Terms and Conditions

1. Acceptance of Terms

Welcome to ProCap Financial, Inc. (“ProCap,” “we,” “us,” or “our”). These Terms and Conditions of Use (“Terms”) govern your access to and use of the website located at www.procapfinancial.com (the “Site”), all products, features, content, and services made available through the Site or through our subsidiary and affiliate platforms (collectively, the “Services”), and any related communications or interactions with us.

By accessing or using any part of the Services, creating an account, clicking “I Accept,” or otherwise indicating your agreement, you acknowledge that you have read, understood, and agree to be bound by these Terms, our Privacy Policy, and any applicable Supplemental Terms. If you do not agree, you may not access or use the Services.

Certain products and features within the Services are subject to additional terms and conditions (“Supplemental Terms”), as described in Section 5. Supplemental Terms are incorporated into and form part of these Terms. In the event of a conflict between these Terms and any Supplemental Terms, the Supplemental Terms will govern with respect to the applicable product or feature.

We reserve the right to modify these Terms at any time. When we make changes, we will update the “Last Updated” date and post the revised Terms on the Site. For material changes, we will provide notice by email to the address associated with your account or through a prominent notice on the Site. Your continued use of the Services after the effective date of revised Terms constitutes acceptance of the changes. If you do not agree to the revised Terms, you must stop using the Services.

2. Definitions

The following defined terms are used throughout these Terms and the documents incorporated by reference. Where a defined term is also defined in a Supplemental Term, the Supplemental Term definition controls for that product.

“Anonymized Data” means data that has been irreversibly de-identified so that it cannot reasonably be used to identify a specific individual, as further described in the Privacy Policy.
“Content” means all text, graphics, images, audio, video, data, software, code, and other materials available on or through the Services, excluding User Content.
“Inputs” means all content, data, text, voice, files, images, documents, and other materials that you submit to or through the Services, including financial data transmitted through linked accounts.
“Outputs” means all content, analyses, summaries, recommendations, projections, categorizations, scores, alerts, and other materials generated by the Services in response to your Inputs.
“Privacy Policy” means the ProCap Financial, Inc. Privacy Policy available at www.procapfinancial.com/privacy, as updated from time to time.
“Services” means the Site and all products, features, applications, APIs, content, and services operated by ProCap or its subsidiaries and made available to you, including CFO Silvia and ProCap Insights.
“Supplemental Terms” means additional terms and conditions that apply to specific products or features within the Services, as described in Section 5.
“User Content” means any content, data, or materials that you submit, upload, transmit, or otherwise make available through the Services, including Inputs, feedback, and community contributions.

3. Eligibility

The Services are designed for and primarily offered to users in the United States. The Services are available to individuals who are 18 years of age or older (or the age of majority in your jurisdiction, if higher). By using the Services, you represent and warrant that:

You are at least 18 years of age and have the legal capacity to form a binding contract.
You are not prohibited from using the Services under any applicable law, including United States export control and sanctions regulations.
You are not located in, under the control of, or a national or resident of any country subject to comprehensive U.S. sanctions, and you are not on any U.S. government restricted party list.

If you do not meet all of these requirements, you must not access or use the Services.

4. Account Registration and Security

Certain features of the Services require you to create an account. When creating an account, you agree to:

Provide accurate, current, and complete information during registration and keep it updated.
Maintain the confidentiality of your account credentials, including your password and any multi-factor authentication methods.
Accept responsibility for all activity that occurs under your account, whether or not authorized by you.
Notify us immediately at security@procapfinancial.com if you become aware of any unauthorized access to or use of your account.

You may not share, transfer, or sell access to your account. You may not create multiple accounts to circumvent usage limits, bans, or other restrictions. We reserve the right to suspend or disable any account at any time in our sole discretion, including if we believe you have violated these Terms.

5. Products and Supplemental Terms

ProCap operates the following products through itself and its wholly owned subsidiaries:

CFO Silvia (www.cfosilvia.com): An AI-powered personal finance platform operated by Silvia Technologies, Inc., a wholly owned subsidiary of ProCap. Your use of CFO Silvia is governed by the CFO Silvia Supplemental Terms of Service and the Acceptable Use Policy, in addition to these Terms.
ProCap Insights (www.procapinsights.com): A subscription content service providing AI-generated financial analysis and commentary. Your use of ProCap Insights is governed by the ProCap Insights Supplemental Terms of Service, in addition to these Terms.

