Effective Date: June 30, 2026
1. Introduction
Welcome to VentureXpert Advisors, Inc. (“VentureXpert,” “we,” “our,” or “us”). These Terms of Use (“Terms”) govern your access to and use of our websites, software, messaging services, and related technologies (collectively, the “Services”).
VentureXpert provides technology services, including SMS messaging services, to NextLot, LLC and independent auction companies using the NextLot platform, as well as other clients that may utilize VentureXpert’s messaging services from time to time.
By accessing our Services, subscribing to SMS notifications, or otherwise using our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you should not access or use the Services.
If you are accepting these Terms on behalf of a company or organization, you represent that you have authority to bind that organization to these Terms.
2. Definitions
For purposes of these Terms:
Auction Company means an independent business that utilizes the NextLot platform and VentureXpert’s messaging services to communicate with bidders and customers.
Bidder means any individual who registers for, participates in, or receives communications regarding an auction.
Client means any business or organization receiving messaging or technology services from VentureXpert.
Personal Information means information relating to an identified or identifiable natural person, including “Personal Data” as defined by the General Data Protection Regulation (GDPR) where applicable.
Services include, without limitation:
- SMS messaging
- Mobile notifications
- Auction reminders
- Marketing communications
- Transactional communications
- Websites
- APIs
- Software applications
- Technology integrations
- Customer support services
3. Description of Services
VentureXpert Advisors, Inc. provides SMS messaging and related communications services to NextLot, LLC and independent auction companies using the NextLot platform. These Services enable Auction Companies to communicate with bidders and prospective bidders regarding upcoming auctions, bidder registration, auction reminders, bidding activity, transactional updates, customer service communications, promotional announcements (where consent has been obtained), and other auction-related information. These Services may include:
- promotional text messages;
- auction announcements;
- bidder reminders;
- registration notifications;
- event updates;
- transactional communications;
- customer service communications; and
- other communications requested by our clients.
For example, VentureXpert currently provides SMS messaging services for NextLot, LLC to notify prospective and registered bidders regarding upcoming auctions conducted by independent auction companies using the NextLot auction platform.
VentureXpert is a technology service provider and generally does not own, control, or operate the auctions promoted through the Services. Auction listings, descriptions, bidding rules, terms of sale, payment obligations, and fulfillment of purchased items remain the sole responsibility of the applicable Auction Company.
4. Eligibility
You may use the Services only if:
- you are at least eighteen (18) years of age or have obtained appropriate parental or legal guardian consent where permitted by applicable law;
- you possess the legal capacity to enter into binding agreements;
- your use of the Services complies with all applicable laws and regulations; and
- you provide accurate and complete information when requested.
We reserve the right to suspend or terminate access to the Services if we reasonably believe these eligibility requirements are not satisfied.
5. International Users
VentureXpert provides Services to clients and users located in multiple jurisdictions, including, but not limited to:
- United States
- Canada
- Member States of the European Union
- United Kingdom
- Australia
- New Zealand
- Other jurisdictions where our Services may lawfully be offered.
Users are responsible for ensuring that their use of the Services complies with the laws applicable in their jurisdiction.
Where applicable, VentureXpert endeavors to comply with:
- the General Data Protection Regulation (GDPR);
- the UK General Data Protection Regulation (UK GDPR);
- Canada’s Personal Information Protection and Electronic Documents Act (PIPEDA);
- Canada’s Anti-Spam Legislation (CASL);
- the United States Telephone Consumer Protection Act (TCPA);
- applicable state privacy laws;
- applicable telecommunications regulations; and
- industry messaging standards, including CTIA messaging principles and carrier requirements.
Nothing contained in these Terms shall be interpreted as limiting any non-waivable rights provided under applicable law.
6. User Responsibilities
By using the Services, you agree that you will:
- provide accurate information;
- maintain current contact information where applicable;
- comply with all applicable laws;
- refrain from using the Services for unlawful purposes;
- not interfere with or disrupt the Services;
- not attempt to gain unauthorized access to any systems;
- not transmit malicious software or harmful code;
- not impersonate another individual or organization;
- not use automated tools to abuse the Services; and
- comply with any additional instructions provided by VentureXpert or our clients.
You remain solely responsible for your use of the Services and any information you provide through them.
7. SMS Messaging Services
Certain Services involve SMS or MMS messaging.
By voluntarily opting in to receive text messages, you expressly consent to receive recurring automated or non-automated communications relating to auctions, registrations, bidding opportunities, reminders, customer service, or other communications requested by the applicable Auction Company.
Message frequency varies based upon your activity and interests.
Consent to receive marketing messages is not a condition of purchasing any goods or services.
Message and data rates may apply depending upon your mobile carrier and wireless service plan.
