Terms & Conditions

By accessing, registering for, or using the Pitch Capital platform (the “Platform”), you (“Founder,” “User,” or “you”) agree to be bound by these Founder Terms and Conditions (“Terms”). These Terms apply specifically to all founders participating in communications, meetings, or transactions through the Platform.

Pitch Capital (the “Company”) is a technology platform that facilitates introductions, data management, and communication between founders, investors, and lenders.

Pitch Capital is not a broker-dealer, investment adviser, placement agent, or financial intermediary and does not:

• Offer or sell securities;
• Negotiate or structure investment terms;
• Provide investment, legal, or financial advice; and
• Endorse or verify the accuracy of any information provided by founders or third parties.

Our Website does not include any advice or counsel with regards to any financial, legal, or related service of any kind. Pitch Capital is not a broker and may not perform services performed by a broker. Pitch Capital and the Website are not a substitute for the advice or services of a broker.

The agreement formed between a founder and an investor is solely between those parties. Pitch Capital is not a party to the transaction and is not responsible for the outcome of any investment or capital raise facilitated through the Website. Pitch Capital assumes no responsibility arising out of or in connection with such transactions.

All Users acknowledge that Pitch Capital is not registered under the U.S. Securities Exchange Act of 1934, the Investment Advisers Act of 1940, or any comparable state or federal regulation.

Furthermore, Pitch Capital:

• does not act as a broker-dealer;
• does not act as a registered representative;
• does not act as an investment adviser;
• does not act as a placement agent;
• does not solicit securities transactions;
• does not recommend investments;
• does not determine whether an investment is suitable;
• does not negotiate securities transactions;
• does not structure securities transactions;
• does not receive custody of investor securities;
• does not provide legal, tax, accounting, or investment advice;
• does not guarantee a transaction will close; and
• does not endorse any issuer, investor, security, valuation, or transaction.

Each User represents, warrants and covenants that the User’s use of the Platform and all activities conducted through or as a result of the Platform will comply with all applicable federal, state and foreign laws, rules and regulations, including applicable securities, broker-dealer, investment adviser, anti-money laundering, sanctions, privacy, advertising and consumer-protection laws.

In addition, each User is responsible for determining:

• whether they are legally permitted to raise capital in the manner contemplated;
• whether they qualify for an exemption from registration;
• whether they need their own counsel; and
• whether their communications comply with securities law.

All introductions, communications, and transactions initiated or facilitated through the Platform must remain within the Platform environment.

For purposes of these Terms, a “Covered Transaction” means any investment, financing, acquisition, advisory engagement, partnership, commercial relationship, or other business transaction involving parties introduced directly or indirectly through the Platform.

Founders shall not directly or indirectly circumvent, avoid, bypass, interfere with, or attempt to avoid Pitch Capital’s role in any Covered Transaction arising from introductions, communications, or relationships initiated through the Platform.

Any attempt to induce, encourage, solicit, or facilitate off-platform negotiations, communications, or transactions for the purpose of avoiding Platform fees constitutes a material breach of these Terms.

Founders agree that:

• All calls, chats, or messages with investors must be conducted within the Platform;
• No investment transaction, agreement, or negotiation may occur outside the Platform; and
• Founders cannot book calls, exchange documents, or receive funding directly without Platform verification.

Pitch Capital actively monitors and records communications for compliance and quality assurance.

If any User is found to have attempted or completed an off-platform transaction or direct solicitation, the following actions will occur:

• Immediate and permanent ban from the Platform and all affiliated accounts;
• Termination of pending transactions and Platform privileges; and
• Potential legal remedies for breach of contract and damages under applicable law.

Pitch Capital shall be entitled to recover all reasonable attorney’s fees, investigative costs, enforcement expenses, and related damages arising from violations of these Terms.

Founders acknowledge that violations of these Terms may cause irreparable harm for which monetary damages alone may be insufficient, and Pitch Capital may seek injunctive or equitable relief in addition to all other remedies available at law.

The obligations contained in these Terms shall survive termination of the User’s account or cessation of Platform use for a period of twenty-four (24) months following the last interaction, communication, or introduction facilitated through the Platform.

