WEBSITE TERMS OF USE
VERSION 1.0
LAST REVISED ON: MARCH 30, 2026
The website located at cap-orbit.com (the “Site”) is a copyrighted work belonging to Cap Orbit, Inc. (“Company”,
“us”, “our”, and “we”). Certain features of the Site may be subject to additional guidelines, terms, or rules, which
will be posted on the Site in connection with such features. All such additional terms, guidelines, and rules are
incorporated by reference into these Terms.
THESE TERMS OF USE (THESE “TERMS”) SET FORTH THE LEGALLY BINDING TERMS AND
CONDITIONS THAT GOVERN YOUR USE OF THE SITE. BY ACCESSING OR USING THE SITE, YOU
ARE ACCEPTING THESE TERMS (ON BEHALF OF YOURSELF OR THE ENTITY THAT YOU
REPRESENT), AND YOU REPRESENT AND WARRANT THAT YOU HAVE THE RIGHT, AUTHORITY,
AND CAPACITY TO ENTER INTO THESE TERMS (ON BEHALF OF YOURSELF OR THE ENTITY THAT
YOU REPRESENT). YOU MAY NOT ACCESS OR USE THE SITE OR ACCEPT THE TERMS IF YOU ARE
NOT AT LEAST 18 YEARS OLD. IF YOU DO NOT AGREE WITH ALL OF THE PROVISIONS OF THESE
TERMS, DO NOT ACCESS AND/OR USE THE SITE.
PLEASE BE AWARE THAT SECTION 8.2 CONTAINS PROVISIONS GOVERNING HOW TO
RESOLVE DISPUTES BETWEEN YOU AND COMPANY. AMONG OTHER THINGS, SECTION 8.2
INCLUDES AN AGREEMENT TO ARBITRATE WHICH REQUIRES, WITH LIMITED EXCEPTIONS,
THAT ALL DISPUTES BETWEEN YOU AND US SHALL BE RESOLVED BY BINDING AND FINAL
ARBITRATION. SECTION 8.2 ALSO CONTAINS A CLASS ACTION AND JURY TRIAL WAIVER.
PLEASE READ SECTION 8.2 CAREFULLY.
UNLESS YOU OPT OUT OF THE AGREEMENT TO ARBITRATE WITHIN 30 DAYS: (1) YOU WILL
ONLY BE PERMITTED TO PURSUE DISPUTES OR CLAIMS AND SEEK RELIEF AGAINST US ON
AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR
REPRESENTATIVE ACTION OR PROCEEDING AND YOU WAIVE YOUR RIGHT TO
PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION; AND (2) YOU ARE
WAIVING YOUR RIGHT TO PURSUE DISPUTES OR CLAIMS AND SEEK RELIEF IN A COURT OF
LAW AND TO HAVE A JURY TRIAL.
1. ACCOUNTS
1.1 Account Creation. In order to use certain features of the Site, you must register for an account
(“Account”) and provide certain information about yourself as prompted by the account registration form. You
represent and warrant that: (a) all required registration information you submit is truthful and accurate; (b) you will
maintain the accuracy of such information. You may delete your Account at any time, for any reason, by following
the instructions on the Site. Company may suspend or terminate your Account in accordance with Section 7.
1.2 Account Responsibilities. You are responsible for maintaining the confidentiality of your
Account login information and are fully responsible for all activities that occur under your Account. You agree to
immediately notify Company of any unauthorized use, or suspected unauthorized use of your Account or any other
breach of security. Company cannot and will not be liable for any loss or damage arising from your failure to
comply with the above requirements.
2. ACCESS TO THE SITE
2.1 License. Subject to these Terms, Company grants you a non-transferable, non-exclusive,
revocable, limited license to use and access the Site solely for your own personal use. For the avoidance of doubt, if
you purchase any reports, analyses, or other content made available for sale on the Site (“Purchased Content”), your
license to such Purchased Content is governed by Section 2A below.2.2 Certain Restrictions. The rights granted to you in these Terms are subject to the following
restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially
exploit the Site, whether in whole or in part, or any content displayed on the Site; (b) you shall not modify, make
derivative works of, disassemble, reverse compile or reverse engineer any part of the Site; (c) you shall not access
the Site in order to build a similar or competitive website, product, or service; and (d) except as expressly stated
herein, no part of the Site may be copied, reproduced, distributed, republished, downloaded, displayed, posted or
transmitted in any form or by any means. Unless otherwise indicated, any future release, update, or other addition to
functionality of the Site shall be subject to these Terms. All copyright and other proprietary notices on the Site (or
on any content displayed on the Site) must be retained on all copies thereof.
