TERMS OF SERVICE

CHERUB TECHNOLOGIES INC. TERMS OF SERVICE

Last Updated: September 8, 2026

These terms of service ("Terms") apply to your access and use of Cherub (the "Service"). Please read them carefully.

Accepting these Terms

If you access or use the Service, you agree to be bound by these Terms. If you don't agree, please don't use the Service. If something here doesn't make sense to you, email membership@investwithcherub.com.

Two other documents are part of these Terms: our Privacy Policy, which explains what information we collect and how we use it, and our Subscription Terms, which apply if you buy a plan or a one-time purchase.

Eligibility

You must be at least 16 years old to create an account or use the Service.

Some features have additional requirements, described where those features appear. You must be at least 18 years old to commit capital, to state that you are an accredited investor, or to sign an agreement through the Service, including a creator equity agreement.

Changes to these Terms

We may change these Terms. We'll post any change with a new "Last Updated" date.

For changes that materially affect your rights or obligations, we'll give you notice — by email, in the product, or both — at least 48 hours before they take effect, unless a change has to take effect sooner for legal or security reasons. If you don't agree to a change, you can stop using the Service and cancel any paid plan; the Subscription Terms describe what happens to amounts already paid.

Where we give you a way to accept the revised Terms, your acceptance takes effect when you use it. If you keep using the Service after a change takes effect, you've accepted it.

Your Account and Profile

Your Cherub account is personal to you. You may describe yourself on Cherub in more than one capacity — for example as a founder, an investor, a creator, or a community leader. These descriptions tell other members what you do. They do not by themselves grant access to anything. What you can see and do on Cherub is determined by three separate things: the capacities you've added, what you've verified, and what access you've purchased.

You're responsible for keeping your login secure and you accept the risks of unauthorized access to your account. You may not share your login, let anyone else use your account, or create an account for someone else without their authorization. Tell us as soon as possible if you think your account has been compromised.

Identity Verification

Some activity requires you to verify your identity. Identity verification is required before you can send a connection request or message to any other member. You don't need to verify your identity to browse the Service, to receive messages, or to be contacted by others.

Verification is performed by Stripe, which may collect a government-issued identification document and other information from you. How that information is handled is described in our Privacy Policy and in Stripe's own terms and privacy policy.

Verification is free. No payment increases, accelerates, or substitutes for verification.

We don't guarantee that verification establishes any fact about a member beyond what the verification process itself checks. We may suspend, revoke, or re-request verification at any time, including where we believe information provided was false, altered, or belongs to someone else.

What Other Members Can See

What another member can see about you, your company, or your fundraise depends on their verification status and on choices you make. In general:

  • Basic profile information is visible to signed-in members.
  • Detailed fundraise information, deal terms, and materials you've designated as sensitive are visible only to members who have verified their identity, and in some cases only to members you've individually approved.
  • A paid plan never increases what a member can see about you. Plans expand a member's own outbound capacity and their view of activity on their own profile, company, or deal.

Where you can make information more widely visible — for example by choosing to display commitment amounts on your fundraise — that setting is off unless you turn it on. Turning it on authorizes us to display that information to the audience described in the setting.

Activity That's Visible to Others

Cherub is designed so that people know who's engaging with them. We show members who has viewed their profile, and we tell a member when someone views their deal materials or data room documents, including that person's name. Where a plan is required to see viewer identity, view counts are available without a plan.

We say so in the product where this applies. If you don't want your identity associated with viewing a member's profile or materials, don't view them.

Insights and Metrics

We may show you information about activity relating to you, your company, your deal, or a room you operate. Some of this is available to all members and some requires a paid plan and an active fundraise.

Metrics are estimates. They may be incomplete, delayed, or inaccurate, and they may change as we improve how we measure. We don't warrant their accuracy or completeness, you shouldn't rely on them as the sole basis for any decision, and they are not a representation about any person's intentions.

Connection Requests and Usage Limits

Sending connection requests and messages requires identity verification, and some kinds of outreach are limited in number. Current limits are shown in the product and described in our Help Center. We may change them at any time, including to protect members from unwanted contact.