By accessing or using any product, you agree to the applicable Supplemental Terms, which are incorporated into and form part of these Terms. Where you are required to affirmatively accept Supplemental Terms (for example, by clicking “I Accept” at the time of subscription or enrollment), the Supplemental Terms become binding upon your acceptance.

In the event of a conflict between these Terms and any Supplemental Terms, the Supplemental Terms will govern with respect to the corresponding product or feature. These Terms govern any matter not addressed by the Supplemental Terms.

6. Intellectual Property

6.1 Ownership

The Services and all Content are owned by ProCap or its subsidiaries and licensors and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property laws. The ProCap and CFO Silvia names, logos, and all related names, logos, product and service names, designs, and slogans are trademarks of ProCap or its subsidiaries. You may not use any ProCap trademarks without our prior written consent.

6.2 Limited License

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services and Content for your personal, non-commercial purposes. This license does not include any right to resell or make any commercial use of the Services or Content, collect or use any product listings, descriptions, or prices, make any derivative use of the Services or Content, download or copy account information for the benefit of a third party, or use any data mining, robots, or similar data gathering and extraction tools.

6.3 Restrictions

Without limiting the foregoing, you may not:

Copy, reproduce, distribute, republish, download, display, transmit, or create derivative works of any Content, in any form, for any commercial purpose without our prior written consent.
Use any automated means (including robots, spiders, scrapers, or other automated devices) to access the Services or extract data, except through APIs we expressly provide.
Use the Services or Content to develop, train, fine-tune, evaluate, or improve any artificial intelligence model, machine learning system, or competing product or service without our explicit written authorization.
Frame, mirror, or embed any part of the Services on another website or application without our express written consent.
Remove, alter, or obscure any copyright, trademark, or other proprietary notices from the Services or Content.

6.4 DMCA Procedure

If you believe that any content on the Services infringes your copyright, you may submit a written notification to our designated copyright agent in accordance with the Digital Millennium Copyright Act (17 U.S.C. § 512). Your notice must include: your physical or electronic signature; identification of the copyrighted work; identification of the allegedly infringing material; your contact information; a statement of good faith belief that the use is not authorized; and a statement under penalty of perjury that you are authorized to act on behalf of the copyright owner. Send notices to: General Counsel, ProCap Financial, Inc., 600 Lexington Avenue, New York, NY 10022, legal@procapfinancial.com. It is our policy to terminate the accounts of repeat infringers in appropriate circumstances.

7. User Content and Feedback

7.1 Your Content

You retain ownership of your User Content, subject to the licenses you grant under these Terms and any applicable Supplemental Terms. By submitting User Content to the Services, you grant ProCap and its subsidiaries a worldwide, non-exclusive, royalty-free, fully paid, sublicensable, and transferable license to use, reproduce, process, adapt, modify, display, and distribute your User Content solely as necessary to provide, maintain, and improve the Services, and as otherwise described in these Terms, the applicable Supplemental Terms, and the Privacy Policy.

You represent and warrant that you have all rights necessary to grant the licenses in this Section, and that your User Content does not violate any law, regulation, or third-party right.

7.2 Feedback

If you provide us with any feedback, suggestions, ideas, comments, or other input regarding the Services (“Feedback”), you assign to ProCap all right, title, and interest in such Feedback. We may use Feedback for any purpose without restriction, compensation, or obligation to you. Nothing in this section limits the protections set forth in the Privacy Policy with respect to personal information contained in Feedback.

8. Prohibited Conduct

You agree not to use the Services to:

Violate any applicable federal, state, local, or international law or regulation.
Exploit, harm, or attempt to exploit or harm any individual, including minors.
Impersonate any person or entity, or falsely claim an affiliation with any person or entity.
Transmit unsolicited communications, advertisements, or spam.
Engage in any conduct that restricts or inhibits anyone’s use of the Services, or that could damage, disable, overburden, or impair the Services.

Additionally, you agree not to:

Use any automated device, process, or means to access or monitor the Services, except through APIs we expressly provide.
Introduce any viruses, trojan horses, worms, logic bombs, or other malicious or technologically harmful material.
Attempt to gain unauthorized access to, interfere with, or disrupt any part of the Services, any server or network connected to the Services, or any security or access control features.
Circumvent, disable, or interfere with any security, authentication, rate-limiting, or usage-monitoring features of the Services.
Attack the Services via a denial-of-service attack or distributed denial-of-service attack.