2.3 Modification. Company reserves the right, at any time, to modify, suspend, or discontinue the
Site (in whole or in part) with or without notice to you. You agree that Company will not be liable to you or to any
third party for any modification, suspension, or discontinuation of the Site or any part thereof.
2.4 No Support or Maintenance. You acknowledge and agree that Company will have no obligation
to provide you with any support or maintenance in connection with the Site.
2.5 Ownership. You acknowledge that all the intellectual property rights, including copyrights,
patents, trade marks, and trade secrets, in the Site and its content are owned by Company or Company’s suppliers.
Neither these Terms (nor your access to the Site) transfers to you or any third party any rights, title or interest in or
to such intellectual property rights, except for the limited access rights expressly set forth in Section 2.1. Company
and its suppliers reserve all rights not granted in these Terms. There are no implied licenses granted under these
Terms.
2.6 Feedback. If you provide Company with any feedback or suggestions regarding the Site
(“Feedback”), you hereby assign to Company all rights in such Feedback and agree that Company shall have the
right to use and fully exploit such Feedback and related information in any manner it deems appropriate. Company
will treat any Feedback you provide to Company as non-confidential and non-proprietary. You agree that you will
not submit to Company any information or ideas that you consider to be confidential or proprietary.
2A. PURCHASED CONTENT
2A.1 Purchase Terms. Company may offer certain reports, analyses, data sets, and other content for purchase
through the Site (“Purchased Content”). All sales of Purchased Content are final. Unless otherwise stated at the
time of purchase, no refunds, exchanges, or credits will be issued. Prices for Purchased Content are listed on the Site
and are subject to change without notice. Company reserves the right to modify, discontinue, or remove any
Purchased Content at any time. Your purchase of Purchased Content does not entitle you to any future updates,
revisions, or supplements unless expressly stated at the time of purchase.
2A.2 License to Purchased Content. Subject to your payment of all applicable fees and compliance with these
Terms, Company grants you a non-transferable, non-exclusive, non-sublicensable, revocable license to access and
use the Purchased Content solely for your own internal business or personal use. You shall not: (a) redistribute,
resell, sublicense, publish, or otherwise make available the Purchased Content (or any portion thereof) to any third
party; (b) reproduce or copy the Purchased Content except as reasonably necessary for your own internal use; (c)
remove or alter any proprietary notices, disclaimers, or legends contained in the Purchased Content; or (d) use the
Purchased Content to create a competing product or service. For the avoidance of doubt, this license permits you to
use the Purchased Content to inform your own investment decisions or internal business analysis, but does not
permit you to distribute the Purchased Content to others.
2A.3 No Investment Advice; No Advisory Relationship. THE PURCHASED CONTENT, AND ALL OTHER
INFORMATION AND MATERIALS AVAILABLE ON OR THROUGH THE SITE, ARE PROVIDED FOR
INFORMATIONAL AND EDUCATIONAL PURPOSES ONLY. NOTHING CONTAINED IN THE
PURCHASED CONTENT OR ON THE SITE CONSTITUTES (A) INVESTMENT ADVICE OR A
RECOMMENDATION TO BUY, SELL, OR HOLD ANY SECURITY, INCLUDING WITHOUT LIMITATION
ANY COMMERCIAL MORTGAGE-BACKED SECURITY (“CMBS”), REAL ESTATE INVESTMENT,MORTGAGE LOAN, OR OTHER FINANCIAL INSTRUMENT; (B) AN OFFER OR SOLICITATION TO BUY
OR SELL ANY SECURITY OR OTHER FINANCIAL PRODUCT; (C) TAX, LEGAL, ACCOUNTING, OR
FINANCIAL PLANNING ADVICE; OR (D) A DETERMINATION THAT ANY PARTICULAR INVESTMENT
STRATEGY IS SUITABLE FOR ANY PARTICULAR PERSON. YOU SHOULD CONSULT YOUR OWN
FINANCIAL ADVISOR, ATTORNEY, ACCOUNTANT, OR OTHER PROFESSIONAL BEFORE MAKING
ANY INVESTMENT OR FINANCIAL DECISION.
