Catchwind Terms of Use

These Terms of Use were last updated on November 01, 2017.

Welcome to the Catchwind website (including all subdomains, the “Site”), which is operated by Catchwind Innovations, LLC (“Catchwind,” “we”, “us” and/or “our”). This Site provides, among other things, information about our people, organization and application process, tools for applicants to submit applications to utilize the Portal, forums for discussions about topics relevant to startups, and profiles of investors, physicians, service providers, advisors, as well as founders and startup companies.

THESE TERMS OF USE CONTAIN AN ARBITRATION AGREEMENT, WHICH WILL, WITH LIMITED EXCEPTION, REQUIRE YOU TO SUBMIT CLAIMS YOU HAVE AGAINST US TO BINDING AND FINAL ARBITRATION. UNDER THE ARBITRATION AGREEMENT, (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AGAINST CATCHWIND ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING, AND (2) YOU WILL ONLY BE PERMITTED TO SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ON AN INDIVIDUAL BASIS.

We reserve the right, at our sole discretion, to change or modify portions of these Terms of Use at any time. If we do this, we will post the changes on this page and will indicate at the top of this page the date these terms were last revised. We will also notify you, either through the Site user interface, in an email notification or through other reasonable means. Any such changes will become effective no earlier than fourteen (14) days after they are posted, except that changes addressing new functions of the Site or changes made for legal reasons will be effective immediately. Your continued use of the Site after the date any such changes become effective constitutes your acceptance of the new Terms of Use.

In addition, when using certain components of the Site, you will be subject to any additional terms, policies, rules or guidelines applicable to the Site or such components of the Site that may be posted on the Site from time to time, including, without limitation, the related Catchwind Privacy Policy. All such terms are hereby incorporated by reference into these Terms of Use.

ACCESS AND USE OF SITE

Your Registration Obligations: You may be required to register with Catchwind in order to access and use certain features of the Site. If you choose to register, you agree to provide and maintain true, accurate, current and complete information about yourself as prompted by the Site’s registration form. Registration data and certain other information about you are governed by our Privacy Policy. If you are under 18 years of age, you are not authorized to register to use the Site.

Member Account, Password and Security: You are responsible for maintaining the confidentiality of your password and account, if any, and are fully responsible for any and all activities that occur under your password or account. You agree to (a) immediately notify Catchwind of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session when accessing the Site. Catchwind will not be liable for any loss or damage arising from your failure to comply with this Section.

Modifications to Site: Catchwind reserves the right to modify or discontinue, temporarily or permanently, the Site (or any part thereof) with or without notice. You agree that Catchwind will not be liable to you or to any third party for any modification, suspension or discontinuance of the Site.

General Practices Regarding Use and Storage: You acknowledge that Catchwind may establish general practices and limits concerning use of the Site, including without limitation the maximum period of time that data or other content will be retained by the Site and the maximum storage space that will be allotted on Catchwind’s servers on your behalf. You agree that Catchwind has no responsibility or liability for the deletion or failure to store any data or other content maintained or uploaded by the Site. You acknowledge that Catchwind reserves the right to terminate accounts that are inactive for an extended period of time. You further acknowledge that Catchwind reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.

CONDITIONS OF USE

User Conduct: In addition to any applicable guidelines or policies that may govern specific components of the Site, you agree to comply with the following conditions in using the Site. You are solely responsible for all code, video, images, information, data, text, software, music, sound, photographs, graphics, messages or other materials (“content”) that you upload, post, publish or display (hereinafter, “upload”) or email or otherwise transmit via the Site. The following are examples of the kind of content and/or use that is illegal or prohibited by Catchwind. Catchwind reserves the right to investigate and take appropriate legal action against anyone who, in Catchwind’s sole discretion, violates this provision, including without limitation, removing the offending content from the Site, suspending or terminating the account of such violators and reporting you to the law enforcement authorities. You agree to not use the Site to:
Commercial Use: Unless otherwise expressly authorized herein or in the Site, you agree not to display, distribute, license, perform, publish, reproduce, duplicate, copy, create derivative works from, modify, sell, resell, exploit, transfer or upload for any commercial purposes, any portion of the Site, use of the Site, or access to the Site.