Specific products may impose additional restrictions through their Supplemental Terms and Acceptable Use Policies.

9. Third-Party Links and Services

The Services may contain links to websites, applications, and services operated by third parties. These links are provided for your convenience and do not constitute an endorsement, affiliation, or sponsorship by ProCap. We do not control third-party services and are not responsible for their content, privacy practices, or security. Your use of third-party services is at your own risk and subject to those services’ terms and conditions.

Certain features of the Services may integrate with third-party services (such as financial account aggregators, payment processors, and data providers). Your use of those integrations is subject to the applicable third-party terms and conditions, and you are responsible for reviewing and complying with them.

10. Disclaimers and No Warranties

THE SERVICES AND ALL CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT ANY WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF ACCURACY, COMPLETENESS, FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, NON-INFRINGEMENT, QUALITY, TIMELINESS, AND TITLE.

PROCAP AND ITS SUBSIDIARIES DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE DO NOT WARRANT THAT ANY CONTENT, INCLUDING AI-GENERATED OUTPUTS, IS ACCURATE, COMPLETE, CURRENT, OR RELIABLE.

10.1 No Professional Advice

Nothing provided through the Services constitutes individualized financial, investment, tax, legal, accounting, or other professional advice. The Services are informational and educational tools. You should consult with qualified professionals before making significant financial decisions. You are solely responsible for any decisions you make using or based on information provided through the Services.

10.2 AI-Specific Disclaimers

Certain products within the Services use artificial intelligence and machine learning to generate Outputs. You acknowledge and agree that:

AI-generated Outputs may contain factual errors, miscalculations, outdated information, fabricated references, or incomplete analysis.
AI models have knowledge cutoff dates and may not reflect the most recent laws, regulations, market conditions, or other developments.
AI-generated Outputs are not reviewed by a human before delivery to you, unless otherwise specifically stated.
AI-generated Outputs may be similar or identical to Outputs provided to other users.
You should independently verify any AI-generated Output before relying on it for any purpose, including financial decisions.

Additional AI disclaimers applicable to specific products are set forth in the applicable Supplemental Terms and the AI and Algorithmic Transparency Statement.

11. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, PROCAP AND ITS SUBSIDIARIES, AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, AND SERVICE PROVIDERS (COLLECTIVELY, THE “PROCAP PARTIES”) WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

THE TOTAL AGGREGATE LIABILITY OF THE PROCAP PARTIES FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE SERVICES SHALL NOT EXCEED THE GREATER OF: (I) THE TOTAL FEES YOU PAID TO PROCAP IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (II) ONE HUNDRED U.S. DOLLARS ($100.00).

Product-specific limitations of liability are set forth in the applicable Supplemental Terms and, where applicable, will govern in place of or in addition to the limitations in this Section.

Nothing in these Terms limits either party’s liability for: (a) fraud or fraudulent misrepresentation; (b) death or personal injury caused by negligence; or (c) any liability that cannot be excluded or limited under applicable law. Some jurisdictions do not allow the exclusion or limitation of certain damages; in such jurisdictions, the liability of the ProCap Parties shall be limited to the fullest extent permitted by law.

12. Indemnification

To the maximum extent permitted by applicable law, you agree to indemnify, defend, and hold harmless the ProCap Parties from and against any and all third-party claims, liabilities, damages, losses, expenses, and costs (including reasonable attorneys’ fees) arising from or related to: (a) your use of the Services; (b) your violation of these Terms or any applicable Supplemental Terms; (c) your violation of any applicable law or regulation; (d) your User Content; or (e) your infringement of any intellectual property or other right of any person or entity.

13. Dispute Resolution

13.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of New York, without regard to its conflicts of laws provisions, and applicable federal law and regulations.

13.2 Mandatory Arbitration

Any dispute, claim, or controversy (“Dispute”) arising out of or relating to these Terms, your use of the Services, or the relationship between you and ProCap shall be resolved exclusively by binding individual arbitration administered by the Judicial Arbitration and Mediation Services, Inc. (“JAMS”) or the American Arbitration Association (“AAA”), under their then-current consumer arbitration rules. The arbitration shall be conducted by a single, neutral arbitrator with at least ten years of relevant experience, mutually selected by the parties. The seat of arbitration shall be New York, New York, and may be conducted remotely at the arbitrator’s discretion.

