Terms of Use

1. About Cohort Capital and these Terms

The Site is operated by Cohort Capital Management LLC, a Delaware limited liability company with its principal place of business at 777 Brickell Avenue, Miami, FL 33131. In these Terms, "Cohort Capital," "we," "us," and "our" refer to Cohort Capital Management LLC together with its affiliates, which include Cohort Capital Fund LP, Cohort Capital GP LLC, and Cohort Capital Technology Corporation (each, an "Affiliate"). "You" and "your" refer to the person or entity accessing the Site.

These Terms incorporate by reference our Privacy Policy and any state-specific or product-specific Disclosures posted on the Site. Where a separate written agreement between you and Cohort Capital governs a particular product, service, or engagement, that agreement controls over these Terms with respect to its subject matter.

2. No offer; no solicitation

The Site is provided for general informational purposes only. Nothing on the Site constitutes an offer to sell, or a solicitation of an offer to buy, any security, fund interest, or other financial instrument, and nothing on the Site is a commitment or offer by Cohort Capital to provide financing.

Any offer of interests in Cohort Capital Fund LP or any related vehicle will be made only to eligible investors through definitive offering documents (such as a private placement memorandum, limited partnership agreement, and subscription agreement), which will supersede all information on the Site. Such interests are not registered under the U.S. Securities Act of 1933 or any state securities laws and would be offered only in reliance on exemptions therefrom, to persons who meet applicable eligibility standards (such as "accredited investor" or "qualified purchaser" status). The Site is not directed to any person in any jurisdiction where its publication or availability is prohibited.

3. Nature of financing; not a loan

Cohort Capital's financing is structured as a purchase of future gross-profit receivables on a non-recourse basis (a true sale) and is not a loan, line of credit, or merchant cash advance. Use of the Site does not create any lending, financing, brokerage, advisory, or fiduciary relationship between you and Cohort Capital. No financing relationship arises unless and until Cohort Capital and the applicable counterparty execute definitive written agreements, and any financing remains subject to underwriting, eligibility, documentation, and applicable disclosures. Where required by state commercial-financing laws, applicable cost disclosures will be provided before funding.

4. No investment, legal, tax, or financial advice

Content on the Site does not constitute investment, legal, tax, accounting, or other professional advice, and should not be relied upon as such. Cohort Capital is not acting as your advisor or fiduciary. You should consult your own qualified advisors before making any financial, legal, or business decision. You are solely responsible for evaluating the merits and risks of any decision based on information obtained from the Site.

5. Illustrative figures and forward-looking statements

Except for historical activity figures explicitly attributed to the founding team’s prior firm, figures, returns, multiples, costs, models, or examples shown on the Site are illustrative and are provided to explain how our structure works. They are not quotes, offers, commitments, predictions, or guarantees, and actual terms and results will vary based on underwriting and individual circumstances. The Site may contain forward-looking or aspirational statements; these involve risks and uncertainties, and actual outcomes may differ materially. Targeted or example returns are objectives, not promises, and past performance does not guarantee future results.

6. Eligibility and your account

You represent that you are at least 18 years old and, if you use the Site on behalf of an entity, that you have authority to bind that entity to these Terms. You agree to provide accurate, current, and complete information when you submit an application or other materials, and to keep that information up to date. You are responsible for maintaining the confidentiality of any credentials and for all activity under your access.

7. Applications and information you submit

If you apply for financing or otherwise submit information through the Site, you represent that the information is accurate and that you are authorized to share it. Submitting an application does not obligate Cohort Capital to provide financing or to proceed with any engagement. We may accept, decline, or discontinue review of any application in our discretion. Information you submit is handled in accordance with our Privacy Policy and is used to evaluate and, if applicable, service financing.

8. Connected accounts and data access

Our application process may allow you to connect third-party accounts and data sources (for example, commerce platforms, advertising accounts, payment processors, and bank-data providers) on a read-only basis to support underwriting and monitoring. By connecting an account, you authorize Cohort Capital to access and use the relevant data for those purposes. You represent that you have the right to grant such access. We do not use these connections to initiate payments, transfers, or charges. You may revoke access at any time, subject to the terms of any executed financing agreement, by disconnecting the source or contacting us; revocation may affect our ability to evaluate or service financing.