Where a plan or purchase includes a number of requests, that capacity is used when a request is sent. It isn't restored if the recipient declines, doesn't respond, or if your plan ends. Unused capacity has no cash value, doesn't roll over unless we say so, and isn't refundable except as required by law or by the Subscription Terms.

You may not use automated means, multiple accounts, or any workaround to exceed a limit.

Plans and Purchases

Some features require a paid plan or a one-time purchase. What we offer, what's included, and current prices are described on our Plans page. The Subscription Terms govern billing, renewal, cancellation, and refunds.

Members we've designated as creators are not charged for the creator-facing features of the Service.

No Advice, No Offer, No Diligence

Cherub is not a broker-dealer, investment adviser, funding portal, or exchange, and doesn't provide investment, legal, tax, or accounting advice. 

Nothing on the Service is an offer to sell or a solicitation of an offer to buy any security, or a recommendation of any investment. Information about a company or a fundraise comes from that company, isn't verified by us, and may be incomplete or inaccurate. We perform no due diligence. Any decision to invest, to accept an investment, to advise a company, or to accept equity is yours alone, and you may lose the entire amount you commit.

Acceptable Use

You may not post, link to, or otherwise make available:

  • Content that is libelous, defamatory, bigoted, fraudulent, or deceptive;
  • Content that is illegal or unlawful, or that would create liability;
  • Content that infringes or violates any patent, trademark, trade secret, copyright, right of privacy, right of publicity, or other right of any party;
  • Mass or repeated promotions, political campaigning, or commercial messages directed at members who haven't asked for them;
  • Private information about a third party (addresses, phone numbers, email addresses, Social Security numbers, payment card numbers);
  • Viruses, corrupted data, or other harmful or destructive files or code.

You also may not:

  • Use the Service in a way that interferes with, disrupts, or degrades it, or that stops other members from using it;
  • Impersonate or post on behalf of any person or entity, or misrepresent your affiliation with anyone, including Cherub and its members;
  • Access another member's fundraise information, deal materials, or data room documents for competitive research, or for any purpose other than genuinely evaluating the opportunity presented;
  • Extract, scrape, compile, or resell member information, including creator information, or use automated means to access the Service;
  • Use multiple accounts, or any other method, to exceed a usage limit or to get access you haven't been granted;
  • Provide false information during identity verification, or misrepresent your accredited investor status, professional role, or affiliation;
  • Redistribute a shared link, or material accessed through one, beyond the people the sharer intended;
  • Disclose or misuse information you receive through the Service that is, or should reasonably be understood to be, confidential or proprietary, without the disclosing party's consent. This doesn't cover information that was already lawfully known to you or independently developed by you, that is generally known to the public, that was lawfully obtained from a third party, or that you're required to disclose by law or court order;
  • Divert or attempt to divert a member of the Service, where you solicited them to do so;
  • Circumvent or attempt to circumvent any filtering, security measure, rate limit, or other feature designed to protect the Service, its members, or third parties.

Cherub Materials

We put a lot of effort into creating the Service, including the logo and all designs, text, graphics, images, information, and other content (excluding your content). This property is owned by us or our licensors and is protected by U.S. and international copyright laws. We grant you the right to use it as part of the Service.

Unless we say otherwise, your rights don't include: publicly performing or displaying the Service; modifying it or making derivative uses of it; using data mining, robots, or similar extraction methods; downloading any portion of it other than page caching; reverse engineering it or accessing it to build a competing product; or using it other than for its intended purposes. If you do any of this, we may terminate your use of the Service.

Third-Party Content

We don't review, verify, or authenticate content posted by you or other members, and it may contain inaccuracies or false information. We make no representations, warranties, or guarantees about the quality, suitability, truth, accuracy, or completeness of any content on the Service. You're solely responsible for, and assume all risk arising from, your use of or reliance on any content.

Changes to the Service

We may change the Service, including adding, changing, or removing features and plans. Where a change materially reduces what a paid plan includes, the Subscription Terms describe your options.

