Terms of Use

The National Angel Capital Organization (NACO) is the industry association representing Angel investors in Canada, dedicated to promoting best practices and public policy advocacy in relation to innovation and early-stage capital formation in Canada. NACO  welcomes you to our website at www.nacocanada.com  (“Site”).

  1. Agreement

    By accessing, transacting with, or by otherwise using this Site, you signify that you have read, fully understand and agree to be legally bound by these Terms of Use (the “Terms of Use” or “Agreement“), our Privacy Policy, and to comply with all applicable laws and regulations as they may change from time to time. IF YOU DO NOT ACCEPT AND AGREE TO BE LEGALLY BOUND BY AND COMPLY WITH THESE TERMS OF USE, YOU ARE NOT PERMITTED TO ACCESS OR USE THE SITE. We suggest you print a copy of these Terms of Use for your records.

    We reserve the right, in our sole and absolute discretion, to modify all or a portion of these Terms of Use at any time without further notice and without incurring any liability or obligation. If we do this, we will post the changes to these Terms of Use on the Site and will indicate at the top of this page the date these Terms of Use were last revised. Your continued access to and/or use of the Site after any such changes constitutes your acceptance of, and agreement to be legally bound by, these Terms of Use, as revised. It is your sole responsibility to regularly check the Site to determine if there have been any changes to these Terms of Use and to review such changes.

    You hereby acknowledge and agree that we reserve the right at any time to modify or discontinue the whole, or any part of, the Site, without notice, and that we will not be responsible or liable, directly or indirectly, to you or any other person or entity for any loss or damage of any kind incurred as a result of any such modifications or discontinuance.

  2. Becoming a Member of NACO through the Site

    You may register as an “Individual”, “Group”, or “Supporting” member of NACO if you meet the membership criteria specified on the Site as applicable to the membership class for which you wish to apply. By making an application through the Site, you agree to pay in full the stated membership fee associated with the applicable membership class, and any applicable taxes, using our selected on-line credit card payment method account. Unless otherwise indicated, all dollar amounts on the Site are in Canadian Dollars.

    When registering as a member of NACO using the Site, you agree to provide accurate and current information about yourself and/or your organization as required by registration process, and to promptly update such information as necessary to ensure that the information you provide is kept accurate and complete. You agree to be responsible for: (a) maintaining the confidentiality of any passwords or other account identifiers which you choose or are assigned as a result of any registration on the Site, and (b) all activities that occur under such password or account. Further, you agree to notify us of any unauthorized use of your password or account. NACO shall not be responsible or liable, directly or indirectly, in any way for any loss or damage of any kind incurred as a result of, or in connection with, your failure to comply with this section.

    In order to register as a member of NACO, you will need to provide certain information regarding yourself and/or your organization, that is required to review and to process the application (“Data“). In addition, you will be required to provide your valid payment information to external payment sites, including a valid accepted credit card number and expiration dates (“Financial Information“) to our selected on-line credit card payment facilities to facilitate payment.  To complete your application using  our selected on-line credit card payment facilities, you may be required to complete the a registration page and provide any additional information that  our selected on-line credit card payment facilities  requires to process payment, and accept the Terms and Conditions of the  selected on-line credit card payment facilities.

    Once your payment has been processed, the selected on-line credit card payment processor will send an email confirmation using the email address. It is RECOMMENDED that you use the same email address that you provided to us. If for any reason the selected on-line credit card payment processor can’t complete the processing of your payment, any application will not be processed.

    We reserve the right to verify the validity of all applications and will not process any application if we find evidence of fraud or any other tampering with the application process or any other violation of these Terms of Use or any other NACO membership policy. Incomplete or improperly completed applications will not be processed.

  3. Site Moderators
    The Site is operated and managed by a select group of moderators (the “Moderator(s)“). If you encounter a problem while using the Site and/or have questions or concerns about the Site, please contact a Moderator at: moderator@nacocanada.com.
  4. User Submitted Content and Code of Conduct

    Certain features and/or portions of this Site may (or may in the future) permit you to upload, post, submit, or otherwise transmit content that you have created (the “User Content”). These features may include, without limitation, a discussion forum, a Social Q&A platform, a list of registered NACO members, a NACO directory of angels in Canada, and a public knowledge base, including an  encyclopedia that may be edited by Site users.

