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Legal

Terms of Use Thanks for your interest in our Website at www.sequoiaheritage.com and www.sequoiacap.com/heritage. Your use of this Website, including the content, materials and information available on or through this Website (together, the "Materials"), is governed by these Terms of Use (these "Terms"). By using this Website, you agree to these Terms. These Terms may be updated by us at any time. Your continued use of the Website after any such modifications constitutes your acceptance of the modified terms and conditions. If you do not agree to receive these legal notices and to abide by these Terms for any reason you agree that your sole and exclusive remedy is to discontinue using the Website.

Nothing contained in these Terms is intended to modify or amend any other written agreement you may have with us (“Other Agreements”), if any, which may currently be in effect. In the event of any inconsistency between these Terms and any Other Agreements, the Other Agreements will govern.

Your compliance with these terms and all Other Agreements is a condition to your right to access the Website. Your breach of any provision of these Terms or Other Agreements will automatically, without the requirement of notice of other action, revoke and terminate your right to access the Website and you will be fully liable for conversion, misappropriation, trespass to chattels, and all other claims and causes, regardless of the identity of the claimant or injured party, arising from or relating to your continued use of the Website after such breach.

Who We Are This Website is maintained and operated by Sequoia Capital Operations LLC, which provides administrative and other services to various Sequoia Heritage entities, on behalf of SCHF (GPE) LLC and related Heritage entities. In accordance with industry custom, this Website occasionally uses terminology that may be interpreted to suggest that our firm is actually a single entity. However, there is no such single entity and all of the entities that comprise our firm have their own separate legal existence.

Materials Except for certain Materials provided through a password protected area on this Website (see below), ALL MATERIALS AVAILABLE ON OR THROUGH THIS WEBSITE ARE PROVIDED "AS IS," MAY NOT BE RELIED UPON FOR ANY PURPOSE, AND ARE NOT SUBJECT TO EXPRESS OR IMPLIED WARRANTIES OF ANY KIND. In particular, except to the extent that Materials provided through a password protected area on this Website are subject to different rules or agreement with Sequoia Heritage, we make no representations or warranties with regard to the Materials' accuracy, completeness, non-infringement or fitness for a particular purpose. You should be aware that a significant portion of the Materials include or consist of information that has been provided by third parties and has not been validated or verified by us. In connection with our investment activities, we often become subject to a variety of confidentiality obligations to funds, investors, portfolio companies and other third parties. Any statements we make may be affected by those confidentiality obligations, with the result that we may be prohibited from making full disclosures. Without limitation on the effect of other warnings and disclaimers set forth in these Terms, you should interpret any statements we make (on this Website or otherwise) in that context. Please ensure that your own computer security is comprehensive and up to date. We accept no responsibility for viruses, malware or other malicious or damaging software contained in the Materials or otherwise.

Third-Party Sites We accept no responsibility for third-party sites that link to or are available through this Website, via hyperlink or otherwise. You are encouraged to review the terms of use applicable to those sites. Any access from, to, or use of, a third-party site is solely at your own risk.

Privacy Policy We reserve the right to track visitors to, and usage of, this Website through "cookies" and similar techniques and to use any resulting information as we determine in our sole discretion.

Password Protected Areas Certain Materials may be made available through a password protected area on this Website. Each password is intended to be confidential and used only by the individual or entity to whom it is issued. Do not disclose your password to any unauthorized person. If you access Materials through a password protected area, please note that the written agreements between you and the applicable Sequoia Heritage entities, as well as any provisions set forth in those Materials, govern the parties' respective rights and obligations with regard to those Materials. In particular, Materials provided through a password protected area generally are confidential and subject to limitations on disclosure and use, and Sequoia Heritage individuals and entities generally have limited liability with respect to the accuracy and completeness of such Materials.

No Offer, Solicitation or Advice You acknowledge that the content of the Website is for general, informational purposes only and is not intended to constitute an offer to sell or buy any securities or other assets or promise to undertake or solicit business, and may not be relied upon in connection with any offer or sale of securities or other assets. An offer or solicitation will be made only through a final private placement memorandum, subscription agreement and other related documents with respect to a particular investment opportunity and will be subject to the terms and conditions contained in such documents, including the qualifications necessary to become an investor. No Sequoia Heritage entity makes any representations that any information provided via the Website is accurate, current, or complete. You are solely responsible for evaluating the risks and merits regarding the use of the Website and any services provided herein.

Neither this Website nor any of the Materials make any effort to present a comprehensive or balanced description of Sequoia Heritage or its investment activities. We are not utilizing the Website to provide investment or other advice, and nothing on the Website is to be deemed a recommendation that you buy, sell or hold any security or other investment or that you pursue any investment style or strategy. If you would like investment, accounting, tax or legal advice, you should consult with your own advisors with respect to your individual circumstances and needs.

Past Performance Any performance data or comments expressed on the Website are an indication of past performance. Past performance is not indicative of future results; no representation is being made that any investment will or is likely to achieve profits or losses similar to those achieved in the past, or that significant losses will be avoided.

Forward-Looking Statements The contents of the Website may contain forward-looking statements that are based on management’s beliefs, assumptions, current expectations, estimates, and projections about the financial industry, the economy, Sequoia Heritage itself or its investments. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions that are difficult to predict with regard to timing, extent, likelihood and degree of occurrence. Therefore, actual results and outcomes may materially differ from what may be expressed or forecasted in such forward-looking statements. Furthermore, Sequoia Heritage undertakes no obligation to update, amend or clarify forward-looking statements, whether as a result of new information, future events or otherwise.

