Accelerator Participation Terms of Service and Conditions

These Accelerator Participation Terms of Service and Conditions (the “Terms and Conditions”) applies to the Services (as defined below) offered to the company or individual participating in Vantage Ventures programs (“Participant”) and made available by Vantage Ventures, an initiative affiliated with West Virginia University and managed by West Virginia University affiliates, faculty, staff, and students to support entrepreneurial efforts in West Virginia. Vantage Ventures operates to foster economic opportunities in West Virginia through research, development, and entrepreneurial activities.

WHEREAS, Vantage Ventures organizes a comprehensive 13-week accelerator program, with the option for remote participation and/or in-person participation at Vantage Ventures’ West Virginia location, that includes funding, advice, and access to members of the entrepreneurial community, including investors, founders, community leaders, and service providers (collectively “Events”); and

WHEREAS, Participant wishes to take part in such Services and Events;

NOW, THEREFORE, by applying for inclusion in the program, Participant agrees to the following Terms and Conditions:

1. Term

The Terms and Conditions shall be effective from the date Participant enrolls in program and remain in force until Participant’s completion of the program or terminated pursuant to the provisions of Section 8.

2. Payment & Funding

2.1. Program Fee: Participation in the accelerator program is free of charge for the Participant.

2.2. Technical Assistance Funding: Vantage Ventures may provide the Participant with $10,000 in technical assistance funding, available for use during the six-month period starting on commencement of the program and subject to Participants good standing in the program and compliance with these Terms and Conditions.

2.3. All travel-related expenses, including but not limited to airfare, hotel lodging, and transportation, are the sole responsibility of the Participant.

3. Participant Obligations and License Grant

3.1. All officers, employees, consultants, or agents of the Participant, while attending the Events, shall comply with the following rules (the “Rules”):

(a) Follow all instructions, directions, procedures, and policies of Vantage Ventures.

(b) Attend and arrive promptly to all scheduled Events.

(d) Engage fully and attentively in all Events, participating to the best of their ability.

(e) Obtain prior approval from Vantage Ventures for any absence from an Event. A minimum attendance rate of 80% is required throughout the program, and in-person attendance is mandatory for the “Demo Day” event during the last week of the program.

(f) Have fun and contribute to the success of the accelerator cohort.

3.2. Vantage Ventures reserves the right to exclude Participant from any Events if Participant breaches any provision of these Terms and Conditions.

3.3. Participant grants Vantage Ventures a non-exclusive, perpetual, license to use Participant’s documentation, logos, marks, and trademarks (“Participant Materials”) for the purpose of creating promotional materials, presentations, and pitches to sponsors, as well as for use on Vantage Ventures' website, social media, and other promotional outlets. Vantage Ventures shall have the right to photograph and record video and/or audio of the Participant’s team attending the Events and make commercial use of such photographs and recordings for marketing purposes.

4. Confidentiality

4.1. Vantage Ventures does not sign non-disclosure agreements (NDAs) but operates in good faith to protect any appropriately labeled confidential materials submitted by Participant during the course of the program. Any information or materials not clearly marked as confidential may be shared and reviewed by the Vantage Ventures team without restriction.

4.2. “Confidential Information” means any information explicitly labeled as confidential by the Participant. Vantage Ventures agrees not to disclose such Confidential Information to any third party without prior written consent of the Participant, except as necessary for fulfilling its obligations under these Terms and Conditions.

4.3 Data Consent: By participating in this accelerator program, you acknowledge and consent that data collected during your participation—including but not limited to application materials, progress reports, performance metrics, survey responses, interview data, and program outcomes—may be used by West Virginia University for academic research purposes. All data will be anonymized and aggregated to protect participant confidentiality. Individual startups will not be identified in any research publications or presentations without explicit written consent.

5. Indemnification

5.1. Participant's Indemnification: The Participant agrees to indemnify and hold harmless Vantage Ventures, its affiliates, directors, officers, employees, and agents from any claims or liabilities arising out of or related to any bodily injury, property damage, or other losses caused by the Participant’s negligence or willful misconduct.

6. Limitation of Liability

EXCEPT AS SET FORTH IN SECTIONS 5 AND 6, IN NO EVENT WILL EITHER PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES; OR DAMAGES FOR LOSS OF PROFITS, REVENUE, BUSINESS, SAVINGS, USE, OR COST OF SUBSTITUTE SERVICE OR PROCUREMENT.

7. Privacy

7.1 Vantage Ventures is committed to safeguarding the privacy of its Participants. Vantage Ventures may disclose Participant’s data to selected third-party service providers for the purpose of offering additional services to the Participant. Such third parties will have their own privacy policies governing their use of Participant data.

7.2. Vantage Ventures may use photographs, video recordings, and other media collected during the program for promotional purposes, including marketing materials, online promotion, and educational purposes, without restriction on time or location of use. Participant waives any right to compensation or royalties related to the use of such materials.

8. Termination

8.1. Termination by Vantage Ventures: Vantage Ventures may terminate Participants inclusion in the program at any time with three (3) days’ notice to the Participant.

8.2. Termination by Participant: The Participant may terminate their enrollment in the program at any time upon three (3) days’ notice. Upon termination, any unused portion of the technical assistance funding will be forfeited.

9. Governing Law

These Terms and Conditions shall be governed by and construed in accordance with the laws of the State of West Virginia, without regard to its conflict of law principles.

10. General

10.1. Relationship Between the Parties: The Parties are independent contractors. These Terms and Conditions does not create any joint venture, partnership, or employment relationship between the Parties.

10.2. Force Majeure: Neither Party will be held responsible for delays or failure to perform due to causes beyond their reasonable control, including acts of God, war, terrorism, or natural disasters.

10.3. Assignment: These Terms and Conditions may not be assigned by the Participant without the prior written consent of Vantage Ventures.