Last Updated: June 1, 2011

Zephyr Technology Ventures, LLC (herein referred to as “Zephyr,” “we,” “us” or “our”) provides and makes available this web site (the “Web Site”) for your use, subject to the terms and conditions contained in this Terms of Use Agreement (the “Agreement”). Please read this Agreement carefully. By accessing, browsing or using this Web Site, you acknowledge that you have read, understood, and agree to be bound by this Agreement.

 
1.2 The information on the Web Site is intended solely for the use of issuers, brokers, service providers, counterparties, potential employees and others seeking to do business with Zephyr, and not potential investors. No material at this site should be used or considered as an offer to sell or a solicitation of any offer to buy an interest in any venture managed by Zephyr.
 

1.3 You understand and agree that we may change this Agreement at any time without prior notice. You may read a current, effective copy of this Agreement at any time by selecting the “Use Terms” link on the Web Site. The revised terms and conditions will become effective upon posting. If any change to this Agreement is not acceptable to you, your sole remedy is to cease accessing, browsing and using the Web Site. Any use of the Web Site after a revised version of this Agreement is posted shall constitute your acceptance of and agreement to be bound by such revised terms and conditions.
  
2. Use of the Web Site.
2.1 This Web Site contains material, including but not limited to, software, text, graphics and images and various forms of digital media (collectively referred to as the “Content”). The Content is protected by copyright under both United States and foreign laws. Unauthorized use of the Content may result in violation of copyright, trademark, and other laws. You may use the Content solely for you own personal use and may print out one copy of the Content for your own personal use. No other use is permitted without prior written consent from us. You must retain all copyright and other proprietary notices contained in the original Content on any copy you make of the Content. You may not sell, transfer, assign, license, sublicense, or modify the Content or reproduce, display, publicly perform, make a derivative version of, distribute any Content, and/or otherwise use the Content in any way for any public or commercial purpose. The use or posting of the Content on any other web site or in a networked computer environment for any purpose is expressly prohibited. If you violate any part of this Agreement, your right to access and/or use the Content and Web Site shall automatically terminate and you shall immediately destroy any copies you have made of the Content.
 
2.2 The trademarks, service marks, and logos of Zephyr  (the “Zephyr Trademarks”) used and displayed on this Web Site are registered and unregistered trademarks or service marks of Zephyr. Other company, product, and service names located on the Web Site may be trademarks or service marks owned by third-parties (the “Third-Party Trademarks”, and, collectively with Zephyr Trademarks, the “Trademarks”). Nothing on this Web Site should be construed as granting, by implication, estoppels, or otherwise, any license or right to use any Trademark displayed on this Web Site without the prior written consent of Zephyr, or any such third-party owners of such Trademark, specific for each such use. The Trademarks may not be used to disparage Zephyr or the applicable third-party, Zephyr or third-party’s products or services, or in any manner (using commercially reasonable judgment) that may damage any goodwill in the Trademarks. Use of any Trademarks as part of a link to or from any site is prohibited unless Zephyr, in advance, in writing, approves the establishment of such a link. All goodwill generated from the use of any Zephyr Trademark shall inure to the benefit of Zephyr.
 
2.3 No user of this Web Site may (a) take any action that imposes an unreasonable load on the Web Site’s infrastructure, (b) use any device, software or routine to interfere or attempt to interfere with the proper working of the Web Site or any activity being conducted on the Web Site, (c) attempt to decipher, decompile, disassemble or reverse engineer any of the software comprising or making up the Web Site, (d) delete or alter any Content and/or any other material posted by any other person or entity, or (e) frame or link to any of the materials or information available from the Web Site.
 
2.4 The Web Site may contain links to third-party web sites (“External Sites”). These links are provided solely as a convenience to you and not as an endorsement by us of such External Sites and/or the content available on such External Sites. The content of such External Sites is developed and provided by others. You should contact the site administrator or Webmaster for those External Sites if you have any concerns regarding such links or any content available through such External Sites. We are not responsible for any External Sites and do not make any representations regarding the content or accuracy of materials on such External Sites. You should take precautions when downloading files from all web sites to protect your computer from viruses and other destructive programs. If you decide to access linked External Sites, you do so at your own risk.
 
2.5 Elements of the Web Site are protected by trade dress, trademark, unfair competition, and other state and federal laws and may not be copied or imitated in whole or in part, by any means, including but not limited to, the use of framing or mirrors, except as expressly permitted by this Agreement. None of the Content for this Web Site may be retransmitted without express written consent from Zephyr for each and every instance.
 
3. Limitation of Liability and Disclaimer of Warranties.
NONE OF ZEPHYR TECHNOLOGY VENTURES, LLC , ITS AFFILIATES, THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, AND/OR LICENSORS (COLLECTIVELY, THE “ZEPHYR PARTIES”) MAKES ANY WARRANTIES OR REPRESENTATIONS ABOUT THE WEB SITE AND/OR ITS CONTENT, INCLUDING BUT NOT LIMITED TO THE ACCURACY, RELIABILITY, COMPLETENESS, TIMELINESS, OR RELIABILITY OF THE WEB SITE AND/OR ITS CONTENT. NONE OF THE ZEPHYR PARTIES SHALL BE SUBJECT TO LIABILITY FOR ANY CLAIMS CONCERNING THE TRUTH, ACCURACY, COMPLETENESS AND/OR TIMELINESS OF ANY INFORMATION CONVEYED TO THE USER THROUGH THE WEB SITE AND/OR FOR ANY ERRORS, MISTAKES AND/OR OMISSIONS THEREIN OR FOR ANY DELAYS OR INTERRUPTIONS OF THE DATA OR INFORMATION STREAM FROM WHATEVER CAUSE. YOU AGREE THAT YOU USE THE WEB SITE AND THE CONTENT SOLELY AT YOUR OWN RISK.
 