The Federal Arbitration Act, 9 U.S.C. § 1 et seq., governs the interpretation and enforcement of this arbitration agreement.

13.3 Arbitration Opt-Out

You may opt out of this arbitration agreement by sending written notice to legal@procapfinancial.com within thirty (30) days of first accepting these Terms. Your notice must include your name, mailing address, and a clear statement that you wish to opt out of arbitration. If you opt out, you and ProCap agree to submit to the exclusive jurisdiction of the courts described in Section 13.7.

13.4 Small Claims Exception

Notwithstanding the foregoing, either party may bring an individual action in small claims court if the Dispute falls within that court’s jurisdiction and the action remains on an individual (non-class) basis.

13.5 Class Action Waiver

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AND PROCAP AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION OR PROCEEDING. YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.

If this class action waiver is found to be unenforceable with respect to a particular claim, then the entirety of this arbitration agreement shall be deemed void with respect to that claim only, and the claim shall proceed in court.

13.6 Jury Trial Waiver

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AND PROCAP WAIVE THE RIGHT TO A JURY TRIAL IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATING TO THESE TERMS.

13.7 Exclusive Jurisdiction

To the extent any Dispute is not subject to arbitration, or for purposes of confirming, vacating, modifying, or correcting any arbitration award, you irrevocably submit to the exclusive jurisdiction of the federal and state courts located in New York County, New York, and waive any objection to venue in such courts.

13.8 Limitations Period

Regardless of any statute or law to the contrary, any claim or cause of action arising out of your use of the Services must be initiated within one (1) year after the claim accrues, or it is permanently barred.

14. Modifications to Terms

We may revise these Terms at any time by posting an updated version on the Site. If we make material changes, we will notify you by email to the address associated with your account at least fifteen (15) days before the changes take effect, or through a prominent notice on the Site. Your continued use of the Services after the effective date of the revised Terms constitutes your acceptance. If you do not agree, you must stop using the Services before the effective date.

15. Termination

15.1 Termination by You

You may stop using the Services at any time. You may close your account through your account settings or by contacting support@procapfinancial.com. Closing your account does not relieve you of obligations incurred before closure, including payment of any outstanding fees.

15.2 Termination by ProCap

We may suspend or terminate your access to the Services, in whole or in part, at any time and for any reason, including if we reasonably believe you have violated these Terms or any Supplemental Terms, your use creates risk or legal exposure for ProCap, or we are required to do so by law. Where practicable, we will provide notice before or promptly after taking action.

15.3 Effect of Termination

Upon termination, your right to access and use the Services ceases immediately, except that we will honor any active paid subscription through the end of the current billing period unless termination was for your material breach. The following Sections survive termination: 2 (Definitions), 6 (Intellectual Property), 7 (User Content and Feedback), 10 (Disclaimers), 11 (Limitation of Liability), 12 (Indemnification), 13 (Dispute Resolution), and 17 (Miscellaneous).

16. Export Controls and Sanctions

The Services may be subject to U.S. and international export control and sanctions laws and regulations. You agree not to export, re-export, or transfer the Services or any data received through the Services to any country, entity, or person prohibited under applicable export control and sanctions laws, including programs administered by the Office of Foreign Assets Control (“OFAC”). You represent and warrant that you are not located in, under the control of, or a national or resident of any U.S.-embargoed country, and that you are not on any U.S. government restricted party list.