Founders may complete onboarding and view their matched investor profiles (with investor name and firm withheld) at no cost. To contact, pitch, or otherwise engage a matched investor, Founder must subscribe to a paid Platform package (“unlock”).

Access and payment are managed on a monthly recurring basis unless Founder elects a different billing cycle at checkout. Package tiers, pricing, and the number of active matches included are as disclosed at checkout and may be updated by Pitch Capital from time to time for new subscriptions.

All financial transactions facilitated through the Platform — including investments, deposits, or commitments — must utilize secure Escrow.com accounts.

Founders agree to:

• Complete all fund transfers through the designated escrow service;
• Follow escrow instructions and verification procedures provided by Pitch Capital; and
• Not transfer funds directly to founders, investors, or third parties outside the approved escrow process.

If a Founder cannot utilize the escrow account for a legitimate reason, they must contact franco@pitchcapital.com before proceeding to arrange an alternative compliant structure.

Pitch Capital assumes no liability for any funds, transactions, or communications conducted outside its approved escrow process.

4.1 Platform Facilitation Fee

In addition to subscription fees, Pitch Capital charges a Platform Fee of four percent (4%) of the total transaction or investment value for any deal facilitated, initiated, or connected through the Platform. This fee is a standard charge for the use of Pitch Capital’s proprietary technology, matching algorithms, and communication infrastructure; it is not a broker-dealer fee, finder’s fee, or investment banking commission, as Pitch Capital does not provide brokerage services or investment advice.

The Platform Facilitation Fee shall become immediately earned, due, and payable upon consummation of any Covered Transaction involving parties introduced directly or indirectly through the Platform, regardless of whether such transaction occurs on or off the Platform.

Any attempt to close a transaction outside of the Platform or to bypass the Escrow.com process to avoid the Platform Fee shall be considered a material breach of the Non-Circumvention provisions in Section 2.

4.2 Basis for the Platform Facilitation Fee

Pitch Capital is not registered as a broker-dealer and does not intend to act as one. Pitch Capital’s receipt of the Platform Facilitation Fee in connection with a Covered Transaction — whether structured as an M&A transaction or as a capital-raising (primary issuance) transaction — is intended to fall within the M&A Broker exemption set forth in Section 15(b)(13) of the Securities Exchange Act of 1934, as addressed in a Legal Opinion Letter obtained by Pitch Capital from its securities counsel covering both transaction types. That exemption depends, among other conditions, on the investing or acquiring party obtaining a qualifying stake, with the attendant control presumptions described in the Legal Opinion Letter, and actively participating in the business following closing. The representation that this condition is satisfied is made by the investor-side party under Pitch Capital’s Investor Terms & Conditions, not by Founder under these Terms; Founder makes no representation regarding control of its own business as a condition of this fee. Nothing in this Section is a substitute for independent legal advice, and Founder is encouraged to consult its own counsel regarding the structure and characterization of any Covered Transaction and the fees associated with it.

5.1 Payments Are Non-Refundable

All payments for calls, subscriptions, investor access, pitch deck creation, or other Platform services are non-refundable once booked or delivered, except as expressly set out in Section 5.3 below (the Qualified Investor Meeting Commitment).

• Calls: Once booked, no refunds or credits will be issued.
• Pitch Decks / Creative Work: Once work begins or the deliverable is provided, no refunds or chargebacks will be honored.
• Platform Access / Subscriptions: Fees are final once the billing cycle begins.

Pitch Capital may use third-party tools (e.g., Stripe, Escrow.com, or verification services) to facilitate payments and verify users. Users acknowledge and agree that the use of third-party services is governed by both these Terms and the third party’s policies.

5.2 Billing Term

Subscriptions are billed month-to-month, with no minimum commitment period. Each billing cycle renews automatically unless cancelled. To cancel, Founder must submit written notice to support@pitchcapital.com at least thirty (30) calendar days before the next billing cycle. The account remains active and billing continues through the end of the then-current paid cycle; no partial-month refunds are issued.

