Terms of Service

We may revise and update these Terms of Service from time to time in our sole discretion. All changes are effective immediately when we post them, and apply to all access to and use of the Platform thereafter. However, any changes to the dispute resolution provisions set out in the Governing Law and Jurisdiction section below will not apply to any disputes for which the parties have actual notice before the date the change is posted on the Platform.

Your continued use of the Platform following the posting of revised Terms of Service means that you accept and agree to the changes. You are expected to check this page from time to time so you are aware of any changes, as they are binding on you.

We reserve the right to withdraw or amend the Platform, and any service or material we provide on the Platform, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Platform is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Platform, or the entire Platform, to users, including registered users.

You are responsible for both:

• Making all arrangements necessary for you to have access to the Platform; and
• Ensuring that all persons who access the Platform through your internet connection are aware of these Terms of Service and comply with them.

To access the Platform or some of the resources it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of the Platform that all the information you provide is correct, current, and complete. You agree that all information you provide to register with the Platform or otherwise is governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.

In particular, you may be asked to provide information relating to your qualifications to participate in an investment opportunity, including information relating to your ability to qualify as an “Accredited Investor” or similar status. All information you provide on the Platform will be made available to the sponsors of the related opportunities, and by providing the information you represent that it is correct, current, and complete, and you will take any action needed to update such information.

If you are provided with information about any other user, deal, opportunity, company, entity, or customer in connection with the Platform, you are responsible to verify the accuracy of the received information. We do not verify information that has been provided, and make no representation or warranty to you about its accuracy, completeness, or authenticity. All such information is provided to you “as is.”

If you choose, or are provided with, a username, password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You agree to notify us immediately of any unauthorized access to or use of your account or any other breach of security. We have the right to disable any username, password, or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason.

You authorize third parties, which may include your mobile operator, internet service provider, financial institution, government organizations, blockchain analytics providers, and other authoritative data sources, to disclose to the Company and its data processing partners data only for the purposes of validating your identity and preventing fraud on your account. You also authorize the Company to disclose this data directly to its data processing partners only for the purposes described herein. This data shall only be maintained for the duration of the business relationship. See our Privacy Policy for how we treat your data.

The Platform and its entire contents, features, and functionality (including but not limited to all information, legal forms, products, materials, documents, agreements, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by the Company, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

Other than the purposes for which we make any services available, these Terms of Service permit you to use the Platform for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Platform, except as follows:

• Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
• You may store files that are automatically cached by your web browser for display enhancement purposes.
• You may print one copy of a reasonable number of pages of the Platform for your own personal, non-commercial use and not for further reproduction, publication, or distribution.

You must not:

• Modify copies of any materials from this site;
• Use any illustrations, photographs, video or audio sequences, or any graphics separately from the accompanying text;
• Reverse engineer or otherwise attempt to discover or reproduce the Platform or its component parts; and
• Delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from this site.

If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Platform in breach of these Terms of Service, your right to use the Platform will stop immediately. No right, title, or interest in or to the Platform or any content on the Platform is transferred to you, and all rights not expressly granted are reserved by the Company.

All data, information, content, communications, messages, documents and other information that you are provided access to through the non-public portions of the Platform are confidential information of the Company, fund sponsors, investors and other users of the Platform. Please review our Confidential Information Disclosure for a full statement of our confidentiality terms. This includes, but is not limited to:

• Information relating to the identification of other users, customers, deal sponsors, investment targets, companies seeking funding, and persons and entities relating to any of the foregoing;
• The terms of any deal, the fact that any deal is being sponsored, the fact that any sponsor is seeking investors, and other information relating to deals, funds, and opportunities;
• Financial, corporate, operational, historical, performance, qualification, valuation, structural, legal, or other diligence information relating to users, customers, deal sponsors, companies, or opportunities;
• The content of all communications, documents, messages, and other content you receive or become aware of through the Platform; and
• Compilations, derivatives, summaries, analyses, benchmarking, performance, or other information or data derived from any confidential information.

You shall: (a) protect and safeguard the confidentiality of such confidential information with at least the same degree of care as you would protect your own confidential information, and in no event less than a reasonable degree of care; (b) not use the confidential information for any purpose other than to use the Platform; and (c) not disclose any such confidential information to any other person or entity except to other users as enabled by the Platform and in accordance with these Terms of Service.

The Company name, the term “ROCKETBOOK,” the Company logo, and all related names, logos, product and service names, designs, and slogans are trademarks of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. All other names, logos, product and service names, designs, and slogans on the Platform are the trademarks of their respective owners.

You may use the Platform only for lawful purposes and in accordance with these Terms of Service. You agree not to use the Platform:

• In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries, or any anti-money laundering, sanctions, or counter-terrorism financing laws).
• For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way.
• To transmit, or procure the sending of, any advertising or promotional material, including any “junk mail,” “chain letter,” “spam,” or any other similar solicitation.
• To impersonate or attempt to impersonate the Company, a Company employee, another user, or any other person or entity.
• To engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Platform, or which may harm the Company or users of the Platform, or expose them to liability.

Additionally, you agree not to:

• Use the Platform in any manner that could disable, overburden, damage, or impair the site or interfere with any other party's use of the Platform.
• Use any robot, spider, or other automatic device, process, or means to access the Platform for any purpose, including monitoring or copying any of the material on the Platform.
• Use any device, software, or routine that interferes with the proper working of the Platform.
• Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
• Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Platform, the server on which the Platform is stored, or any server, computer, or database connected to the Platform.
• Attack the Platform via a denial-of-service attack or a distributed denial-of-service attack.

