Lunaseed Inc.

Effective Date: March 20th, 2026

Registered Office: 6221 Cypress Ave, El Cerrito, California, United States

These Terms and Conditions govern your access to and use of the Lunaseed Platform.

Introduction

These Terms and Conditions ("Terms") govern your access to and use of the Lunaseed website, platform, applications, products, software, features, tools, APIs, content, communications, and related services (collectively, the "Platform") provided by <strong>Lunaseed Inc.</strong> ("Lunaseed," "we," "us," or "our").

By accessing, browsing, registering for, or using the Platform, you agree to be bound by these Terms and our Privacy Policy. If you do not agree to these Terms, do not access or use the Platform.

1. Acceptance of These Terms

These Terms form a legally binding agreement between you and Lunaseed.

By using the Platform, you represent and warrant that:

you have read and understood these Terms;
you have the legal capacity to enter into a binding agreement;
you will comply with these Terms and all applicable laws and regulations;
if you are using the Platform on behalf of a company, fund, startup, or other entity, you have authority to bind that entity to these Terms.

If you do not satisfy these requirements, you may not use the Platform.

2. About Lunaseed

Lunaseed an American technology company is a venture execution platform that helps companies become investor-ready through structured, evidence-backed diligence and helps venture firms evaluate companies inside a shared, decision-ready workspace. At its core, Lunaseed connects three layers into one system: founder intake and company deployment, Veris, the validation engine that produces the underlying auditable diligence record, Investor review and collaboration.

Today, venture execution is still slowed by fragmented Diligence Rooms, repeated diligence requests, scattered communication, and uneven confidence in what is actually true. Founders spend time rebuilding the same story for each investor. Investors spend time locating, organizing, and reconciling information before they can properly assess risk. Traditional tools centralize files, but they do not validate them, structure them into a review system, or give firms a shared environment for decision-making.

Lunaseed changes that model. A company completes stage-specific diligence through a guided workflow, connects relevant systems of record, and submits the evidence required to support its operating, legal, financial, technical, and compliance profile. Veris then transforms that raw input into a citation-backed diligence package made up of five pillar reports and a cross-pillar synthesis. Investors review the company through Flowdeck, access the underlying Diligence Room, inspect evidence at the source level, collaborate internally, and use Carter to interrogate the record more efficiently.

The result is a more disciplined path from company preparation to investment decision. Founders present a validated company profile instead of a loose collection of materials. Investors receive a fully auditable structured diligence layer instead of a static folder. Firms work from a shared evidence base rather than fragmented internal threads.

Lunaseed is built to make venture execution more structured, more auditable, and more decision-ready.

3. Eligibility

You may use the Platform only if:

you are at least 18 years old;
you are legally capable of entering into a binding contract;
your use of the Platform is not prohibited under applicable law;
all information you provide is true, accurate, current, and complete.

If you are using the Platform as an investor, founder, startup representative, employee, advisor, or other professional user, you are responsible for ensuring that your use complies with all laws, rules, contractual obligations, and internal policies applicable to you and your organization.

Where applicable, investors are responsible for ensuring that they satisfy any accreditation, sophistication, eligibility, or legal requirements relevant to their activities.

4. Account Registration and Account Security

To access certain features, you may be required to create an account or connect a verified identity.

You agree to:

provide accurate, complete, and current registration information;
keep your credentials confidential;
promptly update your account information if it changes;
maintain appropriate internal access controls for your team;
notify us promptly of any suspected unauthorized access, misuse, or security incident involving your account.

You are responsible for all activities that occur under your account or through your credentials, whether or not authorized by you, except to the extent caused solely by our gross negligence or willful misconduct.

We reserve the right to suspend, restrict, or terminate accounts that appear to be compromised, misleading, fraudulent, non-compliant, or otherwise in violation of these Terms.

5. Use of the Platform

You may use the Platform only for lawful, authorized, and legitimate business purposes consistent with these Terms.

You agree that you will not:

use the Platform in violation of any law, regulation, or third-party right;
submit false, misleading, deceptive, or fraudulent information;
impersonate any person or entity;
upload malicious code, malware, ransomware, spyware, or other harmful content;
interfere with or disrupt the integrity, performance, or security of the Platform;
attempt to gain unauthorized access to systems, accounts, environments, or data;
reverse engineer, decompile, scrape, copy, frame, mirror, or otherwise exploit the Platform except as expressly permitted by law;
circumvent account restrictions, permissions, verification workflows, or security controls;
use the Platform to harass, threaten, defame, abuse, or unlawfully monitor others;
use the Platform to distribute spam, unsolicited communications, or harmful content;
use AI-generated outputs from the Platform in a misleading way or represent them as independently verified professional advice;
upload or submit information unless you have the rights, authority, permissions, and legal basis to do so.