INTELLECTUAL PROPERTY RIGHTS

Site Content, Software and Trademarks: You acknowledge and agree that the Site may contain content or features (“Site Content”) that are protected by copyright, patent, trademark, trade secret or other proprietary rights and laws. Except as expressly authorized by Catchwind, you agree not to modify, copy, frame, scrape, rent, lease, loan, sell, distribute or create derivative works based on the Site or the Site Content, in whole or in part, except that the foregoing does not apply to your own User Content (as defined below) that you legally upload to the Site. In connection with your use of the Site you will not engage in or use any data mining, robots, scraping or similar data gathering or extraction methods. If you are blocked by Catchwind from accessing the Site (including by blocking your IP address), you agree not to implement any measures to circumvent such blocking (e.g., by masking your IP address or using a proxy IP address). Any use of the Site or the Site Content other than as specifically authorized herein is strictly prohibited. Any rights not expressly granted herein are reserved by Catchwind. The Catchwind name and logos are trademarks of Catchwind (collectively the “Catchwind Trademarks”). Other trademarks used and displayed via the Site may be trademarks of their respective owners who may or may not endorse or be affiliated with or connected to Catchwind. Nothing in this Terms of Use or the Site should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of Catchwind Trademarks displayed on the Site, without our prior written permission in each instance. All goodwill generated from the use of Catchwind Trademarks will inure to our exclusive benefit.

Third Party Material: Under no circumstances will Catchwind be liable in any way for any content or materials of any third parties (including founders, investors, physicians, advisors, service providers or other users), including, but not limited to, for any errors or omissions in any content, or for any loss or damage of any kind incurred as a result of the use of any such content. You acknowledge that Catchwind does not pre-screen content, but that Catchwind and its designees will have the right (but not the obligation) in their sole discretion to refuse or remove any content that is available via the Site. Without limiting the foregoing, Catchwind and its designees will have the right to remove any content that violates these Terms of Use or is deemed by Catchwind, in its sole discretion, to be otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any content, including any reliance on the accuracy, completeness, or usefulness of such content.

User Content Transmitted Through the Site: With respect to the content or other materials you upload through the Site or share with other users or recipients (collectively, “User Content”), you represent and warrant that you own all right, title and interest in and to such User Content, including, without limitation, all copyrights and rights of publicity contained therein. By uploading any User Content you hereby grant and will grant Catchwind and its affiliated entities a nonexclusive, worldwide, royalty free, fully paid up, transferable, sublicensable, perpetual, irrevocable license to copy, display, upload, perform, distribute, store, modify and otherwise use your User Content for any Catchwind-related purpose in any form, medium or technology now known or later developed. However, please review the Catchwind Privacy Policy for more information on how we treat information included in applications submitted to us.

Copyright Complaints: Catchwind respects the intellectual property of others, and we ask our users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, or that your intellectual property rights have been otherwise violated, you should notify Catchwind of your infringement claim in accordance with the procedure set forth below.

Catchwind will process and investigate notices of alleged infringement and will take appropriate actions under the Digital Millennium Copyright Act (“DMCA”) and other applicable intellectual property laws with respect to any alleged or actual infringement. A notification of claimed copyright infringement should be emailed to Catchwind at sharky@catchwindinnovations.com (Subject line: “DMCA Takedown Request”). You may also contact us by mail at: Catchwind Innovations, LLC, 1 Imation Way, Oakdale, MN 55128 Attn: Portal Administrator.

To be effective, the notification must be in writing and contain the following information:
Counter-Notice: If you believe that your User Content that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner’s agent, or pursuant to the law, to upload and use the content in your User Content, you may send a written counter-notice containing the following information to the Portal Administrator:

If a counter-notice is received by the Portal Administrator, Catchwind will send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member or user, the removed content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at our sole discretion.

Repeat Infringer Policy: In accordance with the DMCA and other applicable law, Catchwind has adopted a policy of terminating, in appropriate circumstances and at Catchwind’s sole discretion, users who are deemed to be repeat infringers. Catchwind may also at its sole discretion limit access to the Site and/or terminate the registrations of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.

THIRD PARTY WEBSITES

The Site may provide, or third parties may provide, links or other access to other sites and resources on the Internet or to third party applications. Catchwind has no control over such sites, resources or applications and Catchwind is not responsible for and does not endorse such sites, resources or applications. You further acknowledge and agree that Catchwind will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any content, events, goods or services available on or through any such sites, resources or applications. Any dealings you have with third parties found while using the Site are between you and the third party, and you agree that Catchwind is not liable for any loss or claim that you may have against any such third party.

INDEMNITY AND RELEASE

You agree to release, indemnify and hold Catchwind and its affiliates and their officers, employees, directors and agents harmless from any from any and all losses, damages, expenses, including reasonable attorneys’ fees, rights, claims, actions of any kind and injury (including death) arising out of or relating to your use of the Site or any related information, any User Content, your application(s) to Catchwind or the results thereof, your violation of these Terms of Use or your violation of any rights of another. You also waive any local statute or doctrine that is comparable to: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.”