5.3 Qualified Investor Meeting Commitment

This commitment operates on two fixed deadlines, both measured from the date Founder completes onboarding (the “Onboarding Date”):

• Pitch Deadline: Founder must send pitch requests to all investors matched by the Platform within five (5) business days of the Onboarding Date.
• Meeting Deadline: A Qualified Investor Meeting (defined below) must be scheduled within thirty (30) calendar days of the Onboarding Date.

If Founder meets the Pitch Deadline, this commitment is fully active: if no Qualified Investor Meeting has been scheduled by the Meeting Deadline, Founder’s next billing cycle will be waived at no charge. Founder’s account, matching, and ability to pitch remain fully active during the waived billing cycle, and billing resumes on the first cycle following the date a Qualified Investor Meeting is scheduled.

If Founder does not meet the Pitch Deadline, the Meeting Deadline commitment is waived in full for that cycle, and Founder is not entitled to a billing-cycle waiver or any other credit under this Section, regardless of whether a Qualified Investor Meeting is later scheduled, is scheduled late, or does not occur at all.

Neither deadline moves or extends based on when Founder actually takes action within it. A meeting scheduled after the Meeting Deadline does not satisfy this commitment even if Founder met the Pitch Deadline.

A “Qualified Investor Meeting” is a scheduled meeting — virtual or in-person — between Founder and a third-party investor who has been vetted by Pitch Capital and meets baseline criteria related to investment activity, stage alignment, and sector relevance. Pitch Capital does not guarantee investment decisions, funding outcomes, or follow-on meetings.

This commitment also requires that Founder maintain an active, paid subscription without a pending cancellation or non-renewal notice, and maintain an active and accurate Platform profile, throughout the period described above. This commitment is Founder’s sole remedy for a delay in receiving a Qualified Investor Meeting and does not entitle Founder to any payment, credit, or remedy beyond the billing-cycle waiver described above, and only where every requirement of this Section has been met.

5.4 Non-Cancellable Services

The following are non-cancellable and non-refundable once initiated or delivered, and are not covered by the Section 5.3 commitment: investor introductions and Qualified Investor Meetings once scheduled; pitch deck creation and financial modeling services; one-time booking fees for calls or consultations; and any deliverable that has been completed or partially completed.

Founders are responsible for their own investigation and due diligence in connection with any capital raise or transaction conducted through the Platform.

It is Founder’s responsibility to consult with tax and legal counsel before undertaking any capital raise. Founder represents that:

• all information supplied is accurate;
• no material information has been omitted;
• financial statements are accurate;
• capitalization information is accurate;
• ownership information is accurate;
• securities being offered are properly authorized;
• the offering complies with applicable securities laws;
• Founder has obtained necessary legal advice;
• Founder is responsible for its own offering documents; and
• there is no undisclosed litigation or regulatory proceeding that should have been disclosed.

Founder does not rely upon Pitch Capital for:

• investment decisions;
• valuation;
• financial projections;
• investor representations;
• legal compliance;
• tax consequences;
• securities-law compliance;
• investment suitability; or
• transaction completion.

Founders agree that all materials, documents, pitch decks, or data shared through the Platform are confidential and proprietary to the respective founders and Pitch Capital.

You agree not to:

• Reproduce, distribute, or disclose any confidential materials to third parties;
• Use proprietary information to compete with, solicit, or disadvantage other founders, investors, or Pitch Capital; and
• Circumvent the Platform to contact, solicit, or raise capital from an investor introduced through Pitch Capital.

Any breach of confidentiality or unauthorized disclosure constitutes grounds for immediate termination and potential legal action.

Pitch Capital makes no representation or warranty regarding the success, suitability, or outcome of any capital raise or investment opportunity, beyond the Qualified Investor Meeting Commitment described in Section 5.3.

All decisions and due diligence are the sole responsibility of the Founder. Pitch Capital shall not be liable for any loss, claim, or damage arising from reliance on any information, materials, or representations made through the Platform.

Pitch Capital reserves the right to monitor all activity on the Platform for compliance and quality control.

Violations of these Terms may result in:

• Immediate account suspension or permanent ban;
• Termination of access to all deals and communications;
• Legal remedies for breach, damages, or circumvention; and
• Notification to regulatory authorities if applicable.

