Terms of Service

These Terms of Service ("Terms") form a binding agreement between you and Torch ("we," "us," or "our") and govern your access to and use of torchapp.io and any related content, communications, and services we offer (collectively, the "Service").

Please read these Terms carefully. They include an arbitration agreement and a class action waiver in Section 14, which affect how disputes between you and Torch are resolved.

By accessing or using the Service, you agree to these Terms. If you do not agree, do not use the Service.

1. The Service

The Service is currently a marketing website and a pre-launch waitlist. Descriptions of features, products, communities, tools, or capabilities that are not yet generally available — including, without limitation, valuations, matching, document analysis, due diligence support, member communities, and AI-powered tools — are forward-looking and aspirational. They do not constitute a promise or commitment to deliver any particular feature, on any particular timeline, or at all.

We may, at any time and without notice, add, modify, suspend, or discontinue any part of the Service.

2. Eligibility

You must be at least 18 years old and legally capable of entering into a binding contract to use the Service. By using the Service, you represent that you meet these requirements and that your use of the Service does not violate any law or regulation that applies to you.

3. Accounts and waitlist

Today, the Service does not require an account. If you join the waitlist, you agree to provide accurate, current, and complete information and to keep it up to date.

If we introduce accounts in the future, additional terms may apply. You will be responsible for maintaining the confidentiality of any credentials and for all activity that occurs under them.

4. Acceptable use

When using the Service, you agree not to:

• Use the Service in violation of any law, regulation, or third-party right.
• Submit false, misleading, or impersonating information.
• Interfere with, disrupt, or attempt to gain unauthorized access to the Service, related systems, or other users' accounts.
• Probe, scan, or test the vulnerability of the Service, or breach or circumvent any security or authentication measures.
• Scrape, crawl, harvest, or otherwise extract data from the Service except as expressly permitted (for example, normal use by search engine crawlers respecting our robots.txt).
• Use automated means (bots, scripts, etc.) to interact with the Service without our prior written permission.
• Reverse engineer, decompile, or disassemble any portion of the Service, except where this restriction is prohibited by law.
• Use the Service to transmit malware, spam, harassment, or abusive content.
• Use the Service to compete with us or to develop a competing product.

We may suspend or terminate your access to the Service at any time, with or without notice, if we believe you have violated these Terms or if we otherwise consider it appropriate to protect the Service or our users.

5. Your submissions

When you submit information, content, or feedback to us (a "Submission") — for example, by joining the waitlist, replying to our emails, or sending us comments — you represent that you have the right to do so and that the Submission does not violate any law or third-party right.

You grant us a worldwide, non-exclusive, royalty-free, transferable, sublicensable license to host, store, use, reproduce, modify, adapt, create derivative works from, and display your Submissions for the purposes of operating, providing, improving, and promoting the Service. We will use your personal information in accordance with our Privacy Policy.

6. Important disclaimers — please read

The Service provides general information and tools related to the buying and selling of small and mid-sized businesses. This information is provided for general educational and informational purposes only.

• Not financial, investment, legal, tax, or accounting advice. Nothing on the Service is intended to be, and should not be relied on as, financial, investment, legal, tax, accounting, or other professional advice. You should consult your own qualified advisors before making any decision relating to a business transaction.
• Not a broker, dealer, or fiduciary. We are not a registered broker-dealer, investment adviser, real estate broker, business broker, or fiduciary in any jurisdiction. We do not represent any party in any transaction.
• Not a party to user transactions. If and when the Service connects buyers and sellers, we will not be a party to any transaction between users. We do not control, endorse, or take responsibility for the conduct of users, the accuracy of information they provide, or the outcome of any transaction.
• No guarantee of valuations or outcomes. Any valuations, estimates, comparisons, or projections offered through the Service (now or in the future) are estimates only, are based on assumptions that may not match your situation, and are not a guarantee of value or of any particular outcome.
• Third-party content. The Service may include content provided by third parties (including users) and links to third-party websites and resources. We do not endorse, verify, or take responsibility for any third-party content.

7. Intellectual property

The Service, including its software, design, text, graphics, logos, and other content (other than your Submissions and third-party content), is owned by Torch or its licensors and is protected by intellectual property laws.

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service for your personal, non-commercial use. All other rights are reserved. "Torch" and our logos are our trademarks; you may not use them without our prior written permission.

8. Privacy

Your use of the Service is subject to our Privacy Policy, which describes how we collect, use, and share information.

9. Communications

By providing your email address, you consent to receive emails from us related to the Service, including waitlist updates, product announcements, and educational content. You can unsubscribe from marketing emails at any time using the link in any email or by contacting us. We may continue to send you transactional or service-related messages where permitted by law.

10. Third-party services

The Service may interoperate with or link to third-party websites, products, or services. Your use of those third-party services is governed by their own terms and privacy policies, not these Terms. We are not responsible for any third-party service.