DISCLAIMERS OF WARRANTIES

YOUR USE OF THE SITE IS AT YOUR SOLE RISK. THE SITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. CATCHWIND EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. CATCHWIND MAKES NO WARRANTY THAT (I) THE SITE WILL MEET YOUR REQUIREMENTS, (II) THE SITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, OR (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE WILL BE ACCURATE OR RELIABLE.

LIMITATION OF LIABILITY

YOU EXPRESSLY UNDERSTAND AND AGREE THAT CATCHWIND WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR DAMAGES FOR LOSS OF PROFITS INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF CATCHWIND HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE SITE OR ANY RELATED INFORMATION; (II) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (III) STATEMENTS OR CONDUCT OF ANY THIRD PARTY (INCLUDING USERS) ON THE SITE; OR (IV) ANY OTHER MATTER RELATING TO THE SITE. IN NO EVENT WILL CATCHWIND’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR CAUSES OF ACTION EXCEED ONE HUNDRED DOLLARS ($100). SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SITE OR WITH THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SITE. WITHOUT LIMITING THE FOREGOING, IF YOU ARE A USER FROM NEW JERSEY, THE ‘DISCLAIMER OF WARRANTIES’ AND ‘LIMITATION OF LIABILITY’ SECTIONS ABOVE ARE INTENDED TO BE ONLY AS BROAD AS IS PERMITTED UNDER NEW JERSEY LAW. IF ANY PORTION OF THESE SECTIONS IS HELD TO BE INVALID UNDER NEW JERSEY LAW, THE INVALIDITY OF SUCH PORTION SHALL NOT AFFECT THE VALIDITY OF THE REMAINING PORTIONS OF THE APPLICABLE SECTION.

DISPUTE RESOLUTION BY BINDING ARBITRATION

PLEASE READ THIS SECTION CAREFULLY AS IT AFFECTS YOUR RIGHTS.
a. Agreement to Arbitrate
This Dispute Resolution by Binding Arbitration section is referred to in this Terms of Use as the “Arbitration Agreement.” You agree that any and all disputes or claims that have arisen or may arise between you and Catchwind, whether arising out of or relating to this Terms of Use (including any alleged breach thereof), the Site, any advertising, any aspect of the relationship or transactions between us, shall be resolved exclusively through final and binding arbitration, rather than a court, in accordance with the terms of this Arbitration Agreement, except that you may assert individual claims in small claims court, if your claims qualify. Further, this Arbitration Agreement does not preclude you from bringing issues to the attention of federal, state, or local agencies, and such agencies can, if the law allows, seek relief against us on your behalf. You agree that, by entering into these Terms of Use, you and Catchwind are each waiving the right to a trial by jury or to participate in a class action. Your rights will be determined by a neutral arbitrator, not a judge or jury. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement.

b. Prohibition of Class and Representative Actions and Non-Individualized Relief
YOU AND CATCHWIND AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH YOU AND CATCHWIND AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S).

c. Pre-Arbitration Dispute Resolution
Catchwind is always interested in resolving disputes amicably and efficiently, and most user concerns can be resolved quickly and to the user’s satisfaction by emailing us at sharky@catchwindinnovations.com. If such efforts prove unsuccessful, a party who intends to seek arbitration must first send to the other, by certified mail, a written Notice of Dispute (“Notice”). The Notice to Catchwind should be sent to Catchwind Innovations, LLC, 1 Imation Way, Oakdale MN 55128 (“Notice Address”). The Notice must (i) describe the nature and basis of the claim or dispute and (ii) set forth the specific relief sought. If Catchwind and you do not resolve the claim within sixty (60) calendar days after the Notice is received, you or Catchwind may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by Catchwind or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or Catchwind is entitled.

d. Arbitration Procedures
Arbitration will be conducted by a neutral arbitrator in accordance with the American Arbitration Association’s (“AAA”) rules and procedures (collectively, the “AAA Rules”), as modified by this Arbitration Agreement. For information on the AAA, please visit its website, http://www.adr.org. If there is any inconsistency between any term of the AAA Rules and any term of this Arbitration Agreement, the applicable terms of this Arbitration Agreement will control unless the arbitrator determines that the application of the inconsistent Arbitration Agreement terms would not result in a fundamentally fair arbitration. The arbitrator must also follow the provisions of these Terms of Use as a court would. All issues are for the arbitrator to decide, including, but not limited to, issues relating to the scope, enforceability, and arbitrability of this Arbitration Agreement. Although arbitration proceedings are usually simpler and more streamlined than trials and other judicial proceedings, the arbitrator can award the same damages and relief on an individual basis that a court can award to an individual under the Terms of Use and applicable law. Decisions by the arbitrator are enforceable in court and may be overturned by a court only for very limited reasons.