The Platform may contain messaging functionality, data rooms, profiles, and other interactive features (collectively, “Interactive Services”) that allow users to post, submit, publish, display, or transmit content, messages, documents, or materials (collectively, “User Contributions”) on or through the Platform.

By providing any User Contribution on the Platform, you grant us and our affiliates and service providers the right to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material as required for the Company to provide the Platform and related services to you.

You represent and warrant that you own or control all rights in and to the User Contributions and have the right to grant the license granted above to us. You understand and acknowledge that you are responsible for any User Contributions you submit or contribute, and you, not the Company, have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness.

The information presented on or through the Platform is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Platform.

We are not your attorneys. Nothing contained in these Terms of Service or any activity of the Company or any other user on the Platform will create an attorney-client relationship between you and the Company or any third party. You further agree and understand that neither we nor our employees, representatives, or agents are licensed investment advisers or exempt reporting advisers and we do not provide investment advisory services. We do not provide any investment advice, tax advice, accounting advice, legal advice, or legal services of any kind in connection with you or any other third party.

We are not responsible, and you are solely responsible for compliance with all laws, regulations, and contractual and other requirements applicable to the activities you conduct on or through the Platform, including, without limitation, laws, regulations, and requirements relating to:

• The issuance, promotion, offer, sale, purchasing, or investing in securities, and related filing and record-keeping requirements (including Regulation D, Regulation A, Regulation S, Rule 144, and state qualification, notice, exemption and other filings);
• Investment advisory activities, brokerage activities, and fund sponsorship;
• Cross-border and international investment and fund formation;
• Money laundering, bribery, and sanctions compliance; and
• Taxes, fees, tariffs, export and import activities.

If you elect to invest in any opportunity, you do so at your own risk. We make no recommendations, representations, or warranties with respect to any opportunity, and the presence of any user, customer, or opportunity on the Platform shall not be deemed to constitute a recommendation. Please refer to our Financial Disclaimer for additional important disclosures.

Many of our customers and users have similar or identical business operations. We, our affiliates, or other users of the Platform may invest in the same opportunities that you or your affiliates may be investing in. You acknowledge and agree that we may have a conflict of interest in providing services to you and to other users, and you expressly waive and disclaim any claims or causes of action arising from, or related to, such conflicts or potential conflicts of interest. You acknowledge that our relationship with you in no way precludes us from representing other investment platforms, investment groups, venture capital organizations, fund sponsors, private equity fund sponsors, investors, or any other party.

The Platform may facilitate the receipt and processing of capital contributions and fee payments in approved digital assets, including stablecoins such as USDT and USDC (“Approved Digital Assets”). By electing to transact using Approved Digital Assets, you acknowledge and agree that:

• The Company will convert Approved Digital Assets to U.S. Dollars at a conversion rate determined by the Company at the time of receipt, which rate shall be final and binding;
• Third-party transaction costs, including blockchain network fees, currency conversion fees, and exchange rate fluctuations, may result in the credited U.S. Dollar amount differing from the notional value of the digital assets transferred;
• You bear all third-party transaction costs associated with digital asset contributions; and
• The Company does not provide custodial or escrow services for digital assets beyond the scope of accepting contributions and converting to USD for fund operations.

If the Platform contains links to other sites and resources provided by third parties, these links are provided for your convenience only. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked to the Platform, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.

We use, have integrated into the Platform, or may provide access to third-party services, including services provided by our banking partners, technology partners, blockchain analytics providers, and identity verification providers. The use of such third-party services is conditioned upon your compliance with the terms of service of such third parties. You agree and accept such third-party terms of service by your acceptance of or use of such services.

You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Platform will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data.

YOUR USE OF THE PLATFORM, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE PLATFORM IS AT YOUR OWN RISK. THE PLATFORM, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE PLATFORM ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE PLATFORM.

TO THE FULLEST EXTENT PROVIDED BY LAW, THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE.

TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COMPANY, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE PLATFORM, ANY CONTENT ON THE PLATFORM OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE PLATFORM, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.

The limitation of liability set out above does not apply to liability resulting from our gross negligence or willful misconduct.

You agree to defend, indemnify, and hold harmless the Company, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to your violation of these Terms of Service or your use of the Platform, including, but not limited to, your User Contributions, any use of the Platform's content, services, and products other than as expressly authorized in these Terms of Service, or your use of any information obtained from the Platform.

All matters relating to the Platform and these Terms of Service, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of Delaware without giving effect to any choice or conflict of law provision or rule.

ALL CONTROVERSIES WHICH MAY ARISE BETWEEN THE PARTIES CONCERNING THESE TERMS OF SERVICE WILL BE DETERMINED BY BINDING ARBITRATION ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION IN ACCORDANCE WITH ITS THEN-CURRENT RULES. THE ARBITRATION WILL TAKE PLACE IN WILMINGTON, DELAWARE. YOU AGREE THAT ANY CLAIM MUST BE BROUGHT IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF SERVICE OR THE PLATFORM MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

No waiver by the Company of any term or condition set out in these Terms of Service shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under these Terms of Service shall not constitute a waiver of such right or provision.

If any provision of these Terms of Service is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Service will continue in full force and effect.

These Terms of Service, our Privacy Policy, and any applicable Master Service Agreement and Statement of Work constitute the sole and entire agreement between you and the Company regarding the Platform and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Platform. For the avoidance of doubt, our obligations, if any, with regard to our paid products and services are governed solely by the agreements pursuant to which they are purchased, and nothing on the Platform should be construed to alter such agreements.

This Platform is operated by:

Rocketbook LLC
8 The Green STE A, Dover, DE 19901

All feedback, comments, requests for technical support, and other communications relating to the Platform should be directed to: hello@rocketbook.io.