COMPANY IS NOT A REGISTERED INVESTMENT ADVISER, BROKER-DEALER, OR FINANCIAL
PLANNER UNDER APPLICABLE FEDERAL OR STATE SECURITIES LAWS. YOUR PURCHASE OR USE
OF PURCHASED CONTENT DOES NOT CREATE AN ADVISORY, FIDUCIARY, OR PROFESSIONAL
SERVICES RELATIONSHIP BETWEEN YOU AND COMPANY. COMPANY DOES NOT PROVIDE
PERSONALIZED INVESTMENT ADVICE AND DOES NOT TAKE INTO ACCOUNT YOUR INDIVIDUAL
FINANCIAL SITUATION, INVESTMENT OBJECTIVES, OR RISK TOLERANCE.
2A.4 Data Accuracy and Third-Party Sources. The information contained in the Purchased Content may be
derived in whole or in part from third-party sources, including but not limited to public filings, loan servicer reports,
rating agency publications, and other publicly or commercially available data. Company does not independently
verify all information obtained from third-party sources and makes no representation or warranty as to the accuracy,
completeness, reliability, timeliness, or suitability of any information contained in the Purchased Content. Any data,
projections, estimates, forecasts, opinions, or other forward-looking statements contained in the Purchased Content
are based on assumptions and expectations that may not be realized and are subject to significant uncertainties and
contingencies, many of which are beyond Company’s control. Actual results may differ materially from those
expressed or implied in the Purchased Content. Past performance of any investment or market referenced in the
Purchased Content is not indicative of future results.
2A.5 Assumption of Risk. Investing in securities, including CMBS and other structured finance products, involves
substantial risk of loss, including the potential loss of your entire investment. You acknowledge and agree that any
investment decision you make is made solely at your own risk, and Company shall not be liable for any losses,
damages, or other consequences resulting from your reliance on, or use of, the Purchased Content or any other
information provided on or through the Site.
3. INDEMNIFICATION. You agree to indemnify and hold Company (and its officers, employees, and agents)
harmless, including costs and attorneys’ fees, from any claim or demand made by any third party due to or arising
out of (a) your use of the Site or any Purchased Content, (b) your violation of these Terms, (c) your violation of
applicable laws or regulations, or (d) any investment or financial decision you make based on information contained
in the Purchased Content or on the Site. Company reserves the right, at your expense, to assume the exclusive
defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our
defense of these claims. You agree not to settle any matter without the prior written consent of Company. Company
will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
4. THIRD-PARTY LINKS & ADS; OTHER USERS
4.1 Third-Party Links & Ads. The Site may contain links to third-party websites and services,
and/or display advertisements for third parties (collectively, “Third-Party Links & Ads”). Such Third-Party Links
& Ads are not under the control of Company, and Company is not responsible for any Third-Party Links & Ads.
Company provides access to these Third-Party Links & Ads only as a convenience to you, and does not review,
approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Links & Ads. You use
all Third-Party Links & Ads at your own risk, and should apply a suitable level of caution and discretion in doing so.
When you click on any of the Third-Party Links & Ads, the applicable third party’s terms and policies apply,
including the third party’s privacy and data gathering practices. You should make whatever investigation you feel
necessary or appropriate before proceeding with any transaction in connection with such Third-Party Links & Ads.
4.2 Other Users. Your interactions with other Site users are solely between you and such users. You
agree that Company will not be responsible for any loss or damage incurred as the result of any such interactions. If
there is a dispute between you and any Site user, we are under no obligation to become involved.4.3 Release. You hereby release and forever discharge Company (and our officers, employees,
agents, successors, and assigns) from, and hereby waive and relinquish, each and every past, present and future
dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature
(including personal injuries, death, and property damage), that has arisen or arises directly or indirectly out of, or
that relates directly or indirectly to, the Site (including any interactions with, or act or omission of, other Site users
or any Third-Party Links & Ads). IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE
CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES:
“A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR OR RELEASING
PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF
EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY
AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”
5. DISCLAIMERS
THE SITE IS PROVIDED ON AN “AS-IS” AND “AS AVAILABLE” BASIS, AND COMPANY (AND OUR
SUPPLIERS) EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS OF ANY KIND,
WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ALL WARRANTIES OR CONDITIONS OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT,
ACCURACY, OR NON-INFRINGEMENT. WE (AND OUR SUPPLIERS) MAKE NO WARRANTY THAT THE
SITE WILL MEET YOUR REQUIREMENTS, WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY,
SECURE, OR ERROR-FREE BASIS, OR WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER
HARMFUL CODE, COMPLETE, LEGAL, OR SAFE. IF APPLICABLE LAW REQUIRES ANY WARRANTIES
WITH RESPECT TO THE SITE, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO 90 DAYS
FROM THE DATE OF FIRST USE.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE
EXCLUSION MAY NOT APPLY TO YOU. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON
HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO
YOU.