17. Miscellaneous

Entire Agreement. These Terms, together with the Privacy Policy and any applicable Supplemental Terms, constitute the entire agreement between you and ProCap with respect to the Services and supersede all prior and contemporaneous agreements, understandings, and representations.
Severability. If any provision of these Terms is held to be invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect, and the invalid provision shall be replaced with a valid provision that achieves the same or similar objective.
No Waiver. No failure or delay by ProCap in exercising any right or remedy shall operate as a waiver thereof. Any waiver must be in writing and signed by ProCap.
Assignment. You may not assign, delegate, or transfer these Terms or any of your rights or obligations without our prior written consent. ProCap may assign these Terms, in whole or in part, without restriction, including in connection with a merger, acquisition, reorganization, or sale of assets.
Force Majeure. ProCap shall not be liable for any failure or delay in performing its obligations under these Terms if such failure or delay results from circumstances beyond its reasonable control, including natural disasters, acts of government, epidemics, pandemics, war, terrorism, labor disputes, Internet or telecommunications failures, cyberattacks, or disruptions to third-party services on which the Services depend.
Notices. We may provide notices to you by email to the address associated with your account or by posting on the Site. Notices to ProCap must be sent to legal@procapfinancial.com.
Headings. Section headings are for convenience only and do not affect the interpretation of these Terms.

18. Privacy

Our collection, use, and disclosure of personal information in connection with the Services is described in our Privacy Policy, which is incorporated into these Terms by reference. By using the Services, you acknowledge that you have read and understood the Privacy Policy.

19. Contact Information

If you have questions about these Terms, please contact us at:

ProCap Financial, Inc.

600 Lexington Avenue, New York, NY 10022

Legal Notices: legal@procapfinancial.com

Security: security@procapfinancial.com

General Support: support@procapfinancial.com

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Terms and Conditions of Use

Welcome to ProCap Financial, Inc.’s (“ProCap”) website. ProCap provides access to the products and materials (“Content”) contained in this website (this “Site”) as a service to our visitors, subject to the following Terms and Conditions of Use (these “Terms”). Please read these Terms carefully. ProCap reserves the right to modify these Terms at any time without notice, but the most current version of the Terms will always be available to you by clicking on the link at the bottom of this Site. By accessing this Site and any of its pages, you indicate your acknowledgement and acceptance of these Terms, and any amendments of these Terms set forth below without limitation or qualification. If you do not agree to these Terms, you are not authorized to use this Site or Content, and you should immediately discontinue any use of this Site or the Content.

Use of Site

You agree and understand that successful use of this Site will require access to the Internet, using compatible hardware, software and web browser, for which you are solely responsible for any associated fees for Internet access. You should use anti-virus software when accessing this Site. ProCap is not responsible or liable for any computer virus or related problems that may be associated with your use of this Site or any of the Content. You are responsible for protecting the security of any passwords you use in connection with this Site and the security and integrity of any information you download from our Site. Use of this Site and its Content is at the user’s sole risk and is the user’s responsibility to verify any information before action is taken on it.

Copyright, Restrictions on Use, Trademarks

This Site is owned and maintained by ProCap and is protected by U.S. copyright laws. The copyrighted materials on this Site include, but are not limited to, the audio, buttons, design, graphics, images, other icons, page headers, photographs, screens, software, sound recording, source code, text, web pages and the Content on this Site.

You are authorized to view the information available on this Site for your informational purposes only. You may download copyrighted materials for your personal or internal business purposes only. You may not alter, broadcast, commercially exploit, copy, display, distribute, download, frame, license, link to, reproduce, retransmit, sell, transfer, create derivative works of or republish all or any portion of this Site, in any form, for any commercial or public purposes without ProCap’s prior written consent.

ProCap name and logos are trademarks owned by ProCap. You may not use any of the ProCap trademarks as a link to this Site except pursuant to a written trademark license agreement. Additionally, ProCap retains all rights therein to our names and logos, service names, design marks and slogans as property of ProCap and may not be copied, downloaded, or modified without ProCap’s prior written consent.

Limitation of Liabilities; No Warranties

Information on this Site is provided “as is” without any warranty of any kind, either express or implied, as including but not limited to the accuracy, completeness, fitness for a particular purpose, merchantability, non-infringement of intellectual property, quality, timeliness, and title on this Site. Use of this Site and its Content is at the user’s sole risk and is the user’s responsibility to verify any information before action is taken on it.

ProCap will not be liable to you or any third party for any harms, injuries or claims, which lawyers and courts often call direct, indirect, incidental, special, consequential or exemplary damages, including, but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses, even if we have been advised of the possibility of such damages and regardless of the form of action, whether in contract, warranty, tort (including, without limitation, negligence), strict liability or otherwise, resulting from (i) the use of or the inability to use this Site, (ii) the cost of obtaining substitute goods and services resulting from any products, data, information or services purchased or obtained, or messages received, or transactions entered into, through or from this Site, (iii) unauthorized access to or alteration of your transmissions or data, (iv) statements or conduct of any other person using or accessing our site, (v) any failure of performance, error, omission, interruption, defect, delay in operation or transmission, computer virus or line or system failure, or (vi) any other matter relating to this Site or your use thereof.

