Terms of Service

1. Agreement to these terms

These Terms of Service (the "Terms") are an agreement between you and TermProof ("TermProof", "we", "us") governing your use of the TermProof platform at termproof.com, including the demo sandbox, the waitlist, and any related services (together, the "Service"). By creating an account, joining the waitlist, or using the Service, you agree to these Terms. If you are using the Service on behalf of a fund or other organization, you represent that you have authority to bind that organization, and "you" refers to it.

2. The Service

TermProof is a document-native fund operations platform. You upload your fund's executed documents — SAFEs, convertible notes, priced equity paperwork, side letters, warrants, and term sheets — and the Service uses AI-assisted extraction to identify deal terms in them. Each extracted field is presented with a verbatim source quote, a page reference, and a confidence score. Low-confidence fields are routed to a human review queue, and no extracted term is committed to your fund records without your explicit approval. Approvals, corrections, and commits are recorded in an audit trail. Approved terms feed cap tables, financing events, cash flows, and fund analytics that you can export.

3. Early access

The Service is currently in early access. Access is invite-only, features may change, be added, or be removed without notice, and availability is not guaranteed. Demo sandboxes are isolated organizations seeded with fictional data and are deleted automatically after seven days. We may impose or adjust usage limits during early access to keep the Service reliable for everyone.

4. Your account

You must provide accurate account information and keep your login credentials secure. You are responsible for activity that occurs under your account and under the accounts of users you invite to your organization. Notify us at team@termproof.com promptly if you suspect unauthorized access.

5. Acceptable use

You agree not to:

• upload documents you do not have the right to process, or content that is unlawful;
• attempt to access data belonging to another organization or circumvent tenant isolation;
• probe, scan, or test the vulnerability of the Service without written permission;
• use the Service to build a competing product, or scrape or bulk-extract it by automated means outside its intended features;
• resell or sublicense the Service without our written consent;
• interfere with the operation of the Service, including by circumventing rate or usage limits.

We may suspend or terminate access that violates this section.

6. Your documents and data

You own your documents and the data extracted from them. You grant TermProof a limited license to host, process, and display your documents and extracted data solely to provide and support the Service, including sending document contents to our AI model provider for extraction. TermProof does not train AI models on your documents, and our model provider (Anthropic) does not train on API data. You can export your data from the Service, and you can request deletion of your data at team@termproof.com. You are responsible for having the necessary rights to upload the documents you submit.

7. AI output and no professional advice

AI-generated extractions are drafts, not conclusions. Every extracted term is subject to your review and approval, and you are responsible for verifying extracted terms against the underlying documents before relying on them. TermProof is not a law firm and does not provide legal, tax, or investment advice. Extracted terms are subject to your review and approval. Nothing in the Service constitutes advice of any kind, and you should consult your own advisers for decisions that depend on the contents of your documents.

8. Plans, fees, and billing

The Service offers the following plans. Document usage is metered per UTC calendar month.

• Early access — free while TermProof is in early access; includes 25 documents per month and 1 fund. The included allowance is a hard cap.
• Pro — $149 per month; includes 500 documents per month and unlimited funds, then $0.75 per document past the included allowance.
• Fund Ops — $449 per month; includes 2,000 documents per month and unlimited funds, then $0.50 per document past the included allowance.

Paid plans are monthly subscriptions billed through Stripe, our payments processor. Overage past the included allowance is billed as metered usage per document processed. As a safety measure, paid plans stop processing at five times the included monthly allowance; processing resumes the following month. Prices are exclusive of any applicable taxes, which you are responsible for. You can cancel at any time from billing settings; cancellation takes effect at the end of the current billing period, and we do not provide refunds or credits for partial months. We may change pricing with reasonable advance notice; changes apply from your next billing period.

9. Term and termination

These Terms apply for as long as you use the Service. You may stop using the Service and delete your account at any time. We may suspend or terminate your access if you materially breach these Terms, if required by law, or if we discontinue the Service; where practical we will give you notice and a reasonable opportunity to export your data. Sections that by their nature should survive termination (including Sections 6, 7, 10, 11, and 13) survive.

10. Disclaimers

The Service is provided "as is" and "as available." To the maximum extent permitted by law, TermProof disclaims all warranties, express or implied, including merchantability, fitness for a particular purpose, non-infringement, and any warranty that extractions will be accurate, complete, or uninterrupted. AI extraction has inherent limitations; the review workflow exists precisely because output must be checked by a person before it is relied on.

11. Limitation of liability

To the maximum extent permitted by law, TermProof will not be liable for any indirect, incidental, special, consequential, or punitive damages, or for lost profits, lost data, or business interruption, arising out of or relating to the Service, even if advised of the possibility. To the maximum extent permitted by law, TermProof's total aggregate liability arising out of or relating to the Service will not exceed the greater of the amounts you paid to TermProof in the twelve months before the event giving rise to the claim or one hundred US dollars ($100). Some jurisdictions do not allow certain limitations, so parts of this section may not apply to you.

12. Changes to the Service or these Terms

We may update these Terms as the Service evolves, particularly as we exit early access. If we make material changes, we will notify you by email or in the product before they take effect. Continued use of the Service after changes take effect constitutes acceptance of the updated Terms.

13. Governing law

These Terms are governed by the laws of the State of California, without regard to its conflict of laws rules. The exclusive venue for disputes arising out of these Terms or the Service is the state or federal courts located in California, and each party consents to their jurisdiction.

14. Contact

Questions about these Terms: team@termproof.com.