NONE OF THE ZEPHYR PARTIES WARRANT THAT THE WEB SITE WILL OPERATE ERROR FREE OR THAT THIS WEB SITE, ITS SERVER, OR THE CONTENT IS FREE OF COMPUTER VIRUSES OR SIMILAR CONTAMINATION OR DESTRUCTIVE FEATURES. IF YOUR USE OF THE WEB SITE OR THE CONTENT RESULTS IN THE NEED FOR SERVICING OR REPLACING EQUIPMENT OR DATA, NO ZEPHYR PARTY SHALL BE RESPONSIBLE FOR THOSE COSTS.
 
THE WEB SITE AND CONTENT ARE PROVIDED ON A STRICTLY  “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND. ZEPHYR PARTIES DISCLAIM ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTIES' RIGHTS, AND FITNESS FOR PARTICULAR PURPOSE
 
IN NO EVENT SHALL ANY ZEPHYR PARTNERS PARTY BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, INCIDENTAL AND/OR CONSEQUENTIAL DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION) RESULTING FROM THE USE OR INABILITY TO USE THE WEB SITE AND THE CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, EVEN IF A ZEPHYR PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
 
Some states do not allow exclusion of implied warranties or limitation of liability for incidental or consequential damages, so the above limitations or exclusions may not apply to you. IN SUCH STATES, THE LIABILITY OF ZEPHYR PARTIES SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
 
4. Indemnification.
You agree to defend, indemnify, and hold harmless the Zephyr Parties, from and against any and all claims, actions or demands, including, without limitation, reasonable legal and accounting fees, arising or resulting from your breach of this Agreement or your access to, use or misuse of the Content or Web Site. Zephyr shall provide notice to you of any such claim, suit, or proceeding and shall assist you, at your expense, in defending any such claim, suit or proceeding. Zephyr reserves the right to assume the exclusive defense and control of any matter which is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting Zephyr’s defense of such matter
 
5. Termination of the Agreement.
5.1 Zephyr reserves the right, in its sole discretion, to restrict, suspend, or terminate this Agreement and your access to all or any part of the Web Site or the Content, at any time and for any reason without prior notice or liability. Zephyr reserves the right to change, suspend, or discontinue all or any part of the Web Site or the Content at any time without prior notice or liability.
 
5.2 If this Agreement is terminated, Sections 2 (Use of the Web Site), 3 (Limitation of Liability and Disclaimer of Warranties), 4 (Indemnification), 5 (Termination of Agreement), and 8 (Miscellaneous) shall survive the termination of this Agreement.
 
6. User Must Comply with Applicable Laws.
6.1 This Web Site is based in New York, NY. We make no claims concerning whether the Content may be downloaded, viewed, or be appropriate for use outside of the United States. If you access the Web Site or the Content from outside of the United States, you do so at your own risk. Whether inside or outside of the United States, you are solely responsible for ensuring compliance with the laws of your specific jurisdiction.
 
6.2 The United States controls the export of products and information. You expressly agree to comply with such restrictions and not to export or re-export any of the Content to countries or persons prohibited under the export control laws. By downloading the Content, you are expressly agreeing that you are not in a country where such export is prohibited or are a person or entity for which such export is prohibited. You are solely responsible for compliance with the laws of your specific jurisdiction regarding the import, export, or re-export of the Content.
 
7. U.S. Government Restricted Rights.
The Content is provided with “RESTRICTED RIGHTS.” Use, duplication, or disclosure by the Government is subject to the restrictions contained in 48 CFR 52.227-19 and 48 CFR 252.227-7013 et seq. or its successor. Use of the Web Site or Content by the Government constitutes acknowledgement of our proprietary rights in the Web Site and Content.
 
8. Miscellaneous.
This Agreement is governed by the internal substantive laws of the State of New York, without respect to its conflict of laws provisions. You expressly agree to submit to the exclusive personal jurisdiction of the state and federal courts sitting in the City of New York in the State of New York. If any provision of this Agreement is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect. Failure of Zephyr to act on or enforce any provision of the Agreement shall not be construed as a waiver of that provision or any other provision in this Agreement. No waiver shall be effective against Zephyr unless made in writing, and no such waiver shall be construed as a waiver in any other or subsequent instance. Except as expressly agreed by Zephyr and you, this Agreement, along with all other notices, disclaimers, policies and agreements displayed and/or made available through the Web Site, constitutes the entire Agreement between you and Zephyr with respect to the subject matter, and supersedes all previous or contemporaneous agreements, whether written or oral, between the parties with respect to the subject matter. The section headings are provided merely for convenience and shall not be given any legal import. This Agreement will inure to the benefit of our successors, assigns, licensees, and sub licensees. Any information submitted or provided by you to the Web Site might be publicly accessible. Important and private information should be protected by you. Zephyr is not liable for protection of privacy of electronic mail or other information transferred through the Internet or any other network that you may use.