These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and CaptVr Holdings, LLC ("CaptVr," "Company," "we," "us," or "our"), a limited liability company organized under the laws of the State of Tennessee. By accessing or using any CaptVr product, service, website, platform, portal, or application (collectively, the "Services"), you agree to be bound by these Terms. These Terms apply to all visitors, users, subscribers, portal participants, and others who access or use the Services.
As used in these Terms:
"Creator OS" means CaptVr's AI-powered intelligence platform for entertainment industry practitioners, providing frameworks, data, analysis tools, and industry resources, available at a subscription fee of $29.00 per month or $99.00 per year.
"1st Position" means CaptVr's private operator network for entertainment practitioners, providing community access, project review sessions, and operator-contributed intelligence, available at $14.00 per month or $79.00 per year.
"Advisory Services" means direct, engagement-based consulting services provided by CaptVr on specific project decisions, including financing structure, distribution strategy, and deal negotiation, at rates ranging from $3,000 to $20,000+ per engagement.
"Portals" means CaptVr's private gated-access content environments, including the Investor Portal, Sponsor Portal, 1st Position Operator Network Portal, Creator OS Portal, Advisory Portal, Original IP Portal, and any future gated environments.
"Subscription" means a recurring paid license to access Creator OS or 1st Position services.
"Content" means all information, text, data, graphics, video, audio, tools, frameworks, AI-generated outputs, and other materials available through the Services.
"User Content" means any content, data, or materials submitted by you through or in connection with the Services.
You must be at least 18 years of age to access or use the Services. By using the Services, you represent and warrant that: (a) you are at least 18 years of age; (b) you have the legal capacity and authority to enter into a binding agreement; (c) you are not prohibited from receiving or using the Services under applicable federal, state, or local law; (d) you are accessing the Services for lawful purposes only; and (e) all information you provide to CaptVr is truthful, accurate, and complete. If you are accessing the Services on behalf of a business entity, you further represent that you have authority to bind that entity to these Terms.
Creator OS is a subscription-based AI-powered intelligence platform providing resources, frameworks, market data, and analysis tools designed to assist entertainment industry practitioners with packaging, financing, deal structuring, distribution strategy, sponsor development, IP management, and related professional decisions. Creator OS is provided on an informational and educational basis. Nothing within Creator OS constitutes legal advice, financial advice, securities advice, tax advice, or any other form of professional consultation regulated by applicable law. CaptVr makes no guarantee regarding the accuracy, completeness, or fitness for any particular purpose of the information provided through Creator OS.
1st Position is a subscription-based private operator network for entertainment practitioners. Membership provides access to community resources, bi-weekly live project review sessions, operator-contributed intelligence, and a curated resource library. CaptVr reserves the right to modify, add to, or remove 1st Position features with thirty (30) days' notice to active subscribers. Operator membership within 1st Position is by invitation only and is subject to separate terms of participation.
Advisory engagements are direct consulting services provided by CaptVr personnel on specific project decisions at defined inflection points. Each Advisory engagement is separately scoped through a qualification process and governed by an engagement agreement executed between CaptVr and the client. These Terms apply to all Advisory interactions and are supplemented by, but not superseded by, any separate engagement agreement. Advisory Services do not constitute legal, financial, or securities advice. CaptVr does not act as a registered investment adviser, broker-dealer, attorney, or licensed financial professional in any Advisory engagement.
CaptVr's gated access portals provide confidential, proprietary content to vetted audiences including accredited investors, sponsors, operators, and advisors. Access to each portal requires: (a) submission of a qualifying request through the CaptVr website; (b) review and approval by CaptVr in its sole discretion; (c) completion of all applicable consent, vetting, and credentialing procedures; and (d) ongoing compliance with these Terms and any portal-specific agreements. Portal access is a limited, revocable license, not a property right or entitlement. CaptVr may revoke portal access at any time for any reason, including violation of these Terms.
CaptVr reserves the right to modify, suspend, or discontinue any aspect of the Services at any time. We will make reasonable efforts to notify subscribers of material changes. CaptVr shall not be liable to you or any third party for any modification, suspension, or discontinuation of the Services.