    1. You hereby agree that you shall not use the Site to upload, post, communicate or otherwise submit or transmit through, or to, the Site any User Content that:
      1. may, in the sole and absolute discretion of NACO or the Moderators, degrade, tarnish or deprecate NACO and/or the public image or standing in the community of NACO;
      2. is deemed, in the sole and absolute discretion of NACO or the Moderators, to be defamatory, trade libelous, pornographic or obscene;
      3. is deemed, in the sole and absolute discretion of NACO or the Moderators, to contain, depict, include, discuss or involve, without limitation, any of the following: nudity;  alcohol/drug consumption or smoking;  explicit or graphic sexual activity, or sexual innuendo; crude, vulgar or offensive language and/or symbols;  derogatory characterizations of any ethnic, racial, sexual, religious or other groups;  content that endorses, condones and/or discusses any illegal, inappropriate or risky behaviour or conduct;  information pertaining to identifiable individuals or organizations, including, without limitation, names, telephone numbers and addresses (physical or electronic), other than those of the user, or an organization that the user has the authority to represent; commercial messages, comparisons or solicitations for products or services, unless otherwise permitted by these Terms of Use, or another written statement, policy, or document from NACO;  any identifiable third party products, trade-marks, brands and/or logos, other than those of the user, or an organization that the user has the authority to represent; conduct or other activities in violation of these Terms of Use; and/or any other content that is or could be considered inappropriate, unsuitable or offensive, all as determined by NACO or the Moderators in its/their sole and absolute discretion;
      4. contains any reference to or likeness of any identifiable third parties, unless consent has been obtained from each such individual and his/her parent/legal guardian if he/she is under the age of majority in his/her jurisdiction of residence;
      5. infringes, or might infringe, the intellectual property rights, privacy rights, rights of publicity, or other proprietary rights of others or give rise to any claims for payment whatsoever;
      6. contains any viruses, trojan horses, time bombs, or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
      7. contains (in any format or media) any music, logos, trade-marks or other copyrighted materials (e.g. photographs, pictures, texts, lyrics, etc.) unless you    are the owner, or have first obtained consent from the owner, of such materials.
    2. You hereby agree that you shall not use the Site to:
      1. disrupt, place unreasonable burdens or excessive loads on, interfere with or attempt to gain unauthorized access to any portion of the Site;
      2. collect information about others without their consent;    and/or
      3. upload, post, email, transmit or otherwise make available any content that you do not have the right to disclose or make available.
    3. Further, you hereby agree that you shall not engage in prohibited or unauthorized use of the Site or of  NACO  systems, including, but not limited to, unauthorized entry into the systems, misuse of passwords, or misuse of any information on the Site.
  5. Intellectual Property Rights (Re: Site Content)

    The Site consists of various graphics, texts, icons and buttons that have been provided by NACO and/or other entities under our direction (e.g. site designers). All such content is owned by  NACO  and/or the applicable third party entity. For greater certainty, NACO  and applicable third party entities hold all right, title, and interest in and to any and all content provided by such parties for the Site, including, without limitation, all such information in text, graphical, video and audio formats, images, icons, designs, trade-marks, brand names and software (collectively, the “Site Content“). You hereby acknowledge that the Site Content is protected by all copyright, trade-mark, and other applicable intellectual property laws. Your use of the Site does not grant or transfer to you any ownership or other rights in the Site Content, and except as expressly provided, nothing herein or within the Site shall be construed as conferring on you or any other person any license under any of  NACO  or any third party’s intellectual property rights, including, without limitation, any right to download, display, reproduce, distribute, modify, edit, alter or enhance any of the Site Content in any manner whatsoever. Any rights not expressly granted to you in these Terms of Use are expressly reserved by  NACO. For greater certainty, you agree that you will not take any action that is inconsistent with  NACO  ownership of the Site and/or NACO ownership of, or any third party’s ownership of, any Site Content. Without limiting the generality of the foregoing, users of this Site shall be entitled to copy Site Content contained within this Site only for their own informational and non-commercial use, but may not republish or reproduce any such Site Content in any manner without the prior written consent of NACO. NACO  hereby grants each user of this Site a limited, non-exclusive and revocable license to make informational and non-commercial use of the Site and its Site Content. For greater certainty, this limited license only allows you to view, download or print materials from this Site for your own informational and non-commercial use (provided all original copyright, trade-mark and other notices are preserved in their original form). For greater certainty, “non-commercial use” will include the use of Site Content for informational and educational purposes, in a business context, and in relation to angel investing, NACO, NACO Members, affiliates, or partners, or such other uses as NACO may choose to permit from time to time. This limited license does not include any rights not specifically enumerated herein, and, for greater certainty, does not include permission to copy, redistribute, reproduce or republish, in any form, any content contained within this Site.

