Membership Terms

These Membership Terms ("Terms") are an agreement between Ellsworth Capitol LLC ("Ellsworth Capitol," "we") and the private equity firm, family office, or other business that buys a membership ("Member"). By completing your purchase or activating a membership, you agree to these Terms. You confirm that you are buying for business purposes and that you are authorized to bind your organization.

1. Plans

Founding (free for 12 months), Basic ($299/year), Growth ($1,499/year), and Premium Partner ($4,999/year), with the features described on our Membership page. All fees are flat and are never tied to any introduction, transaction, closing, or deal size.

2. Automatic renewal

Paid memberships renew automatically every year at the then-current price, charged to your payment method on file, until you cancel. We will email you a reminder 30 to 60 days before each renewal with the renewal date, price, and how to cancel.

3. Founding membership

Founding is free for 12 months, and no payment method is required. It does not convert to a paid plan automatically. Before it ends we will email you, and you can choose a paid tier. If you do nothing, your access simply ends.

4. Cancellation

You can cancel anytime online through the Stripe customer portal linked in your receipts and account emails, or by contacting us. Cancellation stops the next renewal. You keep access until the end of the term you paid for.

5. Refunds

If you are not satisfied, you can get a full refund within 14 days of your first paid purchase. After that, and for renewals, fees are non-refundable and partial terms are not prorated, except as required by law or as stated in Section 7.

6. Price changes

We may change prices for future terms. We will email you at least 30 days before a renewal at a new price, and you can cancel before it renews.

7. Listings

Listings are added only as business owners give written consent. Volume, timing, industries, and sizes vary, and we do not guarantee any minimum number of listings, any particular deal flow, or that any introduction will lead to a transaction.

8. Confidentiality and acceptable use

• Listing summaries and all owner information are confidential. Use them only to evaluate a possible investment for your own organization, and keep them under the Mutual NDA.
• Do not share your login or listings outside your organization, and do not scrape, resell, or republish them.
• Do not contact an owner who has not consented to an introduction, or try to get around the consent process.
• We may suspend or end a membership without refund for a material breach.

9. Our role

Ellsworth Capitol makes introductions only, and only with the owner's written consent and a signed NDA. We are not a broker-dealer, investment adviser, business broker, or appraiser. We do not negotiate, value businesses, prepare offering materials, or handle funds, and we receive no compensation contingent on any transaction. Listing information comes from owners and is not verified by us. Do your own diligence and rely on your own advisers. Some owners on the platform may have separately bought optional business services from us. If so, we will disclose it to you before an introduction.

10. Disclaimers and limitation of liability

The service is provided "as is" and "as available," without implied warranties. To the fullest extent permitted by law, our total liability is limited to the fees you paid in the 3 months before the claim. Neither party is liable for indirect, consequential, or lost-profit damages, including lost deals or investment losses. These limits do not apply to fraud, gross negligence, or willful misconduct, or to your payment and confidentiality obligations.

11. Disputes

These Terms are governed by Utah law. Before starting any proceeding, a party must send written notice and try in good faith to resolve the dispute for 30 days. After that, disputes go to final, binding, individual arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, seated in Salt Lake County, Utah, under the Federal Arbitration Act and the Utah Uniform Arbitration Act (Utah Code 78B-11). Either party may use small claims court or seek an injunction to protect confidential information. There are no class or collective actions. Each party waives a jury trial. Claims must be brought within one year after the claimant knew or should have known of them. The prevailing party may recover reasonable attorney fees.

12. General

These Terms, the Membership page, and the Mutual NDA are the entire agreement for the membership. We may update these Terms for future terms with email notice. If a provision is unenforceable, it will be enforced to the maximum extent allowed and the rest stays in effect. Electronic acceptance is valid under the Utah Uniform Electronic Transactions Act and E-SIGN. Notices may be given by email. Sections 5, 8, 9, 10, and 11 survive termination.

Contact

Ellsworth Capitol LLC, 406 South Jordan Parkway, Suite 450, South Jordan, UT 84095, through our contact form.