Where account registration is required to access the Services, you agree to: (a) provide accurate, current, and complete registration information; (b) maintain and promptly update your registration information to keep it accurate and current; (c) maintain the confidentiality of your account credentials, including username and password; (d) restrict access to your account to authorized users only; and (e) notify CaptVr immediately at legal@captvr.com of any actual or suspected unauthorized use of your account. You are solely responsible for all activity that occurs under your account. CaptVr is not liable for any loss or damage arising from your failure to protect your account credentials.
Creator OS is available at $29.00 per month (monthly billing) or $99.00 per year (annual billing). 1st Position is available at $14.00 per month (monthly billing) or $79.00 per year (annual billing). The annual Creator OS subscription includes 1st Position membership. All prices are stated in U.S. dollars and are exclusive of applicable taxes.
All Subscriptions renew automatically at the end of each billing cycle unless cancelled before the renewal date. By subscribing, you authorize CaptVr (or its designated payment processor) to charge your designated payment method on a recurring basis at the applicable subscription rate. You acknowledge that your subscription will automatically renew and your payment method will be charged until you cancel. CaptVr will send a reminder notice prior to annual renewal.
CaptVr reserves the right to change subscription pricing at any time. We will notify active subscribers of price changes by email at least thirty (30) days before the change takes effect. Your continued use of the Services after the effective date of a price change constitutes your acceptance of the new pricing.
You are responsible for all applicable taxes, levies, and duties imposed by taxing authorities in connection with your purchase or use of the Services. Where legally required, CaptVr will collect and remit applicable sales taxes. Tennessee sales tax will be collected where applicable.
You may cancel your Subscription at any time by accessing your account settings or contacting support@captvr.com. For monthly subscriptions, cancellation takes effect at the end of the current monthly billing period. For annual subscriptions, cancellation takes effect at the end of the current annual term. Following cancellation, you will retain access to the Services through the end of the paid period.
All fees are non-refundable except as required by applicable law or as expressly stated at the time of purchase. CaptVr does not provide pro-rated refunds for unused portions of subscription periods. If you believe you have been charged in error, contact legal@captvr.com within thirty (30) days of the disputed charge with documentation of the error.
If a payment is not successfully processed, CaptVr will attempt to notify you and may retry the charge. If payment remains outstanding following reasonable notice, CaptVr reserves the right to suspend or terminate your access to the Services without further notice.
All Content, technology, software, frameworks, AI systems, databases, platform architecture, branding, trademarks, service marks, trade names, logos, and intellectual property accessible through the Services are owned by or licensed to CaptVr Holdings, LLC. All rights not expressly granted in these Terms are reserved by CaptVr. CaptVr's trademarks, including "CaptVr," "Creator OS," "1st Position," and associated logos, may not be used without CaptVr's prior written consent.
Subject to your compliance with these Terms and payment of applicable fees, CaptVr grants you a limited, personal, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services solely for your personal, non-commercial use during the period of your active subscription or authorized portal access. This license does not include any right to resell the Services or any portion thereof.
You may not, without CaptVr's prior written consent: (a) copy, reproduce, distribute, publish, or publicly display any CaptVr Content; (b) modify, adapt, translate, or create derivative works from CaptVr Content; (c) reverse engineer, decompile, or disassemble any aspect of the Services; (d) use CaptVr Content to develop competing products or services; (e) use automated tools or scripts to extract, scrape, or systematically copy Content; (f) remove or obscure any proprietary notices from the Services; or (g) use portal Content for any purpose other than personal evaluation.
By submitting User Content through the Services, you grant CaptVr a worldwide, royalty-free, perpetual, irrevocable, non-exclusive license to use, reproduce, modify, distribute, and display such User Content for the purpose of operating, maintaining, and improving the Services. You represent and warrant that you own all rights to such User Content, that it is accurate, and that its submission and use by CaptVr does not violate any third-party rights, applicable law, or these Terms.
CaptVr respects the intellectual property rights of others and expects users to do the same. If you believe that Content available through the Services infringes your copyright, you may submit a written notice to legal@captvr.com containing: (a) identification of the copyrighted work claimed to have been infringed; (b) identification of the allegedly infringing material with sufficient specificity for CaptVr to locate it; (c) your name, address, telephone number, and email address; (d) a statement of good faith belief that use of the material is not authorized by the copyright owner, its agent, or the law; and (e) a statement under penalty of perjury that the information in the notice is accurate and you are authorized to act on behalf of the copyright owner. CaptVr will respond to properly submitted notices in accordance with the Digital Millennium Copyright Act, 17 U.S.C. § 512.