    Certain names, graphics, logos, icons, designs, words, titles or phrases contained within the Site may constitute trade names, registered or unregistered trade-marks or service marks (collectively, “Trade-marks“) of NACO or other entities. Trade-marks may be registered in Canada and in other countries as applicable.  All Trade-marks not owned by  NACO  are the property of their respective owners, and, where used by  NACO  are used under license or with permission. All Trade-marks are and shall remain the sole and exclusive property of their respective owner(s). Any use of such Trade-marks, except as expressly provided for herein, without the express written consent of the applicable owner is strictly prohibited. Nothing contained herein or on this Site may be construed as granting, by implication, estoppel, or otherwise, any license to use any Trade-mark(s). You agree that you will not take any actions inconsistent with  NACO  ownership of, or any third party’s ownership of, the Trade-marks.

  6. License Granted by Site Users to NACO (Re: User Content)

    Certain features and/or portions of this Site may permit you to upload, post, submit or otherwise transmit User Content. By using any such features and/or portions and providing User Content, you are giving NACO permission to forever use any User Content you submit on or through the Site.

    By using the Site and providing User Content, you hereby: (i) grant to NACO a world-wide, perpetual, irrevocable, transferable, sub-licensable, royalty-free, non-exclusive, and unrestricted license to copy, reproduce, adapt, transmit, edit, modify, or otherwise use, publicly display, distribute, translate and create compilations and derivative works from, any and all User Content (in any format or media) that you post on, upload or otherwise submit to or through, the Site; and (ii) waive all moral rights in and to all User Content that you post on, upload or otherwise submit to or through, the Site in favour of NACO. For greater certainty, this means that, among other things, NACO  has  the right to use any and all ideas you submit (including ideas about our products, services, publications or campaigns) in any manner that we choose, without any notice or obligation to you whatsoever.
    Without limiting the generality of the foregoing, you hereby grant to each user of the Site a world-wide, perpetual, irrevocable, royalty-free, non-exclusive license to share any and all User Content (in any format or media) that you post on, upload or otherwise submit to or through, the Site via any share functionality that may be available on the Site.

  7. User Waivers and Representations (Re: User Content)

    By using the Site and providing User Content, you hereby acknowledge, agree, warrant and represent to NACO that any and all User Content (in any format or media) you post on, upload to or otherwise submit to or through, the Site:

    1. is original to you and that you have obtained all necessary rights in and to the User Content and all of its components (if applicable) to post, upload, or otherwise submit it to or through the Site; and
    2. does not violate any law.

    Without limiting the generality of the foregoing, you  also hereby acknowledge, agree, warrant and represent to NACO  that  we cannot (nor are we required to) guarantee the accuracy, reliability or completeness of any User Content.

  8. Indemnification and Release by User
    By using the Site, you hereby agree to indemnify, defend, release, and hold harmless NACO and the Moderators, and each of their respective agents, employees, directors, successors, and assigns (collectively, the “Releasees“) from any loss, liability, claim, demand, damage or expense asserted by any entity relating in any way to your use of the Site, Site Content, User Content, and/or breach of these Terms of Use, including, without limitation,  any and all claims based on your reliance on the Site, Site Content, or User Content; invasion of privacy; copyright infringement; trade-mark infringement; or any other cause of action.
  9. Duty of Moderators and Notice of Infringing User Content

    The Moderators are under no legal obligation to actively screen or edit User Content, but reserve the right, in their and NACO’s sole and absolute discretion, to modify, edit or remove any User Content, or to request a User to modify or edit his or her User Content, if a complaint or notice of allegedly infringing materials is received with respect to the User Content, or for any other reason.

    To complain about User Content and/or to provide notice of allegedly infringing materials on the Site, please contact a Moderator at: moderator@nacocanada.com.

  10. Disclaimer and Limitation of Liability

    THE SITE AND ALL INFORMATION CONTAINED ON OR ACCESSED FROM THE SITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND WITHOUT ANY REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED. ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE ARE HEREBY DISCLAIMED TO THE FULLEST EXTENT PERMITTED BY LAW.

    WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE RELEASEES MAKE NO REPRESENTATION OR WARRANTY THAT: (I) ANY USER CONTENT OR SITE CONTENT IS ACCURATE, VALID, OR OTHERWISE RELIABLE; (II) THE SITE WILL BE COMPATIBLE WITH YOUR COMPUTER AND SOFTWARE; (III) THE SITE WILL BE AVAILABLE OR WILL FUNCTION WITHOUT INTERRUPTION OR ERROR; (IV) THE USE OF THE SITE, INCLUDING, WITHOUT LIMITATION, THE BROWSING AND DOWNLOADING OF ANY INFORMATION, WILL BE FREE OF ANY VIRUSES, TROJAN HORSES, WORMS OR OTHER DESTRUCTIVE, INTRUSIVE OR DISRUPTIVE COMPONENTS; (V) THE TRANSMISSION OF INFORMATION TO AND FROM THE SITE WILL BE SECURE; (VI) THE USE OF THE SITE WILL NOT INFRINGE THE RIGHTS (INCLUDING, WITHOUT LIMITATION, INTELLECTUAL PROPERTY RIGHTS) OF ANY PERSON; OR (VII) THE USE OF THE SITE WILL NOT CAUSE ANY DAMAGE TO YOUR COMPUTER SYSTEMS, SOFTWARE OR ELECTRONIC FILES.

    COMMENTS OR OPINIONS EXPRESSED ON THE SITE ARE THOSE OF THEIR RESPECTIVE SITE USERS ONLY. THE VIEWS EXPRESSED ON THE SITE AND IN USER CONTENT DO NOT NECESSARILY REPRESENT OR REFLECT THE VIEWS OF NACO.  THE RELEASEES ARE NOT RESPONSIBLE FOR, AND DISCLAIM ALL LIABILITY IN RELATION TO, THE USER CONTENT POSTED, UPLOADED OR OTHERWISE SUBMITTED TO OR THROUGH THE SITE.  THIS SITE IS NOT INTENDED TO AND CANNOT PROVIDE SPECIFIC FINANCIAL OR LEGAL INFORMATION. IF YOU REQUIRE FINANCIAL OR LEGAL ADVICE PLEASE CONSULT A LICENSED PROFESSIONAL.

    ANY PRODUCTS AND/OR SERVICES DESCRIBED ON THE SITE ARE OFFERED IN JURISDICTIONS WHERE THEY MAY BE LEGALLY OFFERED. THE INFORMATION ON THE SITE IS NOT AN OFFER OR SOLICITATION BY ANYONE IN ANYONE IN ANY JURISDICTION IN WHICH AN OFFER OR SOLICITATION CANNOT LEGALLY BE MADE, OR TO ANY PERSON TO WHOM IT IS UNLAWFUL TO MAKE A SOLICITATION. NACO IS NOT REGISTERED WITH THE SECURITIES REGULATORY AUTHORITIES OF ANY JURISDICTION AS A DEALER, ADVISOR OR UNDER ANY OTHER CATEGORY OF REGISTRATION. NACO MAY NOT SELL, OFFER TO SELL OR OFFER TO PURCHASE ANY SECURITY. THE MATERIAL ON THIS WEB SITE IS INTENDED TO BE STRICTLY INFORMATIONAL. THE MATERIAL ON THIS WEB SITE SHOULD NOT BE CONSTRUED AS INVESTMENT ADVICE NOR AS ON OFFER OR SOLICITATION TO SELL OR PURCHASE ANY SECURITY. ANY SALE OF A SECURITY AS A RESULT OF THE MATERIAL CONTAINED HEREIN BETWEEN AN INVESTOR AND A COMPANY THAT HAS ITS INFORMATION POSTED ON THIS WEBSITE CAN ONLY BE MADE IN ACCORDANCE WITH APPLICABLE SECURITIES LAWS. INFORMATION ABOUT COMPANIES POSTED ON THIS WEBSITE IS SOLELY FOR THE USE OF APPROVED INVESTORS AND MAY NOT BE REVIEWED BY OR DISTRIBUTED TO OTHERS UNDER ANY CIRCUMSTANCES.

    THE RELEASEES WILL NOT UNDER ANY CIRCUMSTANCES BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY DAMAGES WHATSOEVER ARISING FROM, CONNECTED WITH, OR RELATING TO THE SITE. YOU EXPRESSLY ACKNOWLEDGE THAT NACO HAS ENTERED INTO THIS AGREEMENT WITH YOU AND/OR YOUR ORGANIZATION, AND MAKES THE SITE AVAILABLE TO YOU AND/OR YOUR ORGANIZATION, IN RELIANCE UPON THE LIMITATIONS AND EXCLUSIONS OF LIABILITY AND THE DISCLAIMERS SET FORTH HEREIN, AND THAT THE SAME FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND/OR YOUR ORGANIZATION AND NACO.  YOU (AND/OR YOUR ORGANIZATION) EXPRESSLY AGREE THAT THE LIMITATIONS AND EXCLUSIONS OF LIABILITY AND THE DISCLAIMERS SET FORTH HEREIN WILL SURVIVE, AND CONTINUE TO APPLY IN THE CASE OF A FUNDAMENTAL BREACH OR BREACHES, THE FAILURE OF ESSENTIAL PURPOSE OF CONTRACT, THE FAILURE OF ANY EXCLUSIVE REMEDY, OR TERMINATION OF THIS AGREEMENT.

