Effective Date: August 2026
These Terms of Use ("Terms") govern access to and use of www.prescienti.com and related webpages, content, digital resources, forms, publications, and services made available through the Website (collectively, the "Website"). The Website is operated by Prescienti Partners Inc., an Ontario corporation ("Prescienti," "we," "us," or "our"). Prescienti Partners LLC, a Nevada limited liability company, is an affiliated U.S. operating entity but is not the Website operator unless expressly stated otherwise.
By accessing or using the Website, you agree to these Terms. If you do not agree, do not use the Website.
1. Eligibility and Intended Audience
You must be at least 18 years old to use the Website. The Website is intended primarily for Foreign Private Issuers, companies, executives, boards, institutional and professional market participants, advisers, and other business audiences. It may be accessed by the general public but is not intended for retail investors seeking investment recommendations or individualized investment advice.
2. Informational Use Only
Website content is provided for general informational, educational, corporate, and business-development purposes only. It is not investment, legal, tax, accounting, audit, regulatory, compliance, or other professional advice and is not a fairness opinion. You are responsible for obtaining qualified professional advice before making decisions based on information obtained from the Website.
3. Securities and Regulated Activities
Prescienti is not a broker-dealer, investment dealer, placement agent, securities solicitor, investment adviser, or investment manager unless expressly stated and legally authorized in the relevant context. The Website does not offer or sell securities and does not constitute an offer, solicitation, recommendation, or invitation to buy or sell any security or investment product.
Where regulated securities or financial activity is required in connection with a client mandate, such activity is undertaken by appropriately licensed or registered third parties. Prescienti may coordinate or liaise with those parties but does not itself execute securities transactions unless legally authorized.
4. Services and Engagements
Website descriptions of Prescienti services are general and do not constitute a binding offer to provide services. Any engagement is subject to Prescienti’s acceptance, conflict and compliance review, agreement on scope and fees, and execution of a written engagement agreement. If an engagement agreement conflicts with these Terms regarding services provided to a client, the engagement agreement controls to the extent of the conflict.
5. No Guarantees
Prescienti does not guarantee financing, capital raising, investor introductions, transaction completion, listing or uplisting outcomes, liquidity, trading volume, valuation, share-price performance, analyst coverage, institutional sponsorship, shareholder diversification, or any other financial, market, or commercial result.
6. Intellectual Property
Except for third-party materials, the Website and its content, including the Prescienti name and branding, text, research, reports, Prescienti Briefings, graphics, images, layouts, presentations, videos, event materials, databases, and other content, are owned by or licensed to Prescienti Partners Inc. and are protected by applicable intellectual-property laws.
No content may be copied, reproduced, republished, distributed, transmitted, modified, displayed, sold, licensed, scraped, harvested, used to create derivative works, or otherwise exploited without Prescienti’s prior written permission, except to the limited extent such use cannot lawfully be restricted.
7. Limited Permission to Use the Website
Subject to these Terms, Prescienti grants you a limited, revocable, non-exclusive, non-transferable permission to access the Website for lawful informational and business purposes. This permission does not transfer ownership of any content or intellectual property.
8. Prohibited Conduct
You may not:
- Use the Website for unlawful, fraudulent, misleading, abusive, defamatory, or infringing purposes.
- Attempt to gain unauthorized access to the Website, systems, accounts, data, or networks.
- Introduce malware, malicious code, automated attacks, or other harmful technology.
- Scrape, crawl, harvest, data-mine, or systematically extract Website content or data without prior written permission.
- Misrepresent your identity, authority, affiliation, or purpose when contacting Prescienti.
- Use Website content to imply Prescienti endorsement of a security, issuer, transaction, product, or service where no such endorsement exists.
- Remove copyright, trademark, attribution, confidentiality, or other proprietary notices.
- Interfere with Website operation, security, or other users’ access.
9. User Submissions and Confidential Information
You may submit inquiries, questions, company information, event-registration details, and other materials through the Website. You represent that you have the right to provide the information and that doing so does not violate law, contractual restrictions, confidentiality obligations, or third-party rights.
Do not submit confidential, privileged, material non-public, highly sensitive, or legally restricted information through a general Website form or ordinary email unless Prescienti has specifically requested the information and provided an appropriate secure method for transmission. Submission of information through the Website does not create a confidential, fiduciary, advisory, brokerage, or client relationship.
