Terms of Use

As of March 27, 2023

Introduction

Thank you for visiting betanxt.com, the Website of BetaNXT, Inc. and its affiliates doing business under the tradename BetaNXT (“BetaNXT” “we” or “us”).

The following terms and conditions govern your use of this website and all content, services, and products available on or through the website (taken together, the “Site”). The Site is owned and operated by BetaNXT, Inc. and its affiliates (together, “BetaNXT”) as a service to its clients and investors and may be used for informational purposes only. Access to and use of the Site is subject to your acceptance without modification of all the terms and conditions contained herein, and all other operating rules, policies, and terms on this Site and any applicable written agreements with BetaNXT (which, in the event of a conflict with this terms and conditions, shall govern). If you do not agree to these terms, do not use the Site or download any materials from it. If you do not agree to the terms, or if you cannot remain in compliance with these terms, you may not access or use the Site. If you are accepting these terms on behalf of a legal entity other than yourself as an individual, including a business or a government body, you represent and warrant that you have full legal authority to bind that entity to these terms.

BetaNXT may revise these terms at any time by updating this posting. You should visit this page from time to time to review the then-current terms because they are binding on you. Certain provisions of these terms may be superseded by expressly designated legal notices or terms located on particular pages at this Site.

Eligibility

You are not eligible to use the Site if doing so would violate any law or regulation, including but not limited to export controls or restrictions.

This Site is not intended for use for individuals under the age of 18. You must be over the age of 18 to register an account on the Site. By registering an account, you represent that you meet this minimum age requirement. In any case, you affirm that you are over the age of 16, as the Site and the services are not intended for use by children under 16.

Account Responsibility

You are responsible for maintaining the security and confidentiality of your account and password, and you are fully responsible for all activities that occur under your account, whether by you or anyone else. You may not create or use an account for anyone other than yourself. You must immediately notify BetaNXT of any unauthorized uses of your account or any other breaches of security. BetaNXT will not be liable for any acts or omissions by you, including any damages of any kind incurred as a result of these acts or omissions. BetaNXT will not be liable for any loss that you or any other third party may incur as a result of someone else’s use of your account or password, either with or without your knowledge. BetaNXT may hold you liable for any losses incurred by BetaNXT or any other party due to someone else’s use of your account or password.

License

As long as you are in compliance with these terms and other applicable BetaNXT policies, we grant to you a limited, revocable, non-assignable, non-transferrable, non-sublicensable, non-exclusive license to use the Site, and to access and receive services that are intended for public display or access. Any rights not explicitly granted to you in these terms are strictly withheld and reserved by BetaNXT.

You agree that: (1) you will not copy or distribute any part of the Site or services in any medium without our prior written authorization, except as is necessary to your normal use of the Site; (2) you will not alter or modify any part of the Site other than is necessary to use the Site for its intended purposes; and (3) you will otherwise comply with these terms and all other applicable BetaNXT policies.

Intellectual Property Information

Unless otherwise noted, product names, designs, logos, titles, text, images, audio, video and other content within this Site are the trademarks, service marks, trade names, copyrights or other property of BetaNXT (“BetaNXT’s Intellectual Property”) or its third-party content providers (“Third-Party Intellectual Property”). The “look” and “feel” of the Site (including color combinations, layout, design, and all other graphical elements) are protected by U.S. copyright and trademark law. Nothing contained on the Site should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of BetaNXT’s Intellectual Property or Third-Party Intellectual Property displayed on the Site without the written permission of BetaNXT. All rights in and to the Site and its content are retained by BetaNXT. You acknowledge and agree that the contents of this Site, including BetaNXT’s Intellectual Property and Third-Party Intellectual Property, are protected by the copyright laws of the United States and other foreign jurisdictions. For additional information on the Site’s copyright protections, refer to the copyright notice in the Site (www.BetaNXT.com) footer.

To obtain permission to use BetaNXT’s Intellectual Property or Third-Party Intellectual Property, send an e-mail to info@BetaNXT.com. Note that no portion may be reproduced in any form, or by any means, without the prior written consent of BetaNXT. To obtain reproduction consent, send an e-mail to info@BetaNXT.com.

You may download single copies of material contained on this Site for non-commercial, personal use subject to the provisions below and provided that you also retain all copyright and other proprietary notices contained on the materials. If you do not agree to these terms, do not use the Site or download any materials from it.