You agree not to use the Services to:
The Services may integrate with or contain links to third-party websites, platforms, applications, or services, including but not limited to Zoho, HeyGen, and payment processors. These Terms do not govern your use of third-party services. CaptVr does not endorse, control, or assume responsibility for third-party services, content, privacy practices, or terms. Your interaction with third-party services is at your own risk and subject to those parties' terms and policies. CaptVr shall not be liable for any damage or loss arising from your use of third-party services.
The Services, including Creator OS, 1st Position, and all portal Content, are provided for informational and educational purposes only. Nothing in the Services constitutes legal advice, financial advice, investment advice, tax advice, accounting advice, or professional consulting of any regulated nature. No attorney-client relationship, financial advisory relationship, or other professional relationship is formed through your use of the Services. You should consult qualified, licensed professionals before making any legal, financial, investment, or business decisions.
THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, CAPTVR HEREBY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION: ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT; WARRANTIES AS TO THE ACCURACY, RELIABILITY, COMPLETENESS, TIMELINESS, OR CURRENCY OF ANY CONTENT OR INFORMATION; AND WARRANTIES THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
Industry data, market statistics, financial projections, and revenue model information provided through the Services are derived from third-party sources and CaptVr's proprietary research. Such information may not be accurate, complete, current, or applicable to your specific circumstances. Past results are not indicative of future performance. CaptVr makes no representation or warranty regarding the accuracy of market data, the commercial viability of any project, or the future performance of any investment.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL CAPTVR HOLDINGS, LLC, ITS MEMBERS, MANAGERS, OFFICERS, EMPLOYEES, CONTRACTORS, AGENTS, AFFILIATES, OR LICENSORS BE LIABLE TO YOU OR ANY THIRD PARTY FOR:
WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, EVEN IF CAPTVR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT SHALL CAPTVR'S TOTAL CUMULATIVE LIABILITY TO YOU FOR ALL CLAIMS ARISING FROM OR RELATING TO THESE TERMS OR THE SERVICES EXCEED THE GREATER OF: (A) THE TOTAL AMOUNT ACTUALLY PAID BY YOU TO CAPTVR IN THE TWELVE (12) CALENDAR MONTHS IMMEDIATELY PRECEDING THE CLAIM; OR (B) ONE HUNDRED DOLLARS ($100.00). THE LIMITATIONS IN THIS SECTION SHALL APPLY REGARDLESS OF THE FORM OF ACTION AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES. IN SUCH JURISDICTIONS, CAPTVR'S LIABILITY SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
To the fullest extent permitted by law, you agree to defend, indemnify, and hold harmless CaptVr Holdings, LLC, its members, managers, officers, employees, contractors, agents, affiliates, and licensors from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees and court costs) arising from or relating to: (a) your access to or use of the Services; (b) your User Content; (c) your violation of these Terms or any applicable law; (d) your violation of any third-party rights, including intellectual property rights; (e) your misrepresentation of any information provided to CaptVr, including misrepresentation of accredited investor status or identity; or (f) any dispute between you and any third party. CaptVr reserves the right, at your expense, to assume exclusive defense and control of any matter subject to indemnification by you, and you agree to cooperate with CaptVr's defense.
Before initiating any formal dispute proceeding, you agree to first attempt to resolve any dispute, claim, or controversy with CaptVr informally. To initiate informal resolution, send a written notice describing the nature of the dispute and your proposed resolution to legal@captvr.com. CaptVr will respond within thirty (30) calendar days. If the parties are unable to resolve the dispute informally within sixty (60) days of the initial notice, either party may initiate arbitration as set forth below.
Any dispute, claim, or controversy arising out of or relating to these Terms, the Services, or any breach, termination, enforcement, interpretation, or validity thereof — including questions of arbitrability — shall be resolved exclusively by final, binding arbitration administered by the American Arbitration Association ("AAA") under its Consumer Arbitration Rules then in effect. The arbitration shall be conducted in Tennessee. The language of arbitration shall be English. The arbitrator's award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.
Filing fees and arbitrator compensation shall be governed by the AAA Consumer Arbitration Rules. If your claim does not exceed $10,000, CaptVr agrees to pay all AAA filing and administrative fees. For claims exceeding $10,000, the parties shall share costs as determined by the AAA rules.
