Version 2026-07-16. These Terms govern both use of this website and the investor-relations and communications services FoundryIR provides to issuer clients. By clicking to accept at checkout, and/or by paying an invoice or instructing us to begin work, you agree to these Terms on behalf of the company you represent, and you warrant that you are authorized to bind it. A countersigned engagement letter may add client-specific scope, fees and terms; where it conflicts with this page, the engagement letter prevails. Section 14 contains a binding arbitration agreement (seated in Nashville, Tennessee, or by video conference) and a class-action and jury-trial waiver — please read it.
"FoundryIR", "we", "us" — 9GG LLC, doing business as FoundryIR. "Client", "you" — the issuer that engages us and the individual accepting these Terms on its behalf. "Deliverable" — any material we draft or produce for you. "Engagement letter" — the countersigned document stating your tier, scope, fees and term. "Terms" — this document as in effect on the version date above.
This site is provided for general information. Using it does not by itself create a client relationship. Site content is provided "as is" without warranties of any kind. We may change the site or these Terms at any time; the version date above reflects the latest revision, and the version you accepted at checkout is recorded with your order.
Nothing we provide is investment, legal, accounting or tax advice, and nothing is an offer or solicitation to buy or sell securities. We are not a registered investment adviser, broker-dealer or exempt-market dealer. We commit to the work within our control — the activity in your plan, the deliverables, our turnaround speed, syndication of your approved content, and the content itself (the releases, content, responses and reporting you are paying for) — and we guarantee no outcomes whatsoever: we cannot and do not guarantee reach or share-price impact, nor impressions, coverage, meetings, financing, share price or trading volume. See Financial Warnings and Disclosure, incorporated here.
We will: (a) perform the services in your plan or engagement letter with reasonable skill and care, using qualified personnel; (b) run every market-facing Deliverable through our internal compliance screen and a two-stage human review before it can be published; (c) publish nothing without the required human approval (ours, and yours where your plan requires it); (d) keep your non-public information confidential under §10; (e) disclose paid engagements as required by law and exchange policy (including, for TSX Venture issuers, Policy 3.4 / Form 3C); and (f) tie our compensation solely to cash fees, never to your share price or trading volume. Our timelines and turnaround commitments are contingent on your cooperation under §4 and assume you have supplied what a given Deliverable requires. We staff by role, not by named individual, and may assign qualified personnel or subcontractors to your engagement.
The engagement depends on you, and you agree to:
Unless your engagement letter says otherwise: fees are cash, in the currency selected at checkout, invoiced monthly in advance (or prepaid annually where elected), and due on receipt. The monthly retainer reserves capacity and roster for you and is earned when the billing period begins; one-time supplements are earned when we begin the work. Fees are non-refundable, including where you fail to cooperate, delay approvals, or stop using the service, except (i) as expressly stated in your engagement letter or (ii) where a refund cannot lawfully be excluded. Prepaid annual amounts are non-refundable, though we may, at our discretion, credit discrete un-started supplements. You are responsible for applicable taxes. Late or failed payments may incur suspension under §7 and interest at the lesser of 1.5% per month or the legal maximum.
Every Deliverable passes our qualified internal review; market-facing Deliverables also require your approval unless you have expressly elected standing auto-approval at checkout for routine, already-public content. Content that can move your stock — news releases, material changes, financial results, technical disclosure — always requires your sign-off and can never be auto-approved, whatever your setting. If you do not respond to an approval request, we will not publish; we are not liable for delay or non-publication caused by your non-response, and your fees continue to accrue.
We may suspend some or all services immediately, without liability and without pausing your fees, if you fail to pay when due, fail to provide information or approvals we reasonably need, or are otherwise non-cooperative such that we cannot perform. We may terminate for cause, effective on notice and without refund, if you: fail to cure non-payment or non-cooperation within ten business days of notice; ask us to act unlawfully or in breach of exchange policy; provide false or misleading information; or create a legal, regulatory or reputational risk to us that we reasonably judge material. Suspension or termination caused by your conduct does not entitle you to any refund, and fees for the then-current period remain payable.
Unless your engagement letter states otherwise, the initial term is three months, then continues month-to-month; either party may terminate for convenience on 30 days' written notice effective at the end of a paid period. Annual prepaid terms run for their stated term. Sections that by their nature should survive (including §§5, 7, 9–15) survive termination.
