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Terms and Conditions of Cintrifuse Programs

Welcome to Cintrifuse. This document sets forth Terms and Conditions applicable to Cintrifuse residents and members invited to participate in our suite of programs (“Participants”). Access to such programs is by invitation only – access to each individual program will be granted to Participants at our sole discretion. Participants may be required to pay for certain Cintrifuse programs at our sole discretion. Such fees may be necessary to sustain a particular program or as reimbursement for third party expenses incurred by Cintrifuse as a result of actions taken on behalf of Participants. Participants will be given advance notice of all fees – Cintrifuse reserves the right to adjust all fees subject to Participants’ advance notice. If invited to become a Participant, you agree to be legally bound by the following Terms and Conditions.

If any of these Terms and Conditions are unacceptable to you, do not participate in any of the related programs.

Advisory Services. Participants may be invited to take advantage of our suite of services designed for the purposes of increasing our Participants’ odds of success (“Advisory Services”). Access to our Advisory Services is by invitation only, at the sole discretion of Cintrifuse, and may be revoked at any time. Mentors, advisors and service providers (collectively, “Mentors”) will be on the premises from time to time to participate in various Advisory Services. Mentors may include people from within or outside Cintrifuse. Participants may choose to ask Mentors for work assistance or advice. Cintrifuse does not warrant that their advice or assistance will be sound or suitable for your particular business or project. Participants are responsible for evaluating the needs of their venture and deciding whether or not to use these resources. Any use of Mentors will be at Participants’ sole risk; Cintrifuse will have no liability for any advice, assistance or services that any Mentor provides or fails to provide or for the selection or supervision of any Mentor. Mentors may offer additional services outside of our Advisory Services. Participants will be responsible for working out any fee or other arrangements related to those additional services – such arrangements are strictly between Participants and the Mentor. Participants should recognize that the advice and mentoring provided by a Mentor at Cintrifuse may be influenced by the Mentor’s potential interest in a business relationship.

Talent Connections. Participants may be granted access to our suite of human resources and recruiting services (“Talent Connections”). Participants will be granted access to the Talent Connections program at Cintrifuse’s sole discretion and Cintrifuse may revoke such access at any time. Cintrifuse does not warrant that Participants will successfully identify a qualified candidate through its Talent Connections program. If a qualified candidate is identified, Participants are solely responsible for verifying the authenticity of a candidate’s qualifications and background. Use of our initial resume screening services should not be considered a replacement for work history and personal background diligence. Participants are solely authorized to make hiring and firing decisions – Cintrifuse does not gain such authority by offering advice or assistance through its Talent Connections program or any other programs or activities offered at Cintrifuse. Participants are solely responsible for damages arising from the hiring of, or the failure to hire, a candidate identified through our Talent Connections program – liability for such damages will not be attributed to Cintrifuse.

Funding Connections. Cintrifuse offers a variety of programs established for the purpose of connecting Cintrifuse Participants with potential investors (“Funding Connections”). Participants may be invited to participate in Funding Connections programs at Cintrifuse’s sole discretion – such access can be revoked at any time. Cintrifuse does not warrant that Participants will receive an invitation to any Funding Connections program – Cintrifuse does not warrant that invited Participants will receive funding as a result of participating in any such program. Participants are responsible for conducting their own diligence regarding any funding opportunities. Cintrifuse is not liable for failed funding efforts or any damages arising from participation in the Funding Connections program.

Customer Connections. Cintrifuse offers Participants a number of opportunities to connect with potential customers in its local and international network of corporations (“Customer Connections”). Participants may be invited to take advantage of Cintrifuse’s Customer Connections programs at our sole discretion and such access can be revoked at any time. Cintrifuse does not warrant that Participants will receive an invitation to participate in any Customer Connections programs. Participants may have opportunities to launch a pilot with major brands or corporations, but such opportunities are not guaranteed. Furthermore, Cintrifuse does not warrant that a pilot agreement will lead to a continuing customer relationship. Participants are responsible for conducting their own due diligence related to any potential agreements with customers identified through the Customer Connections program. Cintrifuse’s involvement in any Customer Connections program does not make it a party to contracts or agreements entered into between Participants and customers identified through any such program. Participants and customers are solely liable for all damages related to a breach of contract – Cintrifuse is not liable for any damages arising from such breaches.

When thinking about how best to establish a business and protect its intellectual property, and what formal agreements to put into place among venture founders, managers, inventors and other relevant parties, recognize that there is no “one-size-fits-all” approach or set of documents. Participants are best served by consulting with legal counsel of their own choosing to help determine how to address the issues relevant to their venture.

Cintrifuse is an open, collaborative space. Cintrifuse values its reputation and always endeavors to act with appropriate discretion. However, given its relationship with multiple startups and the range of services it provides, Cintrifuse cannot offer any assurance of confidentiality. Cintrifuse is not responsible for safeguarding Participant’s confidential information and will not be requiring Cintrifuse staff, users or Mentors to enter into confidentiality/nondisclosure agreements or to agree to protect confidential information as a condition of participating in Cintrifuse programs. Participants are responsible for protecting all information they wish to maintain, or are obligated to maintain, as confidential (“Confidential Information”). Participants who decide to disclose Confidential Information to others are responsible for securing any such individual’s agreement to keep that information confidential. Cintrifuse will not be responsible for security breaches involving Confidential Information or for the failure of any individual to comply with an agreement not to disclose Confidential Information. Inappropriately disclosing materials believed to be confidential, proprietary or protectable intellectual property may impair a startup’s value. Therefore, Participants are urged to consult with experienced legal counsel before providing any confidential information to Cintrifuse or any other party.

Cintrifuse may make video or audio recordings of workshops or presentations that we will host from time to time. The recordings may be posted, streamed, broadcast, sold or otherwise publicly disseminated. By attending such a session, Participants consent to the use and dissemination of any such recording, without further obligation or liability to you.

NOTE THAT USE OF CINTRIFUSE PROGRAMS IS AT PARTICIPANT’S RISK. CINTRIFUSE PROGRAMS ARE PROVIDED AS IS WITHOUT ANY EXPRESS OR IMPLIED WARRANTIES INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. CINTRIFUSE WILL NOT BE LIABLE TO PARTICIPANTS FOR ANY LOST PROFITS OR OTHER CONSEQUENTIAL, SPECIAL, INDIRECT, OR INCIDENTAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS STATEMENT OR CINTRIFUSE. CINTRIFUSE’S AGGREGATE LIABILITY ARISING OUT OF THIS STATEMENT WILL NOT EXCEED THE GREATER OF ONE HUNDRED DOLLARS ($100) OR THE AMOUNT PARTICIPANTS HAVE PAID CINTRIFUSE IN THE LAST CALENDAR MONTH.

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