Notwithstanding the foregoing, either party may seek emergency injunctive or other equitable relief from a court of competent jurisdiction to prevent irreparable harm pending the outcome of arbitration. Nothing in this Section prevents CaptVr from seeking relief to enforce its intellectual property rights in any court of competent jurisdiction.
YOU AND CAPTVR AGREE THAT EACH PARTY MAY ONLY BRING CLAIMS AGAINST THE OTHER IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF, CLASS MEMBER, OR PARTICIPANT IN ANY CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING. ALL CLAIMS MUST BE BROUGHT INDIVIDUALLY. THE ARBITRATOR SHALL NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS AND SHALL NOT OTHERWISE PRESIDE OVER ANY FORM OF REPRESENTATIVE, CLASS, OR COLLECTIVE PROCEEDING.
IF THE CLASS ACTION WAIVER IS FOUND UNENFORCEABLE IN ANY PROCEEDING, THE PARTIES AGREE THAT THE ARBITRATION AGREEMENT SHALL BE NULL AND VOID WITH RESPECT TO THAT PROCEEDING, AND SUCH PROCEEDING SHALL BE CONDUCTED IN A COURT OF COMPETENT JURISDICTION IN TENNESSEE UNDER TENNESSEE LAW.
These Terms shall be governed by and construed in accordance with the laws of the State of Tennessee, without giving effect to any choice of law or conflict of law rules or provisions that would cause the application of the laws of any other jurisdiction. To the extent any dispute is not subject to arbitration under Section 13, or for enforcement of arbitration awards, the parties hereby consent to the exclusive personal jurisdiction and venue of the state courts of Tennessee and the U.S. District Court for the applicable district in Tennessee.
CaptVr reserves the right to modify these Terms at any time at its sole discretion. When changes are made, CaptVr will update the "Last Updated" date at the top of these Terms. For material changes, CaptVr will provide notice to active subscribers by email to the address on file and/or by prominent notice on the Services at least thirty (30) days before the changes take effect. Your continued access to or use of the Services after the effective date of any modification constitutes your acceptance of the modified Terms. If you do not agree to the modified Terms, you must discontinue use of the Services and, if applicable, cancel your subscription.
CaptVr reserves the right to suspend or terminate your access to any or all of the Services, including subscription access and portal access, at any time, with or without cause, and with or without prior notice. Grounds for termination include, without limitation: violation of these Terms, non-payment of fees, fraudulent or illegal activity, or conduct harmful to CaptVr or other users.
You may terminate your account at any time by discontinuing use of the Services and cancelling any active subscriptions in accordance with Section 6.5.
Upon termination for any reason: (a) your right to access and use the Services immediately ceases; (b) all licenses granted to you under these Terms terminate; (c) you remain responsible for all amounts owed for Services used prior to termination. The following Sections shall survive termination: Sections 7, 9, 10, 11, 12, 13, 14, 15, 18, and 19.
CaptVr shall not be liable for any failure or delay in performance due to circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, pandemics, government actions, war, terrorism, civil unrest, labor disputes, internet service disruptions, third-party platform outages, or power failures. In such events, CaptVr's obligations shall be suspended for the duration of the force majeure event.
If any provision of these Terms is held to be invalid, illegal, or unenforceable under applicable law, such provision shall be modified to the minimum extent necessary to make it valid and enforceable, and all remaining provisions shall continue in full force and effect.
No waiver by CaptVr of any term or condition of these Terms shall be deemed a further or continuing waiver of such term or condition or of any other term or condition. CaptVr's failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.
These Terms, together with the Privacy Policy, any applicable portal-specific consent agreements, and any applicable engagement agreements, constitute the entire agreement between you and CaptVr with respect to the Services and supersede all prior and contemporaneous agreements, communications, representations, and understandings, whether oral or written.
You may not assign or transfer your rights or obligations under these Terms without CaptVr's prior written consent. CaptVr may freely assign these Terms, including in connection with a merger, acquisition, asset sale, or operation of law, without your consent.
Section headings are for convenience only and do not affect the interpretation of these Terms.
By using the Services, you consent to receive electronic communications from CaptVr, including emails and in-platform notices. You agree that all agreements, notices, disclosures, and communications provided to you electronically satisfy any applicable legal requirement that such communications be in writing.
For questions, concerns, or legal notices regarding these Terms, contact:
CaptVr Holdings, LLC
Tennessee, United States
Legal inquiries: legal@captvr.com
General support: support@captvr.com