6. LIMITATION ON LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL COMPANY (OR OUR
SUPPLIERS) BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOST DATA,
COSTS OF PROCUREMENT OF SUBSTITUTE PRODUCTS, OR ANY INDIRECT, CONSEQUENTIAL,
EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO
THESE TERMS OR YOUR USE OF, OR INABILITY TO USE, THE SITE, EVEN IF COMPANY HAS BEEN
ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE SITE IS AT
YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE
TO YOUR DEVICE OR COMPUTER SYSTEM, OR LOSS OF DATA RESULTING THEREFROM.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NOTWITHSTANDING ANYTHING TO THE
CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR
RELATED TO THESE TERMS (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF
THE ACTION), WILL AT ALL TIMES BE LIMITED TO A MAXIMUM OF FIFTY US DOLLARS. THE
EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT. YOU AGREE THAT OUR
SUPPLIERS WILL HAVE NO LIABILITY OF ANY KIND ARISING FROM OR RELATING TO THESE
TERMS.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR
INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY
NOT APPLY TO YOU.
7. TERM AND TERMINATION. Subject to this Section, these Terms will remain in full force and effect
while you use the Site. We may suspend or terminate your rights to use the Site (including your Account) at anytime for any reason at our sole discretion, including for any use of the Site in violation of these Terms. Upon
termination of your rights under these Terms, your Account and right to access and use the Site will terminate
immediately. Company will not have any liability whatsoever to you for any termination of your rights under these
Terms, including for termination of your Account. Even after your rights under these Terms are terminated, the
following provisions of these Terms will remain in effect: Sections 2.2 through 2.6 and Sections 3 through 8.
8. GENERAL
8.1 Changes. These Terms are subject to occasional revision, and if we make any substantial
changes, we may notify you by sending you an e-mail to the last e-mail address you provided to us (if any), and/or
by prominently posting notice of the changes on our Site. You are responsible for providing us with your most
current e-mail address. In the event that the last e-mail address that you have provided us is not valid, or for any
reason is not capable of delivering to you the notice described above, our dispatch of the e-mail containing such
notice will nonetheless constitute effective notice of the changes described in the notice. Continued use of our Site
following notice of such changes shall indicate your acknowledgement of such changes and agreement to be bound
by the terms and conditions of such changes.
8.2 Dispute Resolution. Please read the following arbitration agreement in this Section (the
“Arbitration Agreement”) carefully. It requires you to arbitrate disputes with Company, its parent companies,
subsidiaries, affiliates, successors and assigns and all of their respective officers, directors, employees, agents, and
representatives (collectively, the “Company Parties”) and limits the manner in which you can seek relief from the
Company Parties.
(a) Applicability of Arbitration Agreement . You agree that any dispute between you and
any of the Company Parties relating in any way to the Site, the services offered on the Site (the “Services”) or
these Terms will be resolved by binding arbitration, rather than in court, except that (1) you and the Company
Parties may assert individualized claims in small claims court if the claims qualify, remain in such court and
advance solely on an individual, non-class basis; and (2) you or the Company Parties may seek equitable relief in
court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain
names, trade secrets, copyrights, and patents). This Arbitration Agreement shall survive the expiration or
termination of these Terms and shall apply, without limitation, to all claims that arose or were asserted
before you agreed to these Terms (in accordance with the preamble) or any prior version of these
Terms. This Arbitration Agreement does not preclude you from bringing issues to the attention of federal, state or
local agencies. Such agencies can, if the law allows, seek relief against the Company Parties on your behalf. For
purposes of this Arbitration Agreement, “Dispute” will also include disputes that arose or involve facts occurring
before the existence of this or any prior versions of the Agreement as well as claims that may arise after the
termination of these Terms.
