Taxes

All information that you provide in connection with a purchase or transaction or other monetary transaction interaction with the Service must be accurate, complete, and current. You agree to pay all charges incurred by users of your credit card, debit card, or other payment method used in connection with a purchase or transaction or other monetary transaction interaction with the Service at the prices in effect when such charges are incurred. You will pay any applicable taxes, if any, relating to any such purchases, transactions or other monetary transaction interactions.

5. No Professional Advice; No Facilitation of Securities Transactions

If the Service provides professional information (for example, financial, legal or medical), such information is for informational purposes only and should not be construed as professional advice. No action should be taken based upon any information contained in the Service. You should seek independent professional advice from a person who is licensed and/or qualified in the applicable area.

No Investment or Other Professional Advice, or Offer of Securities, or Facilitation of Securities Transactions.

The content provided through the Service, including but not limited to articles, data, reports, opinions, and other materials available on the Service (the “Service Content”), is for informational purposes only and does not constitute investment, legal, tax, or other professional advice. Nothing on the Service should be construed as a recommendation or offer to buy or sell any securities or financial instruments. You acknowledge and agree that no content published on the Service constitutes a solicitation, offer, opinion, or recommendation by ImpactAlpha or any of its affiliates to buy or sell any security, or to provide legal, tax, accounting, or investment advice or services regarding the profitability or suitability of any security or investment. If you communicate with any ImpactAlpha personnel, you understand and agree that such communication does not create an investment advisory relationship or other relationship for the provision of legal, tax, or other professional advice between you and ImpactAlpha. No action should be taken based upon any information contained in the Service without first consulting qualified professional advisors.

No Guarantee of Accuracy; Forward-Looking Information.

While ImpactAlpha endeavors to present accurate and current information, ImpactAlpha makes no representations or warranties of any kind, express or implied, regarding the accuracy, completeness, reliability, or timeliness of any Service Content. Any projections, estimates, or forward-looking statements contained in Service Content are subject to significant uncertainty and should not be relied upon as predictions of future results. Past performance of any fund is not indicative of future results.

No Facilitation of Securities Transactions.

You acknowledge that ImpactAlpha does not effect or facilitate securities transactions, negotiate investment terms, transmit subscription documents, or otherwise participate in any securities transaction between any fund or company profiled in the Service and any investor or prospective investor. You agree not to request or expect ImpactAlpha to provide any such services. ImpactAlpha does not and will not hold, control, or have custody of any investor funds or securities in connection with any investment in any fund or company profiled on the ImpactAlpha website or other content made available to you in connection with your use of the Service.

6. Privacy

We care about the privacy of our Users. You understand that by using the Service you consent to the collection, use and disclosure of your personally identifiable information and aggregate data as set forth in our Privacy Policy (https://www.impactalpha.com/privacy), and to have your personally identifiable information collected, used, transferred to and processed in the United States.

7. Security

ImpactAlpha cares about the integrity and security of your personal information. However, we cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk.

8. DMCA Notice

Since we respect artist and content owner rights, it is ImpactAlpha’s policy to respond to alleged infringement notices that comply with the Digital Millennium Copyright Act of 1998 (“DMCA”).

If you believe that your copyrighted work has been copied in a way that constitutes copyright infringement and is accessible via the Service, please notify ImpactAlpha’s copyright agent as set forth in the DMCA. For your complaint to be valid under the DMCA, you must provide the following information in writing:

  • (lv) An electronic or physical signature of a person authorized to act on behalf of the copyright owner;
  • (lvi) Identification of the copyrighted work that you claim has been infringed;
  • (lvii) Identification of the material that is claimed to be infringing and where it is located on the Service;
  • (lviii) Information reasonably sufficient to permit ImpactAlpha to contact you, such as your address, telephone number, and, e-mail address;
  • (lix) A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or law; and
  • (lx) A statement, made under penalty of perjury, that the above information is accurate, and that you are the copyright owner or are authorized to act on behalf of the owner.