9. Intellectual property

The Site and its contents — including text, graphics, logos, the "Cohort Capital" name and marks, designs, data models, and underlying software and technology platform — are owned by Cohort Capital Technology Corporation or its Affiliates and licensors and are protected by intellectual-property laws. Subject to these Terms, we grant you a limited, revocable, non-exclusive, non-transferable license to access and use the Site for your own internal, non-commercial evaluation purposes. You may not copy, modify, distribute, reverse-engineer, scrape, frame, or create derivative works from the Site or its technology, or use our marks, without our prior written consent.

10. Acceptable use

You agree not to:

• use the Site for any unlawful, fraudulent, or unauthorized purpose, or in violation of these Terms;
• submit false, misleading, or third-party information you are not authorized to share;
• interfere with or disrupt the Site, or attempt to gain unauthorized access to any systems or data;
• use any automated means (bots, scrapers, crawlers) to access or collect data from the Site without our written permission; or
• introduce malware or otherwise compromise the security or integrity of the Site.

11. Third-party links and services

The Site may link to or integrate third-party websites, content, or services that we do not control. We provide these for convenience only and do not endorse and are not responsible for them. Your use of any third-party service is governed by that party's terms and policies.

12. Disclaimer of warranties

The site and all content are provided "as is" and "as available," without warranties of any kind, whether express, implied, or statutory, including any implied warranties of merchantability, fitness for a particular purpose, title, accuracy, and non-infringement. We do not warrant that the site will be uninterrupted, secure, error-free, or that information on it is complete, current, or accurate.

13. Limitation of liability

To the maximum extent permitted by law, in no event will Cohort Capital or its Affiliates, or their respective members, managers, officers, employees, or agents, be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenues, data, or goodwill, arising out of or relating to your access to or use of (or inability to use) the site, whether based in contract, tort, or any other theory, even if advised of the possibility of such damages. To the maximum extent permitted by law, our aggregate liability arising out of or relating to the site will not exceed one hundred U.S. dollars ($100).

14. Indemnification

You agree to indemnify and hold harmless Cohort Capital and its Affiliates and their respective representatives from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or related to your use of the Site, your submissions, or your breach of these Terms or of applicable law.

15. Privacy

Your use of the Site is also governed by our Privacy Policy, which describes how we collect, use, and protect information. By using the Site, you consent to the practices described there.

16. Governing law and dispute resolution

These Terms are governed by the laws of the State of Florida, without regard to its conflict-of-laws rules. Subject to the following, the state and federal courts located in Miami-Dade County, Florida will have exclusive jurisdiction over any dispute not subject to arbitration, and you consent to their jurisdiction and venue.

Arbitration. Any dispute, claim, or controversy arising out of or relating to the Site or these Terms will be resolved by binding arbitration administered in Miami-Dade County, Florida under the rules of a recognized arbitration provider, rather than in court, except that either party may seek injunctive or equitable relief in court to protect its intellectual property or confidential information. You and Cohort Capital agree that each may bring claims against the other only in an individual capacity and not as a plaintiff or class member in any purported class or representative proceeding. You may have a right to opt out of arbitration as described in any separate notice; consult counsel regarding your rights.

17. Changes to the Site and these Terms

We may modify the Site or these Terms at any time. Revised Terms are effective when posted, indicated by the "Last updated" date above. Your continued use of the Site after changes are posted constitutes acceptance of the revised Terms. We encourage you to review these Terms periodically.

18. General

If any provision of these Terms is held unenforceable, the remaining provisions will remain in full force and effect. Our failure to enforce any provision is not a waiver of it. You may not assign these Terms without our prior written consent; we may assign them to an Affiliate or successor. These Terms, together with the Privacy Policy and any applicable Disclosures and executed agreements, constitute the entire agreement between you and Cohort Capital regarding the Site.

19. Contact

Questions about these Terms may be directed to:

Cohort Capital Management LLC
777 Brickell Avenue, Miami, FL 33131
team@cohortfunding.com