10. Events
Prescienti may host or participate in virtual forums, webinars, executive roundtables, conferences, panels, presentations, and in-person events. Additional event terms, notices, registration requirements, or consent provisions may apply. Events may be recorded, photographed, streamed, excerpted, or redistributed where disclosed. By registering or participating, you agree to any event-specific terms presented to you. If event-specific terms conflict with these Terms, the event-specific terms control for that event.
11. Third-Party Content and Links
The Website may contain third-party market data, research, issuer filings, exchange information, media coverage, interviews, podcasts, videos, LinkedIn links, external biographies, and links to third-party websites or services. Prescienti does not control and is not responsible for third-party content, availability, accuracy, security, privacy practices, or terms. A link, reference, or appearance on the Website does not constitute an endorsement unless expressly stated.
12. Research and Commentary
Prescienti research, articles, newsletters, commentary, market observations, and similar materials are informational and educational only. They are not securities research issued by a registered broker-dealer or investment adviser. Opinions may change without notice, and Prescienti has no duty to update or correct previously published commentary except where required by law.
13. Privacy
Prescienti’s collection, use, and disclosure of personal information through the Website are described in the Privacy Policy. By using the Website, you acknowledge that personal information may be handled as described in that policy, subject to applicable law.
14. Disclaimer of Warranties
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE WEBSITE AND ALL CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF ACCURACY, COMPLETENESS, TIMELINESS, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, SECURITY, OR AVAILABILITY. PRESCIENTI DOES NOT WARRANT THAT THE WEBSITE WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE FROM HARMFUL COMPONENTS.
15. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PRESCIENTI PARTNERS INC., PRESCIENTI PARTNERS LLC, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, PARTNERS, MANAGING PARTNERS, EMPLOYEES, ADVISERS, CONTRACTORS, AGENTS, AND AFFILIATES WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOSS OF PROFITS, REVENUE, BUSINESS OPPORTUNITY, DATA, GOODWILL, INVESTMENT VALUE, OR MARKET VALUE, ARISING OUT OF OR RELATING TO THE WEBSITE OR RELIANCE ON WEBSITE CONTENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PRESCIENTI’S AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE WEBSITE WILL NOT EXCEED CAD $100. NOTHING IN THESE TERMS EXCLUDES OR LIMITS LIABILITY THAT CANNOT LAWFULLY BE EXCLUDED OR LIMITED.
16. Indemnification
To the extent permitted by law, you agree to indemnify and hold harmless Prescienti Partners Inc., Prescienti Partners LLC, and their respective directors, officers, partners, employees, advisers, contractors, agents, and affiliates from claims, losses, liabilities, damages, costs, and expenses, including reasonable legal fees, arising from your unlawful use of the Website, your breach of these Terms, or your violation of third-party rights.
17. Availability, Security, and Changes
Prescienti may modify, suspend, restrict, or discontinue any part of the Website at any time. Prescienti may also update these Terms. The current version will be posted on the Website with its effective or last-updated date. Continued use after updated Terms are posted constitutes acceptance to the extent permitted by law.
18. Governing Law and Jurisdiction
These Terms and any dispute arising out of or relating to the Website are governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict-of-laws principles. Subject to any rights that cannot lawfully be waived, you agree that disputes will be submitted to the exclusive jurisdiction of the courts of competent jurisdiction in Ontario, Canada.
19. Severability
If any provision of these Terms is found invalid, illegal, or unenforceable, that provision will be enforced to the maximum extent permitted and the remaining provisions will remain in effect.
20. No Waiver
A failure by Prescienti to enforce any provision of these Terms is not a waiver of that provision or any other right.
21. Entire Website Terms
These Terms, together with the Legal Disclaimer, Privacy Policy, and any applicable event-specific terms or notices, constitute the terms governing general use of the Website. Separate written engagement agreements govern client services.
22. Contact
Questions regarding these Terms may be directed to Prescienti Partners Inc., 1 Yonge Street, Suite 1801, Toronto, Ontario M5E 1E5, Canada; telephone 416.809.7521; email info@prescienti.com.