You may opt out of receiving marketing text messages at any time by replying STOP to any message.
You may request assistance by replying HELP where available or by contacting us using the information listed in the Notices section of these Terms.
Transactional or legally required communications may still be sent where permitted by applicable law.
VentureXpert maintains records of SMS consent as required by applicable law and industry standards.
SMS messages may not be available in every country or through every mobile carrier. Delivery times are not guaranteed and may vary depending upon carrier networks and technical conditions.
8. Intellectual Property Rights
Unless otherwise indicated, the Services, including all software, technology, websites, text, graphics, logos, designs, user interfaces, databases, source code, object code, documentation, and other content made available through the Services (collectively, the “Content”), are owned by or licensed to VentureXpert Advisors, Inc., its licensors, or its clients, including NextLot, LLC, and are protected by applicable intellectual property laws.
Nothing in these Terms transfers ownership of any intellectual property rights to you.
Subject to your compliance with these Terms, VentureXpert grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Services solely for their intended purpose.
You may not:
- copy, modify, distribute, or create derivative works from the Services;
- reverse engineer, decompile, or disassemble any software except where expressly permitted by applicable law;
- remove copyright, trademark, or proprietary notices;
- use the Services to develop competing products or services;
- use VentureXpert’s or NextLot’s trademarks without prior written permission; or
- reproduce or redistribute any portion of the Services except as expressly authorized.
Nothing contained herein grants any ownership interest in VentureXpert’s, NextLot’s, or any Auction Company’s intellectual property.
9. Acceptable Use
You agree not to use the Services to:
- violate any applicable law or regulation;
- transmit unlawful, fraudulent, deceptive, defamatory, obscene, threatening, or harassing content;
- infringe upon the intellectual property rights of others;
- distribute malware, viruses, ransomware, or other malicious code;
- interfere with or disrupt the integrity, performance, or availability of the Services;
- attempt unauthorized access to any systems or accounts;
- scrape, harvest, or collect data through automated means without authorization;
- send unsolicited communications in violation of applicable anti-spam laws;
- impersonate another individual or entity; or
- engage in activities that could damage VentureXpert’s reputation or the reputation of our clients.
Violation of this section may result in immediate suspension or termination of access to the Services.
10. Third-Party Services
The Services may integrate with or provide access to third-party websites, software, payment processors, mobile carriers, cloud providers, or other services.
VentureXpert does not own or control these third-party services and is not responsible for:
- their availability;
- their security practices;
- their privacy practices;
- their content;
- their performance; or
- their terms and conditions.
Your use of third-party services is governed by the applicable third party’s terms and privacy policies.
11. Auction Information
Auction information distributed through the Services is provided by independent Auction Companies.
VentureXpert and NextLot do not warrant the accuracy, completeness, legality, authenticity, quality, availability, or suitability of:
- auction listings;
- item descriptions;
- photographs;
- bidding procedures;
- reserve prices;
- payment requirements;
- shipping arrangements; or
- title to auctioned property.
Questions regarding an auction or an auction item should be directed to the Auction Company conducting that auction.
12. Privacy and Data Protection
Your use of the Services is also governed by VentureXpert's Privacy Policy and, where applicable, the SMS Messaging Terms & Conditions, each of which is incorporated into these Terms by reference.
VentureXpert Advisors, Inc. provides SMS messaging and related communications services to NextLot, LLC and independent auction companies using the NextLot platform.
Depending upon the specific Services being provided and the applicable law, VentureXpert generally acts as:
a Data Processor under the General Data Protection Regulation (GDPR) and the UK General Data Protection Regulation (UK GDPR);
a Service Provider or Contractor under applicable U.S. state privacy laws, including the California Consumer Privacy Act, as amended by the California Privacy Rights Act (CCPA/CPRA); or
a comparable service provider under other applicable privacy laws.
Independent Auction Companies generally determine the purposes and means for which bidder information is collected and used and therefore generally act as the applicable Data Controller, Business, or equivalent legal role under applicable law.
VentureXpert processes personal information only as necessary to provide the Services requested by its clients and in accordance with applicable agreements, documented instructions, and applicable law.
Nothing in these Terms modifies the respective legal responsibilities of VentureXpert, NextLot, or an Auction Company under applicable privacy laws.
13. Availability of Services
While VentureXpert strives to provide reliable Services, we do not guarantee uninterrupted or error-free operation.
The Services may occasionally become unavailable due to:
- maintenance;
- software updates;
- equipment failures;
- telecommunications outages;
- cyber incidents;
- force majeure events; or
- circumstances beyond our reasonable control.
We reserve the right to suspend or modify the Services at any time.
14. Disclaimer of Warranties
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED “AS IS,” “AS AVAILABLE,” AND WITHOUT WARRANTIES OF ANY KIND.