Marketing

By using this Site, you agree that we may market our services and the services of other companies on this Site through the use of banner ads, “hyper-links”, and other similar marketing devices.

Internet Advertising

ProCap will comply with the provisions expressed under the Federal Trade Commission Act by ensuring that all Site:

Advertisements are truthful and non-deceptive;
Advertisements are substantiated; and
Advertisements are not considered unfair.

Links to Other Websites

ProCap may, from time to time, provide a link to a third-party website, but such a link is not an affiliation, authorization, endorsement, or sponsorship by ProCap with respect to such website, its owners or its providers. ProCap is providing these links only as a convenience to you. It is up to you to take precautions to ensure that whatever you select is free of such items as viruses, worms, trojan horses and other items of a destructive nature. In no event will ProCap be liable to any party for any direct, indirect, special or other consequential damages for any use of any hyperlinked website, including, without limitation, any lost profits, business interruption, loss of programs or other data on your information handling system or otherwise, even if we are expressly advised of the possibility of such damages.

This Site may contain links to websites controlled or offered by third parties (non-affiliates of ProCap). ProCap hereby disclaims liability for any other company’s website content, products, privacy policies, or security. In the event you choose to use the services available at a linked website, you agree to read and adhere to the policies and terms of use applicable to that website. In addition, any advice, opinions, or recommendations provided by the linked website providers are those of the providers and not of ProCap. Your participation in any linked website is based solely on the agreement, if any, between you and the linked website provider.

You agree that we may display advertisements and promotions of all kinds on this Site, and you agree not to disable any technology required or utilized to serve or display such advertising.

No website linking to this Site may frame or border this Site with the content of the linking website visible in the same window without ProCap’s express written permission.

Privacy

We believe that protecting your privacy is an integral part of the customer service we provide to you. We understand the need to safeguard your information and records from unauthorized use and disclosures.

Although Federal law requires us to tell you how we collect, use, share and protect your personal information, it also limits how we can use your personal information. Please see the ProCap Privacy Policy on this Site for more information.

Feedback

Any comments or materials sent to ProCap, including feedback data, such as questions, comments, suggestions or the like regarding the content of any such documents (collectively “Feedback”), shall be deemed to be the property of ProCap. ProCap’s use of the Feedback will be in compliance with the ProCap Privacy Policy and all applicable laws. ProCap shall have no additional obligations with respect to such Feedback and shall be free to reproduce, use, disclose, exhibit, display, transform, create derivative works and distribute the Feedback to others without limitation. Further, ProCap shall be free to use any ideas, concepts, know-how or techniques contained in such Feedback for any purpose whatsoever, including but not limited to developing, manufacturing and marketing products incorporating such Feedback.

ProCap cannot guarantee security of information transmitted over the Internet. Therefore, ProCap suggests that you do not communicate confidential and private information over the Internet. Any information, feedback, questions, concepts, comments, suggestions, ideas or the like which you send to us by or through our Site, or at any email address we have provided at our Site, will be treated as being non-confidential and nonproprietary as to you and we will be free to use the same or any information contained therein for any purpose whatsoever without paying any compensation to you, and the same shall be deemed our property upon receipt. Nothing herein shall be construed as limiting the responsibilities and obligations as set forth in the ProCap Privacy Policy. You acknowledge and agree that we may monitor and keep a record of your use of our Site.

Notice to Investors

PROCAP DOES NOT WARRANT OR GUARANTEE THE ACCURACY OR THE COMPLETENESS OF INFORMATION PROVIDED HEREIN WITH RESPECT TO THE SHARE PRICE OF PROCAP AND OTHER INVESTMENT-RELATED INFORMATION THAT MAY BE AVAILABLE BY HYPERLINK OR OTHERWISE. UNDER NO CIRCUMSTANCES WILL PROCAP BE LIABLE FOR ANY LOSS OR DIRECT, INDIRECT, PUNITIVE, SPECIAL OR CONSEQUENTIAL DAMAGES CAUSED BY RELIANCE ON THIS INFORMATION OR FOR THE RISKS OF THE STOCK MARKET.