Deliverables produced for you under a paid engagement are assigned to you upon full payment for them. Our underlying systems, software, models, templates, methods and know-how remain ours, and we may reuse general skills and non-client -specific know-how. This website's content is ours and may not be reproduced commercially without permission.
Each party keeps the other's non-public information confidential and uses it only to perform the engagement; this survives termination. We do not seek material non-public information except to prepare compliant disclosure with your counsel, and you agree to limit any MNPI you share with us to what that purpose requires.
Except as expressly stated here, the services and Deliverables are provided "as is" and "as available," without warranties of any kind, express or implied, including merchantability, fitness for a particular purpose and non-infringement. We do not warrant any particular market, media, investor, analyst or financial result.
To the maximum extent permitted by law: (a) we are not liable for indirect, incidental, special, consequential, exemplary or punitive damages, or for lost profits, revenues, goodwill or market value, however caused; and (b) our total aggregate liability arising out of or relating to the site, the services or these Terms is limited to the total fees you have paid us for the engagement over the entire period it has remained active through your renewing payments (the "functioning period" of the engagement), up to the event giving rise to the claim. This cap is not a fixed trailing window; it accrues with the fees actually paid, for as long as your engagement continues to renew. Nothing limits liability that cannot lawfully be limited.
You will defend, indemnify and hold us harmless from any third-party claim, loss, liability or expense (including reasonable legal fees) arising from: information you provided or approved; content published in your name; your violation of securities laws or exchange policies; or your breach of these Terms — except to the extent caused by our own uncured material breach.
Please read this section carefully — it affects how disputes are resolved.
(a) Agreement to arbitrate. Any dispute, claim or controversy arising out of or relating to these Terms, the website, the services, or the relationship between us (a "Dispute") will be resolved by final and binding arbitration, and not in court, except as stated in §14(e). This agreement to arbitrate is governed by the Federal Arbitration Act.
(b) Forum and seat. The arbitration will be administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules, before one arbitrator. The seat and venue of the arbitration is Nashville (Davidson County), Tennessee; at FoundryIR's election the hearing may be conducted by video conference. Judgment on the award may be entered in any court of competent jurisdiction.
(c) Class-action and jury waiver. Disputes will be arbitrated only on an individual basis. You and we waive any right to a jury trial and any right to bring or participate in a class, collective, consolidated or representative action. The arbitrator may not consolidate more than one party's claims or preside over any representative or class proceeding.
(d) Fees and governing law of the Dispute. Each party bears its own attorneys' fees except where a statute or the arbitrator provides otherwise; administrative and arbitrator fees are allocated under the AAA rules. The substantive law governing a Dispute is stated in §15.
(e) Carve-outs. Either party may (i) bring an individual claim in small-claims court if it qualifies, and (ii) seek temporary or preliminary injunctive relief in a court of competent jurisdiction to protect intellectual property or confidential information pending arbitration.
(f) Opt-out. You may opt out of this arbitration agreement by emailing [email protected] with your company name and "Arbitration Opt-Out" within 30 days of first accepting these Terms; opting out does not affect the other Terms.
These Terms and any Dispute are governed by the laws of the State of Wyoming, USA (where 9GG LLC is organized), without regard to conflict-of-laws rules, except that the Federal Arbitration Act governs §14 and, for the arbitration proceeding itself, the procedural law of the seat (Tennessee) applies. An engagement letter with a Canadian issuer may specify Canadian governing law for that engagement.
You may not assign these Terms without our consent; we may assign to an affiliate or successor. If any provision is unenforceable, the rest remains in effect and the unenforceable provision is limited to the minimum extent necessary (and in §14(c), if the class/representative waiver is held unenforceable as to a claim, that claim proceeds in court, but the rest of §14 still governs all other claims). These Terms, plus the engagement letter and the documents they incorporate, are the entire agreement between us and supersede prior discussions. Our failure to enforce a provision is not a waiver. Notices to us go to [email protected] and to the address below; notices to you go to the email and contact on your account. We accept electronic acceptance and signatures.
9GG LLC (FoundryIR), 30 N Gould St, Ste R, Sheridan, WY 82801, USA · [email protected].