(b) Informal Dispute Resolution. There might be instances when a Dispute arises between
you and Company. If that occurs, Company is committed to working with you to reach a reasonable resolution.
You and Company agree that good faith informal efforts to resolve Disputes can result in a prompt, low‐cost and
mutually beneficial outcome. You and Company therefore agree that before either party commences arbitration
against the other (or initiates an action in small claims court if a party so elects), we will personally meet and
confer telephonically or via videoconference, in a good faith effort to resolve informally any Dispute covered by
this Arbitration Agreement (“Informal Dispute Resolution Conference”). If you are represented by counsel, your
counsel may participate in the conference, but you will also participate in the conference.
The party initiating a Dispute must give notice to the other party in writing of its intent to initiate an Informal
Dispute Resolution Conference (“Notice”), which shall occur within 45 days after the other party receives such
Notice, unless an extension is mutually agreed upon by the parties. Notice to Company that you intend to initiate an
Informal Dispute Resolution Conference should be sent by email to: hello@cap-orbit.com, or by regular mail to
1111b South Governors Ave STE 40882, Dover, Delaware 19904. The Notice must include: (1) your name,telephone number, mailing address, e‐mail address associated with your account (if you have one); (2) the name,
telephone number, mailing address and e‐mail address of your counsel, if any; and (3) a description of your Dispute.
The Informal Dispute Resolution Conference shall be individualized such that a separate conference must be held
each time either party initiates a Dispute, even if the same law firm or group of law firms represents multiple users
in similar cases, unless all parties agree; multiple individuals initiating a Dispute cannot participate in the same
Informal Dispute Resolution Conference unless all parties agree. In the time between a party receiving the Notice
and the Informal Dispute Resolution Conference, nothing in this Arbitration Agreement shall prohibit the parties
from engaging in informal communications to resolve the initiating party’s Dispute. Engaging in the Informal
Dispute Resolution Conference is a condition precedent and requirement that must be fulfilled before commencing
arbitration. The statute of limitations and any filing fee deadlines shall be tolled while the parties engage in the
Informal Dispute Resolution Conference process required by this section.
(c) Arbitration Rules and Forum. These Terms evidence a transaction involving interstate
commerce; and notwithstanding any other provision herein with respect to the applicable substantive law, the
Federal Arbitration Act, 9 U.S.C. § 1 et seq., will govern the interpretation and enforcement of this Arbitration
Agreement and any arbitration proceedings. If the Informal Dispute Resolution Process described above does not
resolve satisfactorily within 60 days after receipt of your Notice, you and Company agree that either party shall
have the right to finally resolve the Dispute through binding arbitration. The Federal Arbitration Act governs the
interpretation and enforcement of this Arbitration Agreement. The arbitration will be conducted by JAMS, an
established alternative dispute resolution provider. Disputes involving claims and counterclaims with an amount in
controversy under $250,000, not inclusive of attorneys’ fees and interest, shall be subject to JAMS’ most current
version of the Streamlined Arbitration Rules and procedures available at http://www.jamsadr.com/rules-
streamlined-arbitration/; all other claims shall be subject to JAMS’s most current version of the Comprehensive
Arbitration Rules and Procedures, available at http://www.jamsadr.com/rules-comprehensive-arbitration/. JAMS’s
rules are also available at www.jamsadr.com or by calling JAMS at 800-352-5267. A party who wishes to initiate
arbitration must provide the other party with a request for arbitration (the “Request”). The Request must include:
(1) the name, telephone number, mailing address, e‐mail address of the party seeking arbitration and the account
username (if applicable) as well as the email address associated with any applicable account; (2) a statement of the
legal claims being asserted and the factual bases of those claims; (3) a description of the remedy sought and an
accurate, good‐faith calculation of the amount in controversy in United States Dollars; (4) a statement certifying
completion of the Informal Dispute Resolution process as described above; and (5) evidence that the requesting
party has paid any necessary filing fees in connection with such arbitration.