Forward-Looking Statements

Information or statements provided by ProCap from time to time at this Site or otherwise may contain certain “forward-looking statements”. Statements that are not historical facts, including statements about ProCap’s beliefs and expectations, are forward-looking statements. Forward-looking statements include, but are not limited to, information relating to growth in earnings per share, returns on equity, growth in managed loans outstanding and customer accounts, net interest margins, funding costs, operations costs and employment growth, marketing expense, delinquencies and charge-offs, and other future events.

Such forward-looking statements may be identified by the use of terminology such as may, will, expect, anticipate, intend, plan, believe, estimate, goal, target, forecast, project, continue or similar expressions and may involve certain risks or uncertainties and are qualified in their entirety by the cautionary statements contained herein or referred to within this Site. These cautionary statements are being made pursuant to the provisions of the Private Securities Litigation Reform Act of 1995 (the Act) and with the intention of obtaining the benefits of the safe harbor provisions of the Act for any such forward-looking information.

Violations of These Terms

ProCap reserves the right to seek all remedies available at law and in equity for violations of these Terms, including the right to block access from a particular Internet address to this Site.

You agree not to use our Site for illegal purposes or for the transmission of material that is unlawful, harassing, libelous (untrue and damaging to others), invasive of another’s privacy, abusive, threatening, or obscene, or that infringes the rights of others. You also agree that your use of our Site is personal to you and that you will not resell or assign use of our Site or make any unauthorized commercial use of our Site.

Indemnification

To the maximum extent permitted by applicable law you agree to indemnify, protect and fully compensate ProCap and our service providers and licensors from any and all third party claims, liability, damages, expenses and costs (including, but not limited to, reasonable attorneys’ fees) caused by or arising from your use of this site, your violation of these terms or your infringement of any intellectual property or other right of any person or entity.

Other Agreements

Different products, features and services available at or through this Site, or different pages or sections of this Site, may be subject to separate terms and conditions in addition to these Terms. In the event of a conflict, such separate terms and conditions will govern and control with respect to the corresponding product, feature, service, page or section. These Terms are not intended to affect or amend any agreement or contract between you and any ProCap affiliate or subsidiary for the provision of a particular financial product or service, and our relationship with you as to such particular financial product or service shall be governed by the written terms of the agreement or contract contemplating such financial products or service. If you should link to or access a separate website maintained by any of the ProCap affiliates or subsidiaries, you should review and will be subject to any terms and conditions applicable to the use of that particular website.

Miscellaneous

These Terms constitute the current, sole and entire agreement between you and ProCap with respect to the use of this Site, and all prior “Terms of Use” with respect to the use of this Site are superseded by these Terms. You acknowledge and agree that no practice or course of dealing between you and any ProCap company, nor any oral representations by any ProCap representative, which vary these Terms shall constitute a modification or amendment of these Terms. No failure by ProCap to exercise, and no delay by ProCap in exercising, any right or remedy shall operate as a waiver thereof. If any provision of these Terms or the application thereof to any person or circumstances shall, to any extent, be invalid or unenforceable, such provision shall be deemed automatically reformed to the extent, and only to the extent necessary to render it valid and enforceable under applicable law; however, if such reformation of the provision is not reasonably possible, the provision shall be deemed severed from these Terms with respect to the person or circumstances as to which such provision shall be invalid or unenforceable, and the remainder of these Terms continue in full force and effect to the fullest extent permitted by law. These Terms shall be governed by and construed in accordance with the laws of the State of Texas, without regard to its conflicts of laws provisions or your actual state or country of residence, and applicable federal law and regulations. For purposes of any action or proceeding arising out of these Terms, you expressly submit to the jurisdiction of all federal and state courts located in the State of Texas, and agree that ProCap, in its discretion, may require that Dallas, Texas be the venue for any legal proceedings arising out of or related to these Terms.

You waive and agree not to assert in any action, suit or proceeding that you are not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum or that venue of the action, suit or proceeding is improper. In the event that you should have any claim or cause of action against ProCap arising out of your use of this Site, you agree that, regardless of any statute or law to the contrary, such claim or cause of action must be initiated or filed in a court of competent jurisdiction within one (1) year after accruing or be forever barred.

Questions

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