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Terms and Conditions

Last Updated: June 1, 2026

1. Acceptance of Terms

These Terms and Conditions ("Terms") govern your access to and use of Capmatter ("Capmatter," "we," "our," or "us").

By creating an account, accessing, or using the platform, you agree to be bound by these Terms.

If you do not agree to these Terms, you may not use the platform.

2. Description of Services

Capmatter provides software tools for:

  • Cap table management
  • Equity tracking
  • Shareholder management
  • ESOP administration
  • Scenario planning
  • Dilution modeling
  • Financial record organization
  • Reporting and analytics

Capmatter is a software platform only.

Capmatter does not provide:

  • Legal advice
  • Tax advice
  • Accounting advice
  • Investment advice
  • Regulatory advice
  • Valuation opinions
  • Securities compliance services

Any output generated by the platform is informational and based on user-provided data and assumptions.

3. User Responsibilities

You are solely responsible for:

  • The accuracy of information entered into the platform
  • Maintaining backups of critical business records
  • Reviewing calculations and reports before relying on them
  • Compliance with applicable laws and regulations
  • Obtaining professional advice where required

You acknowledge that inaccurate inputs may produce inaccurate outputs.

4. Account Security

You are responsible for:

  • Maintaining the confidentiality of your credentials
  • Restricting access to your account
  • Activities conducted under your account

You must notify us immediately of any suspected unauthorized access or security incident.

5. Subscriptions and Billing

Certain features may require a paid subscription.

Subscriptions may be billed:

  • Monthly
  • Annually
  • Under other plans offered by Capmatter

By purchasing a subscription, you authorize applicable charges through our payment providers.

Failure to maintain payment may result in:

Downgrade of account features, suspension of access, or loss of premium functionality.

6. Free Plans and Usage Limits

Capmatter may impose limitations on:

  • Number of companies
  • Number of shareholders
  • Number of transactions
  • Storage usage
  • Export functionality
  • Scenario modeling
  • API access

These limits may be modified at any time. Attempts to circumvent plan restrictions may result in suspension or termination.

7. Availability of Service

We strive to provide reliable service but do not guarantee continuous availability, error-free operation, or uninterrupted access.

The platform may experience:

  • Maintenance periods
  • Service outages
  • Third-party failures
  • Data synchronization delays
  • Infrastructure interruptions

8. Data Integrity and Backups

Capmatter uses reasonable efforts to maintain system integrity and data reliability.

However, users remain responsible for maintaining independent records of critical business information.

We do not guarantee that data loss, corruption, duplication, synchronization errors, calculation errors, or third-party infrastructure failures will never occur.

9. Intellectual Property

All rights, title, and interest in the platform remain the exclusive property of Capmatter and its licensors.

    SoftwareSource codeDesignBrandingAlgorithmsDocumentationReports

These Terms do not transfer ownership of any Capmatter intellectual property or proprietary calculation engines.

Customer Data License

You retain all right, title, and interest in any data, records, documents, or information you upload or enter into the platform ("Customer Data"). You grant Capmatter a limited, worldwide, royalty-free, non-exclusive license to access, host, copy, process, transmit, and display Customer Data solely for the purpose of providing, maintaining, securing, and improving the services.

10. Prohibited Conduct

  • Reverse engineer the platform
  • Attempt unauthorized access
  • Interfere with platform operations
  • Upload malicious code
  • Use the platform for unlawful activities
  • Circumvent subscription restrictions
  • Misrepresent ownership or authority over uploaded data

11. Suspension and Termination

We may suspend or terminate accounts at our discretion for violations, fraud, security concerns, or non-payment.

12. Third-Party Services

We are not responsible for failures, outages, actions, or omissions of third-party providers including hosting, authentication, payment processing, or analytics providers.

13. No Warranties & Projections Disclaimer

Platform Provided "AS IS"

Capmatter disclaims all warranties of merchantability, fitness for a particular purpose, and accuracy. We do not warrant that outputs will be error-free or suitable for any transaction.

Modeling & Dilution Projections Disclaimer:

The dilution simulator, round models, ESOP vesting forecasts, and mathematical calculations provided by Capmatter are hypothetical simulations designed for illustrative and educational purposes only. They do not constitute a legal valuation, financial projection, or guarantee of share allocations. Actual outcomes of funding rounds, share issuances, and tax implications may vary substantially based on legal agreements, regulatory approvals, and corporate resolutions. You are advised to consult with certified corporate secretaries, legal counsel, and chartered accountants before finalizing any equity transactions.

14. Limitation of Liability

To the maximum extent permitted by law, Capmatter shall not be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages.

This includes loss of:

  • Revenue
  • Profits
  • Investments
  • Business opportunities
  • Goodwill
  • Data
  • Shareholder value
Total aggregate liability limit: The lesser of (a) the total fees paid by you to Capmatter in the 12 months preceding the event giving rise to liability, or (b) ₹10,000 INR.

15. Indemnification

You agree to defend, indemnify, and hold harmless Capmatter from any claims, liabilities, damages, or losses arising from your use of the platform, your data, or any disputes involving shareholders, employees, or third parties.

16. Severability and Force Majeure

Severability

If any provision of these Terms is found to be unenforceable or invalid under applicable law, that provision will be limited or eliminated to the minimum extent necessary so that these Terms will otherwise remain in full force and effect.

Force Majeure

Capmatter shall not be liable for any failure, delay, or interruption in performance of the platform resulting directly or indirectly from acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, internet outages, server host crashes, telecommunication failure, or any other cause beyond our reasonable control.

17. Governing Law & Dispute Resolution

These Terms shall be governed by and interpreted under the laws of India.

Any disputes shall be subject to the exclusive jurisdiction of the courts located in Uttar Pradesh, India.

Class Action Waiver

To the maximum extent permitted by applicable law, you agree that any dispute resolution proceedings will be conducted solely on an individual basis and not in a class, consolidated, representative, or group action. You explicitly waive any right to file or participate in a class action lawsuit or class-wide arbitration against Capmatter.

18. Founder Circle - Community Terms

Founder Circle, our verified founder community, requires an approved founder/investor/mentor/operator verification application. In addition to the Terms above, using Founder Circle means you agree to:

  • Provide accurate information in your verification application and public profile
  • Follow our Acceptable Use Policy for posts, comments, messages, and other community conduct
  • Own your User-Generated Content (posts, comments, resources, articles) while granting Capmatter a license to host and display it to other members, as described in Section 9 above
  • Accept that reported content or conduct may be reviewed and, where it violates our policies, removed, with your account subject to restriction or suspension

AI Founder

AI Founder generates suggestions using an AI provider based on context you supply. Outputs are informational only, may be inaccurate or incomplete, and are not professional advice - you are responsible for reviewing any AI-generated content before relying on or sharing it, consistent with Section 13's disclaimer above.

Messaging

Direct messages are private between participants, but remain subject to our Acceptable Use Policy and may be reviewed if reported for a policy violation.

20. Contact

For questions regarding these Terms:

support@capmatter.com

Important Notice

Capmatter is a software platform for organizing and modeling ownership information. Users are solely responsible for validating records, obtaining professional advice where necessary, and making business, legal, tax, accounting, investment, or financing decisions.