  11. Electronic Transmissions
    The transmission of data or information over the internet or other forms of networks may not be secure, and is subject to possible loss, interception or alteration while in transit. The Releasees do not assume any liability for any damage you may experience or costs you may incur as a result of any electronic transmissions over the internet or otherwise within the Site, such as transmissions involving the exchange of electronic messages of any kind (including those which may contain your personal information, or the corporate information of your organization).  In no event will the information you provide on or through the Site be deemed to be confidential, create any fiduciary obligations to you on our part, or result in any liability to you on our part in the event that such information is inadvertently released by us or accessed by third parties without your consent. While every effort is made to ensure that all software provided on the Site is suitable for use on a wide variety of computer systems, you should take reasonable and appropriate precautions to scan for computer viruses, and ensure compatibility of the software with your specific computer system. You should ensure that you have a complete and current backup of the information contained on your computer system prior to installing any such software.
  12. Privacy
    Without limiting the generality of these Terms of Use, your use of the Site is also subject to the terms of our  Privacy Policy, which is hereby incorporated into and made part of these Terms of Use.  Please carefully review our Privacy Policy.  By using the Site, you, and/or your organization, signify that you have read, fully understand and agree to be legally bound by our Privacy Policy.
  13. Accuracy and Changes
    Facts and information provided by NACO on the Site are believed to be accurate when placed on the Site. Changes may be made at any time to the information at this Site without prior notice. Please consult NACO for complete and up-to-date information on any products and services that we may provide from time to time.
  14. Governing Law and Jurisdiction
    These Terms of Use, your use of the Site, and all related matters shall be governed solely by the laws of the Province of Ontario, Canada and the applicable federal laws of Canada, without regard to the conflicts of law provisions of any jurisdiction. You (and/or your organization)  hereby irrevocably submit to the exclusive jurisdiction of the courts of the Province of Ontario in the City of Toronto in relation to all disputes arising from or related to this Agreement, your use of the Site and any related matters.
  15. Links
    This Site may contain links to websites that are independently owned and operated by third parties. These other websites may have their own privacy policies and terms and conditions that are not governed by these Terms of Use. NACO is not responsible for the privacy practices or the content of any website(s) owned and operated by any such third parties. Other websites may collect and treat information collected differently, so we encourage you to carefully read and review the privacy policy for each website you visit. Any links from this Site to other websites, or references to products, services or publications other than those of NACO, do not imply the endorsement or approval of such websites, products, services or publications by  NACO.
  16. Termination
    If you breach any provision of these Terms of Use or the Privacy Policy you may no longer use the Site. We may, in our sole discretion, change, suspend or terminate, temporarily or permanently, the Site or any part thereof or any of its features at any time, for any reason, without any notice or liability to you or any other entity.  If these Terms of Use or your permission to use the Site is terminated by us for any reason, the Agreement formed by your (and/or your organization’s) acceptance of these Terms of Use will nevertheless continue to apply and be binding upon you in respect of your prior use of the Site and anything relating to or arising from such use. If you are dissatisfied with the Site or with these Terms of Use or the Privacy Policy, then your sole and exclusive remedy is to discontinue using the Site. The Disclaimer and Limitation of Liability, Intellectual Property and Indemnity provisions in this Agreement shall survive any termination of this Agreement.
  17. General
    If any provision of these Terms of Use is held invalid or unenforceable by any court having competent jurisdiction, such provision shall be enforced to the maximum extent permitted by law, and the remaining provisions of these Terms of Use shall continue in full force and effect. No failure to exercise or waiver of any provision of these Terms of Use shall be deemed a further or continuing waiver of such provision or any other provision of these Terms of Use. These Terms of Use are binding upon you, your heirs, executors, beneficiaries, successors and assigns and you may not assign this Agreement to any other party without our prior written consent, which consent may be withheld in our sole and absolute discretion.