As BetaNXT asks others to respect its intellectual property rights, it respects the intellectual property rights of others, pursuant to the Acceptable Use Policy below. If you believe that material located on the Site violates your copyright, you are encouraged to notify BetaNXT at Legal@BetaNXT.com. BetaNXT will respond to all notices and, if required or appropriate, may take the following actions: (1) removing the infringing material or disabling all links to the infringing material or (2) terminating a user’s access to and use of the Site if, the user is determined to be a repeat infringer of the copyrights or other intellectual property rights of BetaNXT or others.

User Submissions

Any content, material, information, or other communication, including, without limitation, data, questions, comments, feedback, suggestions, or the like (collectively, the “Communications”), that you transmit or post to this Site will be considered non-confidential and non-proprietary. If you transmit or post any Communications to this Site, you grant BetaNXT a world-wide, royalty free, fully paid, perpetual, irrevocable, and fully assignable, transferable and sublicensable right to use, reproduce, modify, adapt, publish, perform, translate, create derivative works from, distribute, display, and otherwise exploit those Communications throughout the world in any form, media, or technology, whether now known or hereafter devised or developed. BetaNXT will have no obligations in connection with any of the Communications, including, to the extent permitted by law, any obligation to retain or provide you with copies of your Communications or to guarantee any confidentiality with respect to your Communications.

BetaNXT cannot prevent the “harvesting” of information from this Site, and you may be contacted by BetaNXT or unrelated third parties, by e-mail or otherwise, within or outside of this Site. Furthermore, any Communications, including all data, images, sounds, text, and other things embodied therein, may be edited by or on behalf of BetaNXT, may or may not be posted to this Site and may be used by BetaNXT for any purpose, including, reproduction, disclosure, distribution, transmission, publication, broadcast and posting, all at the sole discretion of BetaNXT. The Communications may be used by BetaNXT for any and all commercial or non-commercial purposes including, but not limited to, developing, manufacturing, and marketing products using this information.

Acceptable Use Policy

You are prohibited from:

• using the Site in any way that violates applicable laws or regulations;
• posting or transmitting to this Site any Communications that are unlawful, threatening, libelous, defamatory, obscene or pornographic or that would otherwise violate any law;
• posting or transmitting any Communications that could constitute or encourage conduct that would be considered harmful, fraudulent, infringing, offensive, illegal or give rise to civil liability;
• posting or transmitting any Communications that contain any viruses, worms, malware, Trojan horses or other harmful, destructive or contaminating content;
• posting or transmitting any unsolicited messages, promotions, advertising, or solicitations (like “spam”) or that is machine- or randomly-generated;
• copying, modifying, publishing, transmitting, distributing, transferring, selling, creating derivatives of, or in any way exploiting, any material accessible through the Site not submitted or provided by you, including by use of any robot, spider, scraper, scripting, deep link or other similar automated gathering or extraction tools, program, algorithm or methodology, unless you obtain BetaNXT’s prior written consent;
• using the Site to advertise, market, sell or otherwise promote any commercial enterprise that you own, are employed by or are otherwise compensated by, either directly or indirectly;
• using this Site in any way to violate the security or integrity of any network, computer or communications system, software application, or network or computing device or otherwise attempt to disrupt or tamper with BetaNXT servers;
• modifying, adapting, translating, copying, reverse engineering, scraping, crawling, decompiling, or disassembling any portion of the Site;
• attempting to probe, scan, or test the vulnerability of a system or network of the Site or attempting to breach security or authentication measures without proper authorization;
• taking any action that imposes, or may impose, in BetaNXT’s sole discretion, an unreasonable or disproportionately large load on our infrastructure,
• attempting to gain unauthorized access to any of the Site or other accounts through hacking, password mining or other means; or
• using or encouraging, promoting, facilitating, or instructing others to use the Site in any matter not explicitly permitted under these terms.

BetaNXT has the right (but not the obligation) to monitor activity on the Site and investigate any violation of this Agreement or misuse of the Site. If you become aware of any violation of this Agreement or misuse of the Site, you must immediately notify us and provide us with assistance, as requested, to stop or remedy the violation. BetaNXT will cooperate fully with any law enforcement authorities or court order requesting or directing BetaNXT to disclose the identity of or help identify or locate anyone posting any information or materials. BetaNXT further has the right (but not the obligation) to refuse or remove any Communications from this Site or terminate or deny access to and use of the Site for any reason. BetaNXT is under no obligation to enforce these terms on your behalf against another user. BetaNXT reserves the right to take appropriate action in its sole discretion.