We may investigate suspected violations and take any action we consider appropriate, including removal of content, suspension of access, termination of accounts, or referral to law enforcement.

6. User Content and Submitted Materials

You may submit or upload information, files, records, data, documents, prompts, messages, comments, diligence materials, verification information, and other content to the Platform ("User Content").

You retain ownership of your User Content, subject to the rights you grant to Lunaseed under these Terms.

By submitting User Content, you grant Lunaseed a non-exclusive, worldwide, royalty-free license to host, store, reproduce, process, analyze, transmit, display, adapt, and use that User Content solely as necessary to:

operate and provide the Platform;
perform diligence, validation, access-control, communication, and reporting workflows;
generate summaries, structured outputs, and AI-assisted features;
improve reliability, security, support, troubleshooting, and product performance;
comply with law, enforce these Terms, and protect the Platform.

You represent and warrant that:

• you own or control the necessary rights in the User Content;

• you have all necessary permissions to submit it;

• the submission and use of the User Content as contemplated by these Terms does not violate applicable law or infringe any third-party rights.

We are not obligated to monitor User Content, but we may review, remove, restrict, or disable access to User Content where we believe it may violate these Terms, applicable law, or platform integrity requirements.

7. AI Features and Automated Outputs

The Platform may use AI, machine learning, automation, rules engines, and model-assisted systems in connection with validation, extraction, classification, summarization, diligence workflows, communications assistance, reporting, and related features.

These features may rely on third-party AI providers and models, including services from:

OpenAI, including models such as GPT-4.2;
Google Gemini, including models such as Gemini 3;
Anthropic, including models such as Claude Sonnet 4.6.

AI-generated or automated outputs may be incomplete, probabilistic, inaccurate, or unsuitable for a particular purpose. You are solely responsible for reviewing and evaluating any output before relying on it.

Lunaseed does not guarantee that AI-assisted or automated outputs are error-free, complete, legally sufficient, investment-grade, or fit for any specific transaction, regulatory purpose, or decision.

You acknowledge and agree that:

• AI outputs are tools, not professional judgment;

• you remain responsible for all decisions, actions, filings, disclosures, and communications made using the Platform;

• you will obtain independent legal, financial, tax, compliance, investment, or technical advice where appropriate.

8. Third-Party Services and Integrations

The Platform may integrate with or rely on third-party services, providers, repositories, APIs, and infrastructure, including but not limited to:

Persona
Plaid
Stripe
OpenAI
Google Gemini
Anthropic / Claude
GitHub
GitLab

These services may support identity verification, financial account verification, payments, AI processing, engineering workflows, development operations, repositories, messaging, storage, and related functionality.

Your use of third-party services may also be subject to the applicable third party's own terms, policies, and privacy practices. Lunaseed does not control and is not responsible for third-party services, their uptime, content, acts, omissions, or data handling practices.

We may add, remove, or replace third-party providers from time to time without notice where operationally necessary.

9. Payments, Billing, and Paid Features

Certain features of the Platform may be offered on a paid, subscription, transactional, usage-based, or custom contract basis.

If you purchase or use paid features, you agree to:

pay all applicable fees, charges, taxes, and related amounts;
provide valid payment information when required;
authorize Lunaseed and its payment processors to process charges;
comply with any applicable order form, invoice, or commercial agreement.

Unless otherwise stated in writing:

• fees are non-cancelable and non-refundable;

• charges are due as invoiced or at the time of purchase;

• taxes are your responsibility except for taxes based on Lunaseed's net income.

Payments may be processed by third-party providers such as Stripe and related financial partners. Lunaseed does not store full payment card details unless expressly stated.

We may suspend or limit access to paid features for nonpayment.

10. No Investment Advice, Legal Advice, or Brokerage Services

The Platform provides technology-enabled tools and workflows only.

Lunaseed does not provide:

investment advice;
legal advice;
tax advice;
accounting advice;
broker-dealer services;
underwriting services;
fiduciary services;
guarantees of funding, diligence outcomes, or transaction success.

Nothing on the Platform constitutes an offer to sell, a solicitation of an offer to buy, or a recommendation regarding any security, investment, financing transaction, or legal structure.