VENTUREXPERT DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF:
- MERCHANTABILITY;
- FITNESS FOR A PARTICULAR PURPOSE;
- NON-INFRINGEMENT;
- TITLE;
- ACCURACY;
- RELIABILITY;
- SECURITY; AND
- UNINTERRUPTED AVAILABILITY.
WE DO NOT WARRANT THAT:
- THE SERVICES WILL ALWAYS OPERATE WITHOUT INTERRUPTION;
- SMS MESSAGES WILL BE DELIVERED WITHOUT DELAY;
- ALL MOBILE CARRIERS WILL SUPPORT THE SERVICES;
- THE SERVICES WILL BE ERROR-FREE; OR
- THE SERVICES WILL ALWAYS BE FREE FROM SECURITY RISKS.
Some jurisdictions do not permit certain warranty exclusions, so portions of this section may not apply to you.
15. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, VENTUREXPERT ADVISORS, INC., ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES, CLIENTS, LICENSORS, INCLUDING NEXTLOT, LLC, SHALL NOT BE LIABLE FOR ANY:
- INDIRECT DAMAGES;
- INCIDENTAL DAMAGES;
- SPECIAL DAMAGES;
- EXEMPLARY DAMAGES;
- PUNITIVE DAMAGES;
- CONSEQUENTIAL DAMAGES;
- LOST PROFITS;
- LOST REVENUE;
- LOST BUSINESS OPPORTUNITIES;
- LOSS OF DATA; OR
- BUSINESS INTERRUPTION,
ARISING OUT OF OR RELATING TO THE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
TO THE EXTENT PERMITTED BY LAW, OUR TOTAL LIABILITY ARISING OUT OF THESE TERMS SHALL NOT EXCEED THE GREATER OF:
ONE HUNDRED U.S. DOLLARS (US $100); OR
THE AMOUNT PAID TO VENTUREXPERT FOR THE APPLICABLE SERVICES DURING THE TWELVE (12) MONTHS PRECEDING THE CLAIM.
Nothing in these Terms excludes liability that cannot lawfully be excluded under applicable law.
16. Indemnification
You agree to defend, indemnify, and hold harmless VentureXpert Advisors, Inc., its affiliates, officers, directors, employees, agents, contractors, licensors, and clients, including NextLot, LLC, from and against any claims, liabilities, damages, judgments, losses, costs, or expenses (including reasonable attorneys’ fees) arising out of:
- your violation of these Terms;
- your misuse of the Services;
- your violation of applicable law;
- your infringement of another person’s rights; or
- content or information you submit through the Services.
This obligation survives termination of these Terms.
17. Suspension and Termination
VentureXpert reserves the right, in its sole discretion and without prior notice where permitted by law, to suspend, restrict, or terminate your access to all or part of the Services if we reasonably believe that:
- you have violated these Terms;
- you have violated applicable law or regulations;
- your use poses a security risk to VentureXpert, NextLot, an Auction Company, or other users;
- fraudulent, abusive, or unauthorized activity has occurred;
- continued access could expose VentureXpert or its clients to legal or operational risk; or
- suspension or termination is otherwise necessary to protect the integrity or security of the Services.
Termination of your access does not relieve you of obligations incurred prior to termination. Any provisions of these Terms that by their nature should survive termination—including, without limitation, intellectual property, indemnification, disclaimers, limitations of liability, dispute resolution, and governing law—shall remain in effect.
18. Compliance with Applicable Laws
You agree to comply with all applicable local, state, provincial, national, and international laws governing your use of the Services.
Without limitation, the Services are intended to operate in accordance with applicable privacy, telecommunications, consumer protection, and anti-spam laws, including, where applicable:
- the U.S. Telephone Consumer Protection Act (TCPA);
- Canada’s Anti-Spam Legislation (CASL);
- Canada’s Personal Information Protection and Electronic Documents Act (PIPEDA);
- the European Union General Data Protection Regulation (GDPR);
- the UK General Data Protection Regulation (UK GDPR);
- applicable U.S. state privacy laws; and
- applicable telecommunications regulations and industry standards.
Nothing in these Terms shall limit any mandatory legal rights that cannot be waived under applicable law.
19. International Data Transfers
Because VentureXpert provides Services to clients located in multiple countries, personal information may be transferred to and processed in jurisdictions other than the country in which it was originally collected, including the United States.
Where required by applicable law, VentureXpert implements appropriate safeguards for international data transfers, including contractual safeguards or other legally recognized transfer mechanisms.
Additional information regarding international transfers is available in our Privacy Policy.