If the party requesting arbitration is represented by counsel, the Request shall also include counsel’s name,
telephone number, mailing address, and email address. Such counsel must also sign the Request. By signing the
Request, counsel certifies to the best of counsel’s knowledge, information, and belief, formed after an inquiry
reasonable under the circumstances, that: (1) the Request is not being presented for any improper purpose, such as to
harass, cause unnecessary delay, or needlessly increase the cost of dispute resolution; (2) the claims, defenses and
other legal contentions are warranted by existing law or by a nonfrivolous argument for extending, modifying, or
reversing existing law or for establishing new law; and (3) the factual and damages contentions have evidentiary
support or, if specifically so identified, will likely have evidentiary support after a reasonable opportunity for further
investigation or discovery.
Unless you and Company otherwise agree, or the Batch Arbitration process discussed in Subsection 8.2(h) is
triggered, the arbitration will be conducted in the county where you reside. Subject to the JAMS Rules, the arbitrator
may direct a limited and reasonable exchange of information between the parties, consistent with the expedited
nature of the arbitration. If the JAMS is not available to arbitrate, the parties will select an alternative arbitral forum.
Your responsibility to pay any JAMS fees and costs will be solely as set forth in the applicable JAMS Rules.
You and Company agree that all materials and documents exchanged during the arbitration proceedings shall be
kept confidential and shall not be shared with anyone except the parties’ attorneys, accountants, or business
advisors, and then subject to the condition that they agree to keep all materials and documents exchanged during the
arbitration proceedings confidential.(d) Authority of Arbitrator. The arbitrator shall have exclusive authority to resolve all
disputes subject to arbitration hereunder including, without limitation, any dispute related to the interpretation,
applicability, enforceability or formation of this Arbitration Agreement or any portion of the Arbitration
Agreement, except for the following: (1) all Disputes arising out of or relating to the subsection entitled “Waiver of
Class or Other Non-Individualized Relief,” including any claim that all or part of the subsection entitled “Waiver of
Class or Other Non-Individualized Relief” is unenforceable, illegal, void or voidable, or that such subsection
entitled “Waiver of Class or Other Non-Individualized Relief” has been breached, shall be decided by a court of
competent jurisdiction and not by an arbitrator; (2) except as expressly contemplated in the subsection entitled
“Batch Arbitration,” all Disputes about the payment of arbitration fees shall be decided only by a court of
competent jurisdiction and not by an arbitrator; (3) all Disputes about whether either party has satisfied any
condition precedent to arbitration shall be decided only by a court of competent jurisdiction and not by an
arbitrator; and (4) all Disputes about which version of the Arbitration Agreement applies shall be decided only by a
court of competent jurisdiction and not by an arbitrator. The arbitration proceeding will not be consolidated with
any other matters or joined with any other cases or parties, except as expressly provided in the subsection entitled
“Batch Arbitration.” The arbitrator shall have the authority to grant motions dispositive of all or part of any claim
or dispute. The arbitrator shall have the authority to award monetary damages and to grant any non-monetary
remedy or relief available to an individual party under applicable law, the arbitral forum’s rules, and these Terms
(including the Arbitration Agreement). The arbitrator shall issue a written award and statement of decision
describing the essential findings and conclusions on which any award (or decision not to render an award) is based,
including the calculation of any damages awarded. The arbitrator shall follow the applicable law. The award of the
arbitrator is final and binding upon you and us. Judgment on the arbitration award may be entered in any court
having jurisdiction.
(e) Waiver of Jury Trial. EXCEPT AS SPECIFIED IN SECTION 8.2(A) YOU AND
THE COMPANY PARTIES HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO
SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and the Company Parties
are instead electing that all covered claims and disputes shall be resolved exclusively by arbitration under this
Arbitration Agreement, except as specified in Section 8.2(a) above. An arbitrator can award on an individual basis
the same damages and relief as a court and must follow these Terms as a court would. However, there is no judge
or jury in arbitration, and court review of an arbitration award is subject to very limited review.