Users acknowledge and consent to Pitch Capital maintaining logs, timestamps, onboarding acceptance records, communications metadata, recordings, and related platform activity for compliance, security, dispute resolution, and enforcement purposes.

To the maximum extent permitted by law, Pitch Capital and its affiliates shall not be liable for any indirect, incidental, consequential, or punitive damages, including loss of profits, goodwill, or business opportunities.

Pitch Capital’s aggregate liability under these Terms shall not exceed the total amount paid by the Founder to Pitch Capital in the preceding twelve (12) months.

The Website may contain message boards, chat rooms, personal web pages or profiles, forums, bulletin boards, and other interactive features (collectively, “Interactive Services”) that allow users to post, submit, publish, display or transmit to other users or other persons (hereinafter, “post”) content or materials (collectively, “User Contributions”) on or through the Website.

All User Contributions must comply with the Content Standards set out in Section 13.

By providing any User Contribution on the Website, you grant Pitch Capital and its affiliates and service providers, and each of their and our respective licensees, successors and assigns, a non-exclusive, royalty-free, worldwide license to use, reproduce, modify, perform, display, and distribute such content solely to provide Platform services and according to your account settings. Any User Contribution you post will be considered non-confidential and non-proprietary for purposes of this license, except where these Terms separately designate it as confidential (see Section 7).

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 above; and
• All of your User Contributions do and will comply with these Terms.

You understand and acknowledge that you are responsible for any User Contributions you submit, and you, not the Company, have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness. We are not responsible, or liable to any third party, for the content or accuracy of any User Contributions posted by you or any other user of the Website.

Pitch Capital will use commercially reasonable measures to protect User data but is not liable for unauthorized access, disclosure, or misuse by third parties.

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, relating to, or in connection with your violation of these Terms or your use of the Website, including, but not limited to, your User Contributions, any use of the Website’s content, services and products other than as expressly authorized in these Terms, or your use of any information obtained from the Website.

These content standards apply to any and all User Contributions and use of Interactive Services. User Contributions must in their entirety comply with all applicable federal, state, local and international laws and regulations. Without limiting the foregoing, User Contributions must not:

• Contain any material which is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable;
• Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age;
• Infringe any patent, trademark, trade secret, copyright or other intellectual property or other rights of any other person;
• Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms;
• Be likely to deceive any person;
• Promote any illegal activity, or advocate, promote or assist any unlawful act;
• Cause annoyance, inconvenience or needless anxiety or be likely to upset, embarrass, alarm, or annoy any other person;
• Impersonate any person or misrepresent your identity or affiliation with any person or organization;
• Involve commercial activities or sales, such as contests, sweepstakes and other sales promotions, barter, or advertising; or
• Give the impression that they emanate from or are endorsed by us or any other person or entity if this is not the case.

These Terms are governed by the laws of the State of Florida. Any dispute or claim shall be brought exclusively in the courts of Palm Beach County, Florida, and each party consents to such jurisdiction and venue.

Payments made through the Platform — including bookings, subscriptions, pitch deck services, and calls — are final, non-cancelable, and non-refundable once initiated or delivered, except as expressly provided under Section 5.3 (the Qualified Investor Meeting Commitment). Founder waives any right to dispute, reverse, or withhold payment through their payment provider except in cases of fraud or breach of these Terms by Pitch Capital. All disputes must be submitted in writing to support@pitchcapital.com within seven (7) calendar days. Failure to submit within that period constitutes a permanent waiver of any right to contest payment. No chargebacks, reversals, or refunds shall be pursued outside of the Section 5.3 remedy.

We may revise and update these Terms from time to time in our sole discretion. All changes are effective immediately when we post them. Your continued use of the Website following the posting of revised Terms 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.

The Company name 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 this Website are the trademarks of their respective owners.

These Terms constitute the entire agreement between Founder and Pitch Capital regarding Platform use and supersede all prior agreements, communications, or understandings, whether written or oral, relating to the subject matter herein.

For compliance, escrow, or platform-related inquiries, please contact:

Email: info@pitchcapital.com

Address: Pitch Capital, 433 Plaza Real, Boca Raton, FL 33432