20. California Privacy Rights
If you are a California resident, you may have certain rights under the California Consumer Privacy Act ("CCPA"), as amended by the California Privacy Rights Act ("CPRA"), subject to applicable exceptions and limitations.
Those rights may include:
the right to know the categories of personal information collected about you;
the right to request access to personal information;
the right to request correction of inaccurate personal information;
the right to request deletion of personal information;
the right to obtain information regarding the disclosure of personal information;
the right to limit the use of sensitive personal information where applicable; and
the right not to be discriminated against for exercising your privacy rights.
VentureXpert generally acts as a Service Provider or Contractor under the CCPA/CPRA when providing Services to NextLot, LLC and independent auction companies using the NextLot platform.
VentureXpert does not sell personal information or share personal information for cross-context behavioral advertising as those terms are defined under California law.
Requests regarding personal information that is controlled by an Auction Company may be referred to the applicable Auction Company, which is generally responsible for responding to such requests as the "Business" under the CCPA/CPRA.
21. Electronic Communications
By using the Services, you consent to receive communications from VentureXpert electronically, including by email, SMS, website notices, or other electronic means, where permitted by law.
Electronic communications satisfy any legal requirement that communications be in writing.
22. Force Majeure
VentureXpert shall not be liable for delays or failures in performance resulting from causes beyond its reasonable control, including but not limited to:
- natural disasters;
- acts of God;
- fire;
- flood;
- pandemic;
- war;
- terrorism;
- civil unrest;
- labor disputes;
- governmental actions;
- utility failures;
- internet outages;
- telecommunications failures;
- cloud service interruptions; or
- cyberattacks beyond our reasonable ability to prevent.
During such events, our obligations will be suspended for the duration of the event and resumed as soon as reasonably practicable.
23. Governing Law
These Terms shall be governed by and construed in accordance with the laws of the State of North Carolina, United States, without regard to its conflict of law principles.
Nothing in this section limits any mandatory consumer protection rights available under applicable law in your jurisdiction.
24. Dispute Resolution
The parties agree to first attempt to resolve any dispute through good-faith negotiations.
If a dispute cannot be resolved informally, either party may pursue any rights or remedies available under applicable law.
Nothing in these Terms limits VentureXpert’s right to seek injunctive or equitable relief to protect its intellectual property, confidential information, or other legal rights.
Where arbitration or alternative dispute resolution is required by applicable law or by separate agreement, those provisions shall govern.
25. Severability
If any provision of these Terms is determined to be invalid, unlawful, or unenforceable, the remaining provisions shall remain in full force and effect.
Any unenforceable provision shall be interpreted to achieve, as nearly as possible, the original intent while remaining enforceable under applicable law.
26. No Waiver
Failure by VentureXpert to enforce any provision of these Terms shall not constitute a waiver of that provision or of any other provision.
Any waiver must be in writing and signed by an authorized representative of VentureXpert.
27. Entire Agreement
These Terms, together with our Privacy Policy, SMS Messaging Terms & Conditions, and any additional agreements expressly incorporated by reference, constitute the entire agreement between you and VentureXpert regarding the Services and supersede all prior or contemporaneous understandings relating to the subject matter.
28. Changes to These Terms
VentureXpert may update these Terms from time to time to reflect changes in our Services, legal requirements, or business practices.
When material changes are made, we will update the Effective Date and, where required by law, provide additional notice.
Your continued use of the Services after updated Terms become effective constitutes acceptance of the revised Terms.
29. Contact Information
Questions regarding these Terms may be directed to:
VentureXpert Advisors, Inc.
Business Address: 4441 Six Forks Rd., Ste. 106-132, Raleigh, NC 27607
Email: support@venturexpertadvisors.com
Telephone: 919-926-8038
30. Notices
Legal notices under these Terms shall be sent to the contact information identified above unless VentureXpert designates an updated address.
You may also receive legal or operational notices from VentureXpert electronically where permitted by applicable law.
31. Assignment
You may not assign or transfer any rights or obligations under these Terms without VentureXpert’s prior written consent.
VentureXpert may assign these Terms, in whole or in part, in connection with a merger, acquisition, corporate reorganization, sale of assets, or by operation of law.
32. Relationship of the Parties
Nothing in these Terms creates a partnership, joint venture, agency, employment, or fiduciary relationship between you and VentureXpert.
VentureXpert acts as an independent technology service provider and, with respect to SMS messaging services, generally serves as a service provider or data processor on behalf of its clients. Independent Auction Companies remain responsible for the content of their auctions, their bidder relationships, and compliance with laws applicable to their own businesses.
33. Headings
Section headings are provided solely for convenience and shall not affect the interpretation of these Terms.
34. Questions
If you have any questions concerning these Terms of Use, please contact VentureXpert using the information provided in Section 28.
By accessing or using the Services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Use.