(f) Waiver of Class or Other Non-Individualized Relief. YOU AND COMPANY
AGREE THAT, EXCEPT AS SPECIFIED IN SUBSECTION 8.2(H) EACH OF US MAY BRING CLAIMS
AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT ON A CLASS, REPRESENTATIVE,
OR COLLECTIVE BASIS, AND THE PARTIES HEREBY WAIVE ALL RIGHTS TO HAVE ANY DISPUTE
BE BROUGHT, HEARD, ADMINISTERED, RESOLVED, OR ARBITRATED ON A CLASS, COLLECTIVE,
REPRESENTATIVE, OR MASS ACTION BASIS. ONLY INDIVIDUAL RELIEF IS AVAILABLE, AND
DISPUTES OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR
CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. Subject to this Arbitration
Agreement, the arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking
relief and only to the extent necessary to provide relief warranted by the party’s individual claim. Nothing in this
paragraph is intended to, nor shall it, affect the terms and conditions under the Subsection 8.2(h) entitled “Batch
Arbitration.” Notwithstanding anything to the contrary in this Arbitration Agreement, if a court decides by means
of a final decision, not subject to any further appeal or recourse, that the limitations of this subsection, “Waiver of
Class or Other Non-Individualized Relief,” are invalid or unenforceable as to a particular claim or request for relief
(such as a request for public injunctive relief), you and Company agree that that particular claim or request for
relief (and only that particular claim or request for relief) shall be severed from the arbitration and may be litigated
in the state or federal courts located in the State of Delaware. All other Disputes shall be arbitrated or litigated in
small claims court. This subsection does not prevent you or Company from participating in a class-wide settlement
of claims.
(g) Attorneys’ Fees and Costs. The parties shall bear their own attorneys’ fees and costs in
arbitration unless the arbitrator finds that either the substance of the Dispute or the relief sought in the Request was
frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil
Procedure 11(b)). If you or Company need to invoke the authority of a court of competent jurisdiction to compelarbitration, then the party that obtains an order compelling arbitration in such action shall have the right to collect
from the other party its reasonable costs, necessary disbursements, and reasonable attorneys’ fees incurred in
securing an order compelling arbitration. The prevailing party in any court action relating to whether either party
has satisfied any condition precedent to arbitration, including the Informal Dispute Resolution Process, is entitled
to recover their reasonable costs, necessary disbursements, and reasonable attorneys’ fees and costs.
(h) Batch Arbitration. To increase the efficiency of administration and resolution of
arbitrations, you and Company agree that in the event that there are 100 or more individual Requests of a
substantially similar nature filed against Company by or with the assistance of the same law firm, group of law
firms, or organizations, within a 30 day period (or as soon as possible thereafter), the JAMS shall (1) administer the
arbitration demands in batches of 100 Requests per batch (plus, to the extent there are less than 100 Requests left
over after the batching described above, a final batch consisting of the remaining Requests); (2) appoint one
arbitrator for each batch; and (3) provide for the resolution of each batch as a single consolidated arbitration with
one set of filing and administrative fees due per side per batch, one procedural calendar, one hearing (if any) in a
place to be determined by the arbitrator, and one final award (“Batch Arbitration”).
All parties agree that Requests are of a “substantially similar nature” if they arise out of or relate to the same event
or factual scenario and raise the same or similar legal issues and seek the same or similar relief. To the extent the
parties disagree on the application of the Batch Arbitration process, the disagreeing party shall advise the JAMS, and
the JAMS shall appoint a sole standing arbitrator to determine the applicability of the Batch Arbitration process
(“Administrative Arbitrator”). In an effort to expedite resolution of any such dispute by the Administrative
Arbitrator, the parties agree the Administrative Arbitrator may set forth such procedures as are necessary to resolve
any disputes promptly. The Administrative Arbitrator’s fees shall be paid by Company.
You and Company agree to cooperate in good faith with the JAMS to implement the Batch Arbitration process
including the payment of single filing and administrative fees for batches of Requests, as well as any steps to
minimize the time and costs of arbitration, which may include: (1) the appointment of a discovery special master to
assist the arbitrator in the resolution of discovery disputes; and (2) the adoption of an expedited calendar of the
arbitration proceedings.
This Batch Arbitration provision shall in no way be interpreted as authorizing a class, collective and/or mass
arbitration or action of any kind, or arbitration involving joint or consolidated claims under any circumstances,
except as expressly set forth in this provision.
(i) 30-Day Right to Opt Out. You have the right to opt out of the provisions of this
Arbitration Agreement by sending a timely written notice of your decision to opt out to the following address:
1111b South Governors Ave STE 40882, Dover, Delaware 19904, or email to hello@cap-orbit.com, within 30 days
after first becoming subject to this Arbitration Agreement. Your notice must include your name and address and a
clear statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration
Agreement, all other parts of these Terms will continue to apply to you. Opting out of this Arbitration Agreement
has no effect on any other arbitration agreements that you may currently have with us, or may enter into in the
future with us.