The above information must be submitted to the following DMCA Agent:

Attn: DMCA Notice ImpactAlpha Inc. Address: 2009 Francisco St. Berkeley, CA 94709 Email: [email protected]

UNDER FEDERAL LAW, IF YOU KNOWINGLY MISREPRESENT THAT ONLINE MATERIAL IS INFRINGING, YOU MAY BE SUBJECT TO CRIMINAL PROSECUTION FOR PERJURY AND CIVIL PENALTIES, INCLUDING MONETARY DAMAGES, COURT COSTS, AND ATTORNEYS’ FEES.

Please note that this procedure is exclusively for notifying ImpactAlpha and its affiliates that your copyrighted material has been infringed. The preceding requirements are intended to comply with ImpactAlpha’s rights and obligations under the DMCA, including 17 U.S.C. §512(c), but do not constitute legal advice. It may be advisable to contact an attorney regarding your rights and obligations under the DMCA and other applicable laws.

In accordance with the DMCA and other applicable law, ImpactAlpha has adopted a policy of terminating, in appropriate circumstances, Users who are deemed to be repeat infringers. ImpactAlpha may also at its sole discretion limit access to the Service and/or terminate the accounts of any Users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.

9. Third-Party Links

The Service may contain links to third-party websites, services or other events or activities that are not owned or controlled by ImpactAlpha. ImpactAlpha does not endorse or assume any responsibility for any such third-party sites, information, materials, products, or services. If you access a third party website from the Service, you do so at your own risk, and you understand that these Terms of Service and ImpactAlpha’s Privacy Policy do not apply to your use of such sites. You expressly relieve ImpactAlpha from any and all liability arising from your use of any third-party website, service, or content.

For clarity, LinkedIn profile links and similar third-party contact links that may appear in fund, General Partner or Limited Partner profiles within the Database are provided for general informational purposes only. The inclusion of a LinkedIn or other third-party profile link does not constitute a referral or endorsement by ImpactAlpha of any fund, fund sponsor, fund manager, or limited partner or any other person or entity. Any communications initiated by you through such third-party links are solely between you and the relevant third party.

10. Indemnity

You agree to defend, indemnify and hold harmless ImpactAlpha and its subsidiaries, agents, licensors, managers, and other affiliated companies, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising out of or related to: (i) your use of and access to the Service, including any data or content transmitted or received by you, and of the Service’s content, services, and products other than as expressly authorized in these Terms of Service, or your use of any information obtained from the Service; (ii) your violation of any term of these Terms of Service, including without limitation your breach of any of the representations and warranties above; (iii) your violation of any third-party right, including without limitation any right of privacy or Intellectual Property Rights; (iv) your violation of any applicable law, rule or regulation; (v) any other information or content that is submitted via your account including without limitation misleading, false or inaccurate information; (vi) negligent or willful misconduct; (vii) any other party’s access and use of the Service with your unique username, password or other appropriate security code; (viii) any misrepresentation by you of your accredited investor status or other eligibility qualifications; (ix) your use of contact information for fund managers, fund sponsors, limited partners or their respective personnel or related persons obtained through the Service in violation of applicable privacy laws or this Agreement; or (x) any investment decision you make, or any losses you suffer, in connection with your use of or reliance upon any information obtained from the Service.

11. No Warranty

YOU UNDERSTAND THAT WE CANNOT AND DO NOT GUARANTEE OR WARRANT THAT FILES AVAILABLE FOR DOWNLOADING FROM THE INTERNET OR THE SERVICE 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 SERVICE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICE OR YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.

YOUR USE OF THE SERVICE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICE IS AT YOUR OWN RISK. THE SERVICE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. USE OF THE SERVICE IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM IMPACTALPHA OR THROUGH THE SERVICE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. NEITHER IMPACTALPHA NOR ANY PERSON ASSOCIATED WITH IMPACTALPHA MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE SERVICE. WITHOUT LIMITING THE FOREGOING, IMPACTALPHA, ANY PERSON ASSOCIATED WITH IMPACTALPHA, ITS SUBSIDIARIES, ITS AFFILIATES, AND ITS LICENSORS DO NOT WARRANT THAT THE SERVICE, ITS CONTENT, OR ANY OTHER SERVICES OR ITEMS OBTAINED THROUGH THE SERVICE ARE ACCURATE, RELIABLE, OR ERROR-FREE; THAT THE SERVICE WILL MEET YOUR NEEDS OR EXPECTATIONS; THAT THE SERVICE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE SERVICE, OR THE SERVER THAT MAKES IT AVAILABLE, IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM SUCH DOWNLOAD OR YOUR USE OF THE SERVICE.