Restrictions on Use; No License All content included on the Website, such as text, images, graphics, logos, articles and other materials, is the property of Sequoia Heritage or others and is protected by United States and international copyright and other laws. All trademarks and logos displayed on the Website are the property of their respective owners, who may or may not be affiliated with Sequoia Heritage. The information, materials and other content of the Website may not be copied, displayed, distributed, licensed, modified, published, reposted, reproduced, reused, sold, transmitted, used to create a derivative work or otherwise used for public or commercial purposes without the express written consent of Sequoia Heritage. Our prior permission is required for (i) any commercial use of materials on this site; (ii) making more than minimal copies of site materials; and (iii) copying large portions of our site, such as by bots, robots or spiders that “harvest” the site. If you seek permission for such use of our site, please contact us at irwin@sequoiaheritage.com. Any unauthorized use of the images may violate copyright laws, trademark laws, the laws of privacy and publicity and communications regulations and statutes. You may download and use Materials solely for your own personal information.

Ownership of Trademarks, Copyrights, Etc. All text, photos, graphics, logos, content and other Materials on this Website are protected by United States and foreign copyright, trademark and other applicable laws. In particular, all trademarks, trade names and logos displayed on this Website are proprietary to Sequoia Heritage and/or its affiliates. This Website grants no license to them.

Submitting a Business Plan or Other Confidential Information Due to the large number of business plan ideas and related materials that we review, and the similarity of many such plans and materials, we cannot accept responsibility to, and expressly disclaim any duty that may obligate us to, protect against misuse or disclosure any confidential or proprietary information or other materials in the absence of our express written agreement to do so. Any plans, information and other materials you submit in connection with this Website may be used or disclosed by us for any purpose and in any manner, as we determine in our sole discretion. Please consider this carefully before sending us any information or other materials that you deem confidential or proprietary.

Limitation of Liability Except as specifically agreed by a Sequoia Heritage entity in writing, NO SEQUOIA HERITAGE OR SEQUOIA CAPITAL OPERATIONS INDIVIDUAL OR ENTITY SHALL HAVE ANY LIABILITY BASED UPON YOUR USE OF, OR RELIANCE UPON, THIS WEBSITE OR THE MATERIALS. Some jurisdictions limit our ability to disclaim liability. With regard to those jurisdictions, our liability shall be limited to the greatest extent permitted by applicable law.

Class Action Waiver You agree that if any dispute should arise between you and Sequoia Heritage, you will bring your claim on an individual basis and waive your right to pursue any claim in a class action.

Arbitration Agreement You and Sequoia Heritage and Sequoia Capital Operations mutually agree that any dispute of any kind arising out of the Terms, our Website Privacy Policy, or your use of the Website will be resolved through binding arbitration pursuant to the American Arbitration Association (“AAA”) in accordance with AAA Commercial Arbitration Rules (www.adr.org/commercial) and Supplementary Procedures for Consumer-Related Disputes (www.adr.org/consumer). Any claim must be brought on an individual basis and seek no class relief. This section shall also be construed as a written agreement to arbitrate a dispute of any kind between you and Sequoia Heritage that may arise through the use of the Website. You agree with us that this section satisfies the writing requirement of the Federal Arbitration Act. The hearing shall be conducted in the county of your residence. For any claim in which you seek US $10,000.00 or less, you shall have the choice as to whether the hearing is conducted in person, by telephone, or instead the arbitrator decides the dispute without a hearing. For those claims that the arbitrator determines are not frivolous, Sequoia Heritage will pay the costs and fees of the arbitration and the arbitrator, and will not seek reimbursement from you. This section shall not apply to disputes that are not arbitrable by law.

Modification of these Terms We reserve the right to modify these Terms at any time. Please check these Terms periodically for changes. Your continued use of this Website after the posting of changes constitutes your binding acceptance of such changes.

Miscellaneous This Website is operated and controlled by Sequoia Capital Operations LLC in the United States of America. If it is illegal or prohibited in your country of origin to access or use this Website, then you should not do so. Those who choose to access this Website outside the United States of America access it on their own initiative and are responsible for compliance with all local laws and regulations. These Terms, and any disputes relating to these Terms or your use of this Website or the Materials, shall be governed in all respects by the laws of the State of California, without regard to conflicts of laws principles. Except as otherwise agreed in writing by the applicable Sequoia Heritage entities, any disputes relating to these Terms shall be resolved exclusively in the state or federal courts located in Santa Clara County, California. These Terms set forth the entire agreement between you and us with respect to the subject matter hereof and supersede all prior agreements relating to such subject matter. All Sequoia Heritage individuals and entities are intended third-party beneficiaries of these Terms. Our rights under these Terms may be waived by us only in writing. These Terms are binding on you as well as your successors and permitted assigns. In the event any provision of these Terms is determined to be invalid or unenforceable, such provision shall be deemed severed from the remainder of these Terms and replaced with a valid and enforceable provision as similar in intent as reasonably possible to the provision so severed, and shall not cause the invalidity or unenforceability of the remainder of these Terms.

Contact Information Any questions, concerns or complaints regarding these Terms should be sent to irwin@sequoiaheritage.com.

Effective Date: March 1, 2016

©2016 Sequoia Capital Operations LLC. All Rights Reserved.