(j) Invalidity, Expiration. Except as provided in the subsection entitled “Waiver of Class
or Other Non-Individualized Relief”, if any part or parts of this Arbitration Agreement are found under the law to
be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and
the remainder of the Arbitration Agreement shall continue in full force and effect. You further agree that any
Dispute that you have with Company as detailed in this Arbitration Agreement must be initiated via arbitration
within the applicable statute of limitation for that claim or controversy, or it will be forever time barred. Likewise,
you agree that all applicable statutes of limitation will apply to such arbitration in the same manner as those statutes
of limitation would apply in the applicable court of competent jurisdiction.
(k) Modification. Notwithstanding any provision in these Terms to the contrary, we agree
that if Company makes any future material change to this Arbitration Agreement, you may reject that change
within 30 days of such change becoming effective by writing Company at the following address: 1111b SouthGovernors Ave STE 40882, Dover, Delaware 19904, or email to hello@cap-orbit.com. Unless you reject the
change within 30 days of such change becoming effective by writing to Company in accordance with the
foregoing, your continued use of the Site and/or Services, including the acceptance of products and services offered
on the Site following the posting of changes to this Arbitration Agreement constitutes your acceptance of any such
changes. Changes to this Arbitration Agreement do not provide you with a new opportunity to opt out of the
Arbitration Agreement if you have previously agreed to a version of these Terms and did not validly opt out of
arbitration. If you reject any change or update to this Arbitration Agreement, and you were bound by an existing
agreement to arbitrate Disputes arising out of or relating in any way to your access to or use of the Services or of
the Site, any communications you receive, any products sold or distributed through the Site, the Services, or these
Terms, the provisions of this Arbitration Agreement as of the date you first accepted these Terms (or accepted any
subsequent changes to these Terms) remain in full force and effect. Company will continue to honor any valid opt
outs of the Arbitration Agreement that you made to a prior version of these Terms.
8.3 Export. The Site may be subject to U.S. export control laws and may be subject to export or
import regulations in other countries. You agree not to export, reexport, or transfer, directly or indirectly, any U.S.
technical data acquired from Company, or any products utilizing such data, in violation of the United States export
laws or regulations.
8.4 Disclosures. Company is located at the address in Section 8.8. If you are a California resident,
you may report complaints to the Complaint Assistance Unit of the Division of Consumer Product of the California
Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by
telephone at (800) 952-5210.
8.5 Electronic Communications. The communications between you and Company use electronic
means, whether you use the Site or send us emails, or whether Company posts notices on the Site or communicates
with you via email. For contractual purposes, you (a) consent to receive communications from Company in an
electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other
communications that Company provides to you electronically satisfy any legal requirement that such
communications would satisfy if it were be in a hardcopy writing. The foregoing does not affect your non-waivable
rights.
8.6 Entire Terms. These Terms constitute the entire agreement between you and us regarding the use
of the Site. Our failure to exercise or enforce any right or provision of these Terms shall not operate as a waiver of
such right or provision. The section titles in these Terms are for convenience only and have no legal or contractual
effect. The word “including” means “including without limitation”. If any provision of these Terms is, for any
reason, held to be invalid or unenforceable, the other provisions of these Terms will be unimpaired and the invalid or
unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent
permitted by law. Your relationship to Company is that of an independent contractor, and neither party is an agent or
partner of the other. These Terms, and your rights and obligations herein, may not be assigned, subcontracted,
delegated, or otherwise transferred by you without Company’s prior written consent, and any attempted assignment,
subcontract, delegation, or transfer in violation of the foregoing will be null and void. Company may freely assign
these Terms. The terms and conditions set forth in these Terms shall be binding upon assignees.
8.7 Copyright/Trademark Information. Copyright © 2026 Cap Orbit, Inc. All rights reserved. All
trademarks, logos and service marks (“Marks”) displayed on the Site are our property or the property of other third
parties. You are not permitted to use these Marks without our prior written consent or the consent of such third party
which may own the Marks.
8.8 Contact Information:
Elena Corina Kaiser
Address:
1111b South Governors Ave STE 40882
Dover, Delaware 19904
Email: hello@cap-orbit.com