1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between RedShift Raise, Inc. ("Company," "we," "us," or "our") and you ("Client," "you," or "your"). By accessing our website, engaging our services, or submitting information through our onboarding questionnaire, you agree to be bound by these Terms. If you do not agree to all provisions of these Terms, you may not use our services.

2. Description of Services

RedShift Raise provides capital raising advisory and consulting services to early-stage and growth-stage companies ("Services"). Our Services include, but are not limited to:

• Investor identification and matching using proprietary AI technology
• Pitch deck optimization and materials preparation
• Financial modeling and valuation guidance
• Go-to-market strategy development
• Investor introduction facilitation
• Negotiation support and term sheet review
• Capital campaign management and execution

3. Not Investment Advice or Securities Services

RedShift Raise is a consulting firm, not a registered investment advisor, broker-dealer, or financial advisor. Our Services do not constitute investment advice, investment recommendations, or securities services. We do not manage funds, execute securities transactions, or provide personalized investment recommendations. All guidance provided is for informational and strategic purposes only and should not be construed as legal, financial, or investment advice.

You acknowledge that capital raising involves substantial risk and that investment outcomes are uncertain. Past success with other clients does not guarantee future results. You should consult with qualified legal, financial, and tax advisors before making any capital raising decisions.

4. No Guarantees of Funding

While RedShift Raise employs a proprietary AI matching system and maintains relationships with 600+ active investors, we make no guarantees regarding funding outcomes, investment amounts, valuation, or investor interest. The success of any capital raise depends on numerous factors beyond our control, including market conditions, investor sentiment, company performance, and competitive landscape. Our 93% success rate reflects historical client outcomes and does not guarantee your specific results.

5. Client Responsibilities

You agree to:

• Provide accurate, complete, and truthful information in all questionnaires and materials
• Disclose all material facts relevant to your company's financial condition and operations
• Maintain confidentiality of any proprietary information shared by RedShift Raise
• Comply with all applicable securities laws and regulations
• Not misrepresent our involvement or recommendations in investor communications
• Obtain all necessary internal approvals before engaging our Services

6. Confidentiality and Data Protection

RedShift Raise maintains strict confidentiality standards and will not disclose Client information to third parties without explicit written consent, except as required by law or as necessary to provide Services. All information submitted through our onboarding questionnaire is encrypted and stored securely. We comply with applicable data protection regulations including GDPR and CCPA.

Clients grant RedShift Raise a limited license to use anonymized, aggregated data for research, analytics, and service improvement purposes. Individual client information will not be identified in such uses.

7. Fees and Payment

Fees for Services are determined based on the scope of engagement and will be outlined in a separate engagement letter or service agreement. Unless otherwise specified, fees are non-refundable once Services have commenced. Clients are responsible for all expenses incurred in connection with Services, including travel, materials, and third-party advisor fees.

8. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, REDSHIFT RAISE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, OR LOST DATA, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR TOTAL LIABILITY UNDER THESE TERMS SHALL NOT EXCEED THE FEES PAID BY CLIENT IN THE TWELVE MONTHS PRECEDING THE CLAIM.

9. Disclaimer of Warranties

REDSHIFT RAISE PROVIDES SERVICES ON AN "AS-IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. WE DO NOT WARRANT THAT OUR SERVICES WILL BE ERROR-FREE, UNINTERRUPTED, OR MEET YOUR SPECIFIC REQUIREMENTS.

10. Indemnification

You agree to indemnify, defend, and hold harmless RedShift Raise and its officers, directors, employees, and agents from any claims, damages, losses, or expenses (including attorney's fees) arising from: (a) your breach of these Terms; (b) your use of our Services; (c) your violation of applicable law; or (d) any misrepresentation or inaccuracy in information you provide.

11. Regulatory Compliance

You acknowledge that capital raising is subject to complex federal and state securities laws. You are solely responsible for ensuring compliance with all applicable regulations, including SEC regulations, state blue sky laws, and anti-fraud provisions. RedShift Raise does not provide legal advice regarding securities compliance and recommends you consult with qualified securities counsel.

12. Termination

Either party may terminate the engagement with written notice. Upon termination, Client remains responsible for all fees accrued through the termination date. RedShift Raise may retain records of Services provided for a period of seven years as required by applicable law.

13. Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law principles. Any disputes arising from these Terms or our Services shall be resolved through binding arbitration administered by JAMS in accordance with its Comprehensive Arbitration Rules and Procedures. The arbitration shall take place in Delaware, and each party shall bear its own costs and attorney's fees unless otherwise awarded by the arbitrator.

14. Modifications to Terms

RedShift Raise reserves the right to modify these Terms at any time. Continued use of our Services following modifications constitutes acceptance of the updated Terms. We will notify Clients of material changes via email or through our website.

15. Contact Information

For questions regarding these Terms of Service, please contact us at:

RedShift Raise, Inc.
Email: [email protected]
Website: redshiftraise.space