Disclaimers and Limitation of Liability

THE SERVICE AND ANY OTHER SERVICE AND CONTENT MADE AVAILABLE TO YOU THROUGH THE SERVICE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND. WE DISCLAIM ALL WARRANTIES AND REPRESENTATIONS (EXPRESS OR IMPLIED, ORAL OR WRITTEN) WITH RESPECT TO THE SERVICE AND ITS CONTENT, WHETHER ALLEGED TO ARISE BY OPERATION OF LAW, BY REASON OF CUSTOM OR USAGE IN THE TRADE, BY COURSE OF DEALING, OR OTHERWISE. THIS INCLUDES, WITHOUT LIMITATION, ANY WARRANTY RELATING TO IDENTITY VERIFICATION, ACCESS CONTROLS, METRICS AND INSIGHTS, AI FEATURES, AND DOCUMENT AND ELECTRONIC SIGNATURE INFRASTRUCTURE.

IN NO EVENT WILL CHERUB TECHNOLOGIES INC. BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY SPECIAL, INDIRECT, INCIDENTAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH THE SERVICE. THIS SECTION WILL BE GIVEN FULL EFFECT EVEN IF ANY REMEDY SPECIFIED IN THIS AGREEMENT IS DEEMED TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

Indemnification

You agree to defend, indemnify, and hold us harmless from any costs, damages, liabilities, and expenses (including attorneys' fees, costs, penalties, interest, and disbursements) we incur in relation to, arising from, or for the purpose of avoiding any third-party claim or demand relating to your use of the Service or the use of the Service by anyone using your account, including any claim that your use violates applicable law or the rights of a third party, or that you breached these Terms.

Termination

If you breach these Terms, we may suspend or disable your access to or use of the Service. You may stop using the Service at any time; the Subscription Terms describe what happens to a paid plan.

On termination: access you've granted to others may be revoked, access others granted to you ends, and unused capacity is forfeited. Executed agreements remain available in the accounts of the parties to them, and we may retain records we're required to keep. The sections on Your Content (as to content already shared), Disclaimers, Limitation of Liability, Indemnification, Governing Law, Jurisdiction, and this section survive termination.

Governing Law

The validity of these Terms and the rights, obligations, and relations of the parties under them will be construed and determined under the laws of the State of California, without regard to conflicts of law principles.

Jurisdiction and Dispute Resolution

Please read this section carefully. It requires most disputes to be resolved by individual arbitration and waives your right to a jury trial and to participate in a class action. Before starting any proceeding, you and Cherub agree to try to resolve the dispute informally: the party raising it will send a written Notice of Dispute to membership@investwithcherub.com or to the email address on your account, and both parties will negotiate in good faith for 60 days. 

If the dispute isn't resolved, you and Cherub agree that any dispute, claim, or controversy arising out of or relating to these Terms, the Subscription Terms, the Privacy Policy, or your use of the Service will be resolved by binding individual arbitration governed by the Federal Arbitration Act, seated in Los Angeles County, California, and conducted by videoconference or in writing where the rules permit. 

You and Cherub agree to bring claims only in an individual capacity and not as part of any class, collective, consolidated, or representative proceeding, and each waives any right to a jury trial. This doesn't apply to individual small-claims actions, to claims for injunctive relief relating to intellectual property, unauthorized access to the Service, or unauthorized disclosure of confidential material, or to any claim that can't be arbitrated as a matter of law — for those, and for any claim a court finds isn't subject to arbitration, you and Cherub consent to the exclusive jurisdiction of the state and federal courts located in Los Angeles California, and to personal jurisdiction there. These Terms are governed by California law without regard to conflicts of law principles, and if any part of this section is held unenforceable, the remainder stays in effect.

General

Entire agreement. These Terms, together with the Privacy Policy and the Subscription Terms, are the entire agreement between you and Cherub Technologies Inc. regarding your use of the Service, and supersede any prior agreements on that subject.

Severability. If any provision is held unenforceable, the rest stays in effect.

Assignment. You may not assign these Terms. We may assign them in connection with a merger, acquisition, or sale of assets.

Notices. We may give you notice by email to the address on your account or through the Service.

No waiver. Our failure to enforce a provision isn't a waiver of it.

Questions and Contact

Questions or comments can be directed to: membership@investwithcherub.com.