Any diligence summaries, validation reports, risk flags, scores, rankings, document drafts, or platform outputs are informational tools only and must not be treated as a substitute for independent professional review.

11. Securities and Regulatory Compliance

You are solely responsible for ensuring that your use of the Platform and any activity conducted through it complies with all applicable securities, fundraising, privacy, AML, KYC, sanctions, consumer protection, export control, and other laws and regulations.

You agree not to use the Platform in connection with:

unlawful securities offerings;
misleading investor communications;
prohibited fundraising conduct;
money laundering, sanctions evasion, or fraud;
unlawful solicitation or distribution activity;
any activity requiring registration, licensing, or regulatory approval that you do not possess.

Lunaseed may suspend access, remove content, decline to support workflows, or cooperate with authorities where we believe a user or activity may pose legal, regulatory, or reputational risk.

12. Messaging, Channels, Invitations, and Access Workflows

The Platform may allow users to send messages, invite other users, request company access, request Diligence Room access, participate in channels, and receive notifications.

You are solely responsible for communications you send through the Platform.

You agree that you will not use these features to:

send misleading or deceptive messages;
harass or pressure other users;
share content you are not authorized to disclose;
misuse access requests or invite workflows;
distribute confidential information to unauthorized recipients.

Lunaseed may log, process, route, store, and display communications and workflow events as necessary to operate the Platform, provide notifications, enforce permissions, investigate abuse, and maintain service integrity.

13. Confidentiality and Sensitive Information

The Platform may involve the submission or display of confidential business materials, diligence records, investor information, startup information, and sensitive operational documents.

You agree to use appropriate care and discretion when handling any information accessed through the Platform and to comply with any confidentiality obligations applicable to you.

You must not access, download, share, disclose, or use materials made available through the Platform except as authorized by the relevant rights holder, workflow permissions, and applicable law.

Lunaseed is not responsible for disclosures caused by users, misdirected permissions, third-party misconduct, or content shared by authorized users outside the Platform.

14. Intellectual Property Rights

The Platform, including its software, interfaces, workflows, architecture, design, text, graphics, branding, reports, templates, compilations, models, documentation, and underlying technology, is owned by or licensed to Lunaseed and is protected by intellectual property and other laws.

Except for the limited rights expressly granted under these Terms, no rights are granted to you.

You may not:

copy, reproduce, republish, sell, license, or commercially exploit the Platform;
modify, create derivative works from, or redistribute any part of the Platform;
remove proprietary notices, trademarks, or attribution;
use Lunaseed's name, marks, branding, or logos without prior written consent.

Lunaseed, its logos, and related marks are the property of Lunaseed or its licensors.

15. Feedback

If you provide suggestions, feedback, feature requests, improvement ideas, or recommendations regarding the Platform (“Feedback”), you grant Lunaseed a worldwide, perpetual, irrevocable, royalty-free right to use, modify, implement, and exploit that Feedback without restriction or compensation to you.

16. Privacy

Your use of the Platform is also subject to our Privacy Policy, which explains how we collect, use, disclose, and protect information.

By using the Platform, you acknowledge that Lunaseed may process information in accordance with the Privacy Policy.

17. Suspension and Termination

We may suspend, restrict, or terminate your access to all or part of the Platform at any time, with or without notice, if:

you violate these Terms;
we suspect fraud, abuse, unauthorized access, or unlawful conduct;
required by law, regulation, court order, or governmental request;
necessary to protect the Platform, other users, or Lunaseed;
your account is inactive for an extended period;
fees remain unpaid where applicable.

You may stop using the Platform at any time.

Upon termination:

• your right to use the Platform ceases immediately;

• we may disable or delete access to some or all content, accounts, or features, subject to legal and operational requirements;

• provisions that by their nature should survive will survive, including ownership, disclaimers, limitations of liability, indemnification, payment obligations, dispute provisions, and related clauses.

18. Disclaimer of Warranties

THE PLATFORM IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, LUNASEED DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, QUIET ENJOYMENT, OR THAT THE PLATFORM WILL BE UNINTERRUPTED, SECURE, TIMELY, OR ERROR-FREE.

WITHOUT LIMITING THE FOREGOING, LUNASEED DOES NOT WARRANT THAT:

THE PLATFORM WILL ALWAYS BE AVAILABLE OR OPERATE WITHOUT INTERRUPTION;
ANY OUTPUT, REPORT, SUMMARY, SCORE, OR ANALYSIS WILL BE ACCURATE OR COMPLETE;
ANY DEFECTS WILL BE CORRECTED;
THE PLATFORM WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS;
ANY THIRD-PARTY SERVICE WILL REMAIN AVAILABLE OR COMPATIBLE.

19. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, LUNASEED AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, LICENSORS, AND SERVICE PROVIDERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, DATA, GOODWILL, OPPORTUNITY, OR ANTICIPATED SAVINGS, ARISING OUT OF OR RELATED TO THE PLATFORM OR THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE TOTAL AGGREGATE LIABILITY OF LUNASEED FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE PLATFORM OR THESE TERMS SHALL NOT EXCEED THE GREATER OF:

THE AMOUNT YOU PAID TO LUNASEED IN THE SIX (6) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR
US $100.

20. Indemnification

You agree to defend, indemnify, and hold harmless Lunaseed and its affiliates, officers, directors, employees, contractors, licensors, and service providers from and against any claims, demands, actions, liabilities, damages, judgments, losses, costs, and expenses, including reasonable attorneys' fees, arising out of or related to:

your use of the Platform;
your User Content;
your violation of these Terms;
your violation of any law, regulation, or third-party right;
your misuse of AI outputs, diligence outputs, or platform workflows;
your fundraising, investment, disclosure, or regulatory activities.

We reserve the right to assume exclusive defense and control of any matter subject to indemnification, and you agree to cooperate with that defense.

21. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of California, without regard to conflict-of-law principles.

Any dispute, claim, or controversy arising out of or relating to these Terms or the Platform shall be brought exclusively in the state or federal courts located in San Francisco County, California, and each party consents to the personal jurisdiction and venue of those courts.

You waive any objection based on inconvenient forum or venue to the extent permitted by law.

22. Injunctive Relief

You acknowledge that unauthorized use of the Platform, misuse of confidential materials, or infringement of Lunaseed's intellectual property rights may cause irreparable harm for which monetary damages may be inadequate.

Accordingly, Lunaseed may seek injunctive or equitable relief in any court of competent jurisdiction without posting bond or proving actual damages, in addition to any other remedies available.

23. Changes to the Platform

We may modify, suspend, discontinue, or update any aspect of the Platform at any time, including features, workflows, providers, content, integrations, pricing, or availability.

We are not liable for any modification, suspension, or discontinuation of the Platform or any feature.

24. Changes to These Terms

We may revise these Terms from time to time.

If we make material changes, we may provide notice by updating the effective date, posting the revised Terms on the Platform, sending email notice, or using in-product notifications.

Your continued use of the Platform after revised Terms become effective constitutes acceptance of the updated Terms.

25. Severability

If any provision of these Terms is found invalid, illegal, or unenforceable, that provision will be enforced to the maximum extent permitted, and the remaining provisions will remain in full force and effect.

26. Assignment

You may not assign, transfer, delegate, or sublicense any rights or obligations under these Terms without our prior written consent.

Lunaseed may assign or transfer these Terms, in whole or in part, without restriction, including in connection with a merger, acquisition, restructuring, or sale of assets.

27. No Waiver

Any failure by Lunaseed to enforce any provision of these Terms is not a waiver of that provision or any other provision.

28. Entire Agreement

These Terms, together with the Privacy Policy and any applicable order forms, subscription terms, or written agreements expressly incorporated by reference, constitute the entire agreement between you and Lunaseed regarding the Platform and supersede all prior or contemporaneous understandings relating to the subject matter.

29. Contact Information

Lunaseed Inc.

Email: info@lunaseed.io

Website: https://www.lunaseed.io

Registered Office: 6221 Cypress Ave, El Cerrito, California, United States

30. Platform Disclaimer

Lunaseed provides software, automation, workflow, and information tools for startup fundraising, diligence, validation, and related operations.

Use of the Platform does not create:

an attorney-client relationship;
an investment advisory relationship;
a broker-dealer relationship;
a fiduciary relationship;
any guarantee of fundraising, diligence outcomes, investment completion, regulatory compliance, or transaction success.

Users are solely responsible for their own decisions and for obtaining independent professional advice where appropriate.

Legal Disclaimer

Lunaseed Inc. provides software, automation, workflow, and information tools for startup fundraising, diligence, validation, and related operations. Use of the Lunaseed Platform does not create an attorney-client relationship, investment advisory relationship, broker-dealer relationship, fiduciary relationship, or any guarantee of fundraising outcomes, investment completion, regulatory compliance, or transaction success. Users are solely responsible for their own decisions and for obtaining independent professional advice where appropriate.