Unless Catchwind and you agree otherwise, any arbitration hearings will take place in a reasonably convenient location for both parties with due consideration of their ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, the determination shall be made by AAA. If your claim is for $10,000 or less, Catchwind agrees that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA Rules. If your claim exceeds $10,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based.

e. Costs of Arbitration
Payment of all filing, administration, and arbitrator fees (collectively, the “Arbitration Fees”) will be governed by the AAA Rules, unless otherwise provided in this Arbitration Agreement.

f. Confidentiality
All aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator, will be strictly confidential for the benefit of all parties.

g. Severability
If a court or the arbitrator decides that any term or provision of this Arbitration Agreement (other than the subsection (b) titled “Prohibition of Class and Representative Actions and Non-Individualized Relief” above) is invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Arbitration Agreement shall be enforceable as so modified. If a court or the arbitrator decides that any of the provisions of subsection (b) above titled “Prohibition of Class and Representative Actions and Non-Individualized Relief” are invalid or unenforceable, then the entirety of this Arbitration Agreement shall be null and void. The remainder of the Terms of Use will continue to apply.

h. Future Changes to Arbitration Agreemen
Notwithstanding any provision in this Terms of Use to the contrary, Catchwind agrees that if it makes any future change to this Arbitration Agreement (other than a change to the Notice Address) while you are a user of the Site, you may reject any such change by sending Catchwind written notice within thirty (30) calendar days of the change to the Notice Address provided above. By rejecting any future change, you are agreeing that you will arbitrate any dispute between us in accordance with the language of this Arbitration Agreement as of the date you first accepted these Terms of Use (or accepted any subsequent changes to these Terms of Use).

TERMINATION

You agree that Catchwind, in its sole discretion, may suspend or terminate your account (or any part thereof) or use of the Site and remove and discard any content within the Site, for any reason, including, without limitation, for lack of use or if Catchwind believes that you have violated or acted inconsistently with the letter or spirit of these Terms of Use. Any suspected fraudulent, abusive or illegal activity that may be grounds for termination of your use of Site, may be referred to appropriate law enforcement authorities. Catchwind may also in its sole discretion and at any time discontinue providing the Site, or any part thereof, with or without notice. You agree that any termination of your access to the Site under any provision of this Terms of Use may be effected without prior notice, and acknowledge and agree that Catchwind may (but has obligation to) immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Site. Termination of your account or access to any component of the Site will not terminate Catchwind’s rights to your User Content. Further, you agree that Catchwind will not be liable to you or any third party for any termination of your access to the Site.

USER DISPUTES

You agree that you are solely responsible for your interactions with any other user in connection with the Site and Catchwind will have no liability or responsibility with respect thereto. Catchwind reserves the right, but has no obligation, to become involved in any way with disputes between you and any other user of the Site.

GENERAL

These Terms of Use constitute the entire agreement between you and Catchwind and govern your use of the Site, superseding any prior agreements between you and Catchwind with respect to the Site. These Terms of Use will be governed by the laws of the State of Minnesota without regard to its conflict of law provisions. With respect to any disputes or claims not subject to arbitration, as set forth above, you and Catchwind agree to submit to the personal and exclusive jurisdiction of the state and federal courts located within Washington County, Minnesota. The failure of Catchwind to exercise or enforce any right or provision of these Terms of Use will not constitute a waiver of such right or provision. If any provision of these Terms of Use is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of these Terms of Use remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Site or these Terms of Use must be filed within one (1) year after such claim or cause of action arose or be forever barred. A printed version of this agreement and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. You may not assign this Terms of Use without the prior written consent of Catchwind, but Catchwind may assign or transfer this Terms of Use, in whole or in part, without restriction. The section titles in these Terms of Use are for convenience only and have no legal or contractual effect. Notices to you may be made via either email or regular mail. The Site may also provide notices to you of changes to these Terms of Use or other matters by displaying notices or links to notices generally on the Site.

YOUR PRIVACY

At Catchwind, we respect the privacy of our users. For details please see our Catchwind Privacy Policy. By using the Site, you consent to our collection and use of personal data as outlined therein.