WITHOUT LIMITING THE FOREGOING, IMPACTALPHA MAKES NO WARRANTY OR REPRESENTATION THAT (I) ANY FUND PROFILED IN THE SERVICE IS CURRENTLY ACCEPTING NEW INVESTORS OR HAS AVAILABLE CAPACITY FOR NEW INVESTMENT COMMITMENTS; (II) ANY FUND’S FUNDRAISING STATUS, TARGET CAPITALIZATION, INVESTMENT PERFORMANCE, OR OTHER INFORMATION AS REPORTED IN THE SERVICE IS ACCURATE OR CURRENT; (III) ACCESS TO THE SERVICE OR TO ANY FUND PROFILE CONSTITUTES OR WILL RESULT IN AN OPPORTUNITY TO INVEST IN ANY FUND; OR (IV) ANY INFORMATION IN THE SERVICE IS SUITABLE OR APPROPRIATE FOR USE AS THE BASIS FOR ANY INVESTMENT DECISION BY ANY USER.

SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. THESE TERMS OF SERVICE GIVE YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. THE DISCLAIMERS AND EXCLUSIONS UNDER THESE TERMS OF SERVICE WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL IMPACTALPHA, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS OR LICENSORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, INCLUDING ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF GOODWILL, LOSS OF USE, LOSS OF DATA OR OTHER INTANGIBLE LOSSES, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE, ARISING OUT OF OR RELATING TO THE USE OF, OR INABILITY TO USE, THIS SERVICE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE SERVICE OR SUCH OTHER WEBSITES. UNDER NO CIRCUMSTANCES WILL IMPACTALPHA BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICE OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IMPACTALPHA ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF OUR SERVICE; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICE; (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH OUR SERVICE BY ANY THIRD PARTY; (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICE; (VII) ANY INVESTMENT DECISION MADE BY YOU OR ANY THIRD PARTY BASED IN WHOLE OR IN PART ON INFORMATION OBTAINED FROM THE SERVICE, INCLUDING ANY FINANCIAL LOSSES OR INVESTMENT LOSSES RESULTING FROM SUCH DECISIONS; AND/OR (VIII) THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY. IN NO EVENT SHALL IMPACTALPHA, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS, OR LICENSORS BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN AMOUNT EXCEEDING THE AMOUNT YOU PAID TO IMPACTALPHA HEREUNDER OR $100.00, WHICHEVER IS GREATER.

THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF IMPACTALPHA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.

SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. THESE TERMS OF SERVICE GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. THE EXCLUSIONS AND LIMITATIONS OF LIABILITY UNDER THESE TERMS OF SERVICE WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.

The Service is controlled and operated from facilities in the United States. ImpactAlpha makes no representations or claims that the Service is appropriate or accessible for use in other locations outside of the United States. Access to the Service may not be legal by certain persons or in certain countries. Those who access or use the Service from other jurisdictions do so at their own volition and are entirely responsible for compliance with all applicable United States and local laws and regulations, including but not limited to export and import regulations. You may not use the Service if you are a resident of a country embargoed by the United States, or are a foreign person or entity blocked or denied by the United States government. Unless otherwise explicitly stated, all materials found on the Service are solely directed to individuals, companies, or other entities located in the United States.

13. Governing Law and Arbitration

A. Governing Law

You agree that: (i) the Service shall be deemed solely based in California; and (ii) the Service shall be deemed a passive one that does not give rise to personal jurisdiction over ImpactAlpha, either specific or general, in jurisdictions other than California. These Terms of Service shall be governed by the internal substantive laws of the State of California, without respect to its conflict of laws principles. The parties acknowledge that these Terms of Service evidences a transaction involving interstate commerce. Notwithstanding the preceding sentences with respect to the substantive law, any arbitration conducted pursuant to the terms of these Terms of Service shall be governed by the Federal Arbitration Act (9 U.S.C. §§ 1-16). The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. You agree to submit to the personal jurisdiction of the federal and state courts located in Santa Clara County, California for any actions for which we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of our copyrights, trademarks, trade secrets, patents, or other intellectual property or proprietary rights, as set forth in the Arbitration provision below.