11. Disclaimers

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS, AND WITHOUT WARRANTY OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.

WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT ANY CONTENT ON THE SERVICE WILL BE ACCURATE, COMPLETE, OR CURRENT. ANY MATERIAL OBTAINED THROUGH THE SERVICE IS USED AT YOUR OWN DISCRETION AND RISK.

Some jurisdictions do not allow the exclusion of certain warranties, so some of the above exclusions may not apply to you.

12. Limitation of liability

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL TORCH OR ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITY, ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE SERVICE, WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER THEORY, AND WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE WILL NOT EXCEED THE GREATER OF (A) ONE HUNDRED U.S. DOLLARS ($100) OR (B) THE AMOUNTS YOU PAID US IN THE TWELVE MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY.

THE LIMITATIONS IN THIS SECTION APPLY EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF CERTAIN DAMAGES; IN THOSE JURISDICTIONS OUR LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.

13. Indemnification

You agree to indemnify, defend, and hold harmless Torch and its officers, directors, employees, agents, and licensors from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or in any way connected with (a) your use of the Service, (b) your Submissions, (c) your violation of these Terms, or (d) your violation of any law or third-party right.

14. Governing law and dispute resolution

14.1 Governing law

These Terms and any dispute arising out of or relating to them or to the Service are governed by the laws of the State of Delaware, without regard to its conflict of laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

14.2 Informal resolution first

Before filing a claim, you and Torch agree to try to resolve the dispute informally. You should send a written notice describing the dispute to hello@torchapp.io. We will try to resolve the dispute by contacting you. If we are unable to resolve it within 60 days, either party may proceed under Section 14.3.

14.3 Binding arbitration

You and Torch agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Service ("Dispute") will be resolved by binding individual arbitration administered by the American Arbitration Association ("AAA") under its Consumer Arbitration Rules, and not in court, except as set out below. The arbitration will be conducted in English, by a single arbitrator, in Delaware or by video/teleconference where permitted by AAA rules. Judgment on the award may be entered in any court of competent jurisdiction.

14.4 Class action waiver

You and Torch agree that each may bring claims against the other only in your or its individual capacity, and not as a plaintiff or class member in any purported class, collective, consolidated, or representative proceeding. The arbitrator may not consolidate more than one person's claims and may not preside over any form of representative proceeding.

14.5 Exceptions

Notwithstanding the above, either party may (a) bring an individual action in small claims court, and (b) seek injunctive or other equitable relief in court to prevent the actual or threatened infringement, misappropriation, or violation of intellectual property rights.

14.6 Opt-out

You may opt out of the arbitration agreement and class action waiver in Sections 14.3–14.4 by sending a written notice to hello@torchapp.io within 30 days of first accepting these Terms. Your notice must include your name, address, and a clear statement that you wish to opt out. Opting out will not affect any other provision of these Terms.

14.7 Severability of dispute provisions

If any part of Sections 14.3–14.4 is found to be unenforceable, that part will be severed and the remainder will continue to apply, except that if the class action waiver is found unenforceable as to a particular claim or remedy, that claim or remedy (and only that claim or remedy) must be brought in court and the remainder of these dispute resolution provisions will continue to apply to all other claims.

15. Changes to these Terms

We may update these Terms from time to time. When we do, we will revise the "Last updated" date at the top. If the changes are material, we will provide additional notice (for example, by email or a prominent notice on the Site) before the changes take effect. Your continued use of the Service after the changes take effect constitutes your acceptance of the updated Terms. If you do not agree to the updated Terms, you must stop using the Service.

16. Termination

We may suspend or terminate your access to the Service at any time, for any reason, with or without notice. You may stop using the Service at any time. Sections that by their nature should survive termination (including Sections 5, 6, 7, 11, 12, 13, 14, and 17) will survive.

17. Miscellaneous

• Entire agreement. These Terms, together with our Privacy Policy and any other terms we reference, are the entire agreement between you and Torch concerning the Service.
• Severability. If any provision is found unenforceable, the remaining provisions will continue in full force and effect.
• No waiver. Our failure to enforce any provision is not a waiver of our right to enforce it later.
• Assignment. You may not assign these Terms without our prior written consent. We may assign them, including to an affiliate or in connection with a merger, acquisition, or sale of assets.
• Force majeure. We are not liable for any failure or delay in performance caused by events beyond our reasonable control.
• No agency. No agency, partnership, joint venture, or employment relationship is created by these Terms.
• Notices. We may give notice to you by email, posting on the Site, or other reasonable means. You may give notice to us at hello@torchapp.io.
• Headings. Section headings are for convenience only and do not affect interpretation.

18. Contact us

Questions about these Terms? Contact us at:

Torch
Email: hello@torchapp.io