You hereby represent and warrant that (a) your use of the Site will not infringe the proprietary rights of any third party; (b) your use of the Site will be in strict accordance with these and any other applicable terms and with all applicable laws and regulations; and (c) that any Communication you post or transmit to the Site is accurate.

Notwithstanding the foregoing rules of conduct, BetaNXT retains an unlimited right to terminate your access to the Site, subject to applicable law, which shall not be limited to violations of the Acceptable Use Policy above.

User Responsibility

BetaNXT has not reviewed, and cannot review, all of the Communications and material posted by third parties to the Site, and therefore cannot be responsible for its content, use or effects. By operating the Site, BetaNXT does not represent or imply that it endorses the material there posted, or that it believes the material to be accurate, useful, lawful, or non-harmful. Neither BetaNXT nor any of this third-party partners guarantees, endorses, or is otherwise responsible or liable for the accuracy, completeness, timeliness, reliability, availability, or usefulness of any Communications and material accessible through the Site.

Additionally, the information provided on this Site by BetaNXT speaks only as of the respective dates on which the information was first created. This information can become out-of-date. BetaNXT makes no commitment, and disclaims any duty, to update any of this information, except as expressly stated on this Site. You use this Site at your own risk and are responsible for taking precautions as necessary to protect yourself and your computer systems.

Links to Other Materials

The Site may contain links to the websites of third parties on which you may be able to obtain information or use services. The linked sites are not under the control of BetaNXT, and BetaNXT is not responsible for the content, including, without limitation, the truthfulness or accuracy of any statement or other content, of any linked site or any link contained in a linked site. BetaNXT reserves the right to terminate any link or linking program at any time. BetaNXT has not reviewed all the information contained in the linked sites and does not endorse the companies, products, or sites to which it links and reserves the right to note throughout the Site. If you decide to access any of the third-party sites linked to our Site, you do this entirely at your own risk.

DISCLAIMER AND LIMITATION OF LIABILITY: USE OF THIS WEBSITE IS AT YOUR OWN RISK. BY USING THE SITE, YOU AGREE AND ACKNOWLEDGE THAT THE MATERIALS ON THIS SITE ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT ANY EXPRESS OR IMPLIED WARRANTY OF ANY KIND INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT OF INTELLECTUAL PROPERTY OR FITNESS FOR ANY PARTICULAR PURPOSE. YOUR SOLE AND EXCLUSIVE REMEDY IN THE CASE OF DISSATISFACTION WITH THIS SITE OR ANY OTHER GRIEVANCE SHALL BE YOUR TERMINATION AND DISCONTINUANCE OF ACCESS TO OR USE OF THE SITE.

WE DO NOT WARRANT THAT YOU WILL BE ABLE TO ACCESS OR USE THE SITE AT THE TIMES OR LOCATIONS OF YOUR CHOOSING; THAT YOUR USE OF THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE; THAT DEFECTS WILL BE CORRECTED; OR THAT THE SITE IS FREE OF INACCURACIES, MISREPRESENTATIONS BY USERS, VIRUSES OR OTHER HARMFUL COMPONENTS.

IN NO EVENT SHALL BETANXT OR ITS PARTNERS BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION OR LOSS OF INFORMATION) ARISING OUT OF THE USE OR INABILITY TO USE THIS SITE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

BetaNXT assumes no responsibility, and shall not be liable for, any damages to or viruses that may infect your computer equipment, software, data or other property on account of your access to, use of, or browsing in the Site or your downloading of any materials, data, text, images, video or audio from the Site or any linked sites. BetaNXT and its partners further do not warrant the accuracy or completeness of the information, text, graphics, links or other items contained within the materials posted, set forth, downloadable or linked to this Site. BetaNXT may make changes to or discontinue any or all of these materials, or the products described therein, at any time without notice. BetaNXT makes no commitment to update the information on this Site.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, AND EXCEPT AS OTHERWISE PROHIBITED BY LAW, IN NO EVENT SHALL WE OR OUR AFFILIATES, SUCCESSORS, LICENSORS, BUSINESS PARTNERS, HEIRS, OR ASSIGNS (COLLECTIVELY, THE “RELATED PARTIES”) BE LIABLE TO YOU BASED ON OR RELATED TO YOUR USE OF THE SITE, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, AND SHALL NOT BE RESPONSIBLE FOR ANY LOSSES OR DAMAGES, INCLUDING WITHOUT LIMITATION DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, EXEMPLARY OR SPECIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH ACCESS TO OR USE OF THE WEBSITE OR SERVICES, EVEN IF WE OR RELATED PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF DAMAGES.

THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU TO THE EXTENT PROHIBITED BY APPLICABLE LAW, AND ARE VOID WHERE PROHIBITED.

Indemnification

You agree to indemnify, defend, and hold harmless BetaNXT, its contractors, and its third-party partners, and their respective directors, officers, employees, and agents from and against any and all claims, costs, liabilities and expenses (including attorneys’ fees) arising out of your use of the Site, including but not limited to your violation of these terms. BetaNXT reserves the right, at your expense, to control the defense of these claims. You agree not to settle any claims without BetaNXT’s written consent. You agree to notify BetaNXT immediately in writing of any claims. This defense and indemnification obligation will survive these terms and your use of the Site.

Termination

BetaNXT may terminate your access to all or any part of the Site at any time, with or without cause, with or without notice, effectively immediately. If you wish to terminate these terms, or your user account (if you have one), you may simply discontinue using the Site. All provisions of these terms which by their nature should survive termination shall survive, including, without limitation, intellectual property ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

Applicable Laws, Disputes, and Jurisdiction

This Site is controlled by BetaNXT from its offices located in the State of New York within the United States of America. BetaNXT does not make any representation that materials at this Site are appropriate or available for use outside the United States, and access to them from territories where the content of this Site is illegal is prohibited. Although this Site may be viewed internationally and may contain references to products and services not available in all countries, references do not imply that BetaNXT intends to make products or services available in all countries and territories. You may neither use, export nor re-export the materials at this Site, nor may you use any copy or adaptation of materials, in each case, in violation of any applicable laws or regulations, including, without limitation, United States export laws and regulations.

You agree that any claim or dispute arising out of or relating in any way to your use of the Site, or any service provided by us, will be resolved solely and exclusively by binding arbitration, rather than in court, except that you may assert claims in small claims court if your claims qualify. The Federal Arbitration Act and federal arbitration law apply to this Agreement.

Except to the extent applicable law provides otherwise, these terms, any access to or use of the Site, will be governed by the laws of the State of New York within the United States of America, excluding its conflict of law provisions, and the proper venue for any disputes arising out of or relating to any of the same will be the state and federal course located in New York. YOU UNDERSTAND AND AGREE TO SUBMIT TO ARBITRATION PROCEEDINGS TO SETTLE ANY DISPUTES HEREUNDER, THAT ARBITRATION WILL BE IN LIEU OF LITIGATION, AND EACH PARTY HEREBY WAIVES THE RIGHT TO SUE IN COURT IN FAVOR OF THE ARBITRATION PROCEEDING EXCEPT AS PERMITTED UNDER THIS AGREEMENT. Arbitration under this Agreement will be conducted by the American Arbitration Association (“AAA”) under its rules then in effect. Payment of all filing, administration, and arbitrator fees will be governed by the AAA’s rules.

Notwithstanding the foregoing, you agree that we may sue in court to enjoin infringement or other misuse of intellectual property or other proprietary rights.

To the extent arbitration does not apply, you agree that any dispute arising out of or relating to the Site or us, may only be brought by you in a state or federal court located in NEW YORK. YOU HEREBY WAIVE ANY OBJECTION TO THIS VENUE AS INCONVENIENT OR INAPPROPRIATE AND AGREE TO EXCLUSIVE JURISDICTION AND VENUE IN NEW YORK.

General

If any part of these terms is held invalid or unenforceable, that part will be construed to reflect the parties’ original intent, and the remaining portions will remain in full force and effect. A waiver by either party of any term or condition of these terms or any breach thereof, in any one instance, will not waive term or condition or any subsequent breach thereof. You may not assign or otherwise transfer your rights under this Agreement to any party, including by operation of law. BetaNXT may assign or otherwise transfer its rights under this Agreement without condition. This Agreement will be binding upon and will inure the benefit of the parties, their successors and permitted assigns.