B. Arbitration

READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM IMPACTALPHA.

In the unlikely event that ImpactAlpha has not been able to resolve a dispute it has with you after 60 days, we each agree to resolve any claim, dispute, or controversy (excluding any ImpactAlpha claims for injunctive or other equitable relief) arising out of or in connection with or relating to these Terms of Service, or the breach or alleged breach thereof, or use of the Service, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination (collectively, “Claims”), by final and binding arbitration by the Judicial Mediation and Arbitration Services (“JAMS”) under the Optional Expedited Arbitration Procedures then in effect for JAMS, except as provided herein. The arbitration will be conducted in Santa Clara County, California, unless you and ImpactAlpha agree otherwise. Each party will be responsible for paying any JAMS filing, administrative and arbitrator fees in accordance with JAMS rules. The award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys’ fees and reasonable costs for expert and other witnesses, and any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this Section shall be deemed as preventing ImpactAlpha from seeking injunctive or other equitable relief from the courts as necessary to protect any of ImpactAlpha’s proprietary interests.

ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THIS TERMS OF SERVICE, YOU AND IMPACTALPHA ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND.

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

14. General

A. Assignment

These Terms of Service, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by ImpactAlpha without restriction. Any attempted transfer or assignment in violation hereof shall be null and void.

B. Notification Procedures and Changes to the Agreement

ImpactAlpha may provide notifications, whether such notifications are required by law or are for marketing or other business related purposes, to you via email notice, written or hard copy notice, or through posting of such notice on our website, as determined by ImpactAlpha in our sole discretion. ImpactAlpha reserves the right to determine the form and means of providing notifications to our Users, provided that you may opt out of certain means of notification as described in these Terms of Service. ImpactAlpha is not responsible for any automatic filtering you or your network provider may apply to email notifications we send to the email address you provide us. ImpactAlpha may, in its sole discretion, revise, modify, or update these Terms of Service from time to time, and so you should review this page periodically so you are aware of any changes, as they are binding on you. All changes are effective immediately when we post them, and apply to all access to and use of the Service thereafter. When we change the Terms of Service in a material manner, we will update the ‘last modified’ date at the bottom of this page. Your continued use of the Service after any such change constitutes your acceptance of the new Terms of Service. If you do not agree to any of these terms or any future Terms of Service, do not use or access (or continue to access) the Service.

C. Entire Agreement/Severability

These Terms of Service, the Privacy Policy, and Pricing and Payment Terms, together with any invoice or purchase order issued in connection with a Team or Edge account, together with any amendments and any additional agreements you may enter into with ImpactAlpha in connection with the Service, shall constitute the entire agreement between you and ImpactAlpha concerning the Service, and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Service. If any provision of these Terms of Service is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms of Service, which shall remain in full force and effect, except that in the event of unenforceability of the universal Class Action/Jury Trial Waiver, the entire arbitration agreement shall be unenforceable.

D. No Waiver

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

E. Government Use Rights

If the Service is licensed to the United States government or any agency thereof, then the Service will be deemed to be “commercial computer software” and “commercial computer software documentation,” respectively, pursuant to DFAR Section 227.7202 and FAR Section 12.212, as applicable. Any use, reproduction, release, performance, display or disclosure of the Service and any accompanying documentation by the U.S. Government will be governed solely by these Terms of Service and is prohibited except to the extent expressly permitted by these Terms of Service.

F. Contact

This Service is operated by Impact Alpha Inc.

Please contact us at [email protected] with any questions regarding these Terms of Service, and all other feedback, comments, requests for technical support and other communications relating to the Service.

All notices of copyright infringement claims should be sent to the copyright agent designated in the DMCA Notice provision of these Terms of Service.

These Terms of Service were last modified on 18 May, 2026.