Terms of Service

These Terms of Service (“Terms”) govern your access to and use of the Torch Signals Exchange (the “Service”), operated by Torch Collective (“Torch,” “we,” “us”) at signals.torchcollective.com. By signing in or otherwise using the Service, you agree to these Terms. If you don't agree, don't use the Service.

Please note that these Terms include a Limitation of Liability (§11), an Indemnity by you in favor of Torch (§12), and a Tennessee governing-law and venue clause (§14). They also include important provisions about AI-assisted features (§6), which limit what you can submit to AI tools, disclaim the accuracy and ownership of AI-generated output, and require you to independently verify anything an AI tool produces before you rely on it.

1. Eligibility

The Service is private and available only to active members of Torch Collective. You must be at least 18 years old and have a current Torch Collective membership in good standing to use the Service. We may verify your membership at any time and may suspend or terminate access if you no longer qualify.

2. Your account

You are responsible for everything that happens on your account, including keeping your sign-in credentials secure. Notify us promptly at hello@torchcollective.com if you suspect unauthorized access. Don't share your account with anyone else, and don't impersonate another person.

3. Acceptable use

You agree not to:

• Use the Service to send spam, harass other members, or post content that is unlawful, fraudulent, or infringing
• Scrape, crawl, or harvest data from the Service or the member directory
• Forward signals, introductions, or other content to people outside the Torch network without the original sender's permission
• Circumvent or attempt to circumvent rate limits, access controls, or email verification flows
• Use the Service to solicit investment in a way that violates securities laws, or to offer financial, legal, or tax advice you are not licensed to provide
• Reverse engineer, decompile, or otherwise attempt to extract the source code or underlying models of the Service
• Use the Service for any purpose that competes with Torch Collective or to build a competing product
• Submit content to any AI Feature in violation of §6(b), or use AI Output in violation of §6(g)
• Use the Service, any AI Feature, or any AI Output to train, fine-tune, evaluate, or benchmark any machine-learning model, or to build any product or dataset that competes with the Service
• Attempt prompt injection, jailbreaking, model inversion, model extraction, data poisoning, or other adversarial manipulation of any AI Feature, or probe the Service for AI-specific vulnerabilities other than through a vulnerability-disclosure channel Torch has designated in writing

4. Content you submit

You retain ownership of the signals, profile information, and other content you post to the Service. By submitting content, you grant Torch a worldwide, non-exclusive, royalty-free license to host, store, display, route, match, and share that content with other Torch members as necessary to operate the Service. You represent that you have the rights to submit everything you submit and that it doesn't infringe anyone else's rights.

5. Signals, introductions, and outcomes

The Service facilitates introductions between members around investment opportunities, hiring, expertise requests, and other signals. Torch is a conduit, not a party to any transaction that may result. We don't verify the accuracy of information posted by members, we don't endorse any specific deal, service provider, or recommendation surfaced through the Service, and we are not responsible for the conduct of members after an introduction is made. Do your own diligence.

Nothing on the Service is financial, legal, tax, or investment advice. Deal-related signals are shared among accredited-investor members for informational purposes only and do not constitute a solicitation or an offer to sell securities.

6. AI-assisted features

(a) What AI Features do.The Service uses third-party large language models and other machine-learning systems (currently provided by Anthropic and OpenAI, and which may change from time to time without notice) to (i) match signals to members, (ii) draft summaries, suggestions, rankings, and explanatory text shown alongside matches, (iii) extract structure from signals you submit, and (iv) support administrative review of the Service. We refer to these collectively as “AI Features” and to their outputs as “AI Output.”

(b) Inputs you may not submit. When you submit a signal, profile information, response, or feedback note, you understand and agree that the content may be transmitted to the AI providers identified in our Privacy Policy for the limited purpose of producing AI Output. We instruct providers to operate under zero-data-retention or limited-retention enterprise terms where available; the providers' then-current terms apply. You agree not to submit through any AI Feature: (i) protected health information governed by HIPAA; (ii) information protected by attorney-client privilege you intend to keep privileged; (iii) material non-public information about a publicly traded company; (iv) export-controlled technical data; (v) trade secrets you have not separately agreed in writing to share with Torch; (vi) personal information of any third party that you are not authorized to disclose to processors; or (vii) any other information you are contractually, fiduciarily, or legally prohibited from disclosing to third-party processors.

(c) Output is non-deterministic and may be wrong, biased, or infringing. AI Output is generated probabilistically. It may be inaccurate, incomplete, misleading, biased, or fabricated (“hallucinated”), even when it reads as confident or specific. AI Output may also resemble, paraphrase, or reproduce, in whole or in part, content from the underlying model's training data, including content protected by third-party intellectual-property rights. You agree to independently verify any AI Output and confirm that your use of it does not infringe any third party's rights before relying on it or using it in commerce. Torch does not warrant that any AI Output is accurate, complete, current, original, non-infringing, free of bias, or fit for any particular purpose.

(d) Not professional advice. AI Features do not provide, and AI Output does not constitute, legal, accounting, tax, medical, financial, investment, broker- dealer, investment-adviser, or other professional advice. No attorney-client, fiduciary, broker-dealer, investment-adviser, or other professional relationship is formed by your use of the Service or any AI Feature. Deal-related content surfaced by AI Features is informational only and is not a recommendation, solicitation, or offer to buy or sell any security or to engage in any transaction.

(e) No training on your content; vendor contracts. Torch does not authorize, and contractually restricts through enterprise agreements and data processing addenda with each AI provider, use of your content to train, fine-tune, or evaluate general-availability foundation models. Torch may use de-identified, aggregated content to evaluate and improve its own routing and ranking heuristics. If we ever propose to use member content for foundation-model training beyond that, we will obtain your separate, opt-in consent before doing so.

(f) Ownership of AI Output is unsettled; limited pass-through license. The legal status of AI Output is unsettled in the United States and many other jurisdictions. The U.S. Copyright Office has taken the position that material generated by AI without sufficient human creative contribution is not eligible for copyright protection, and may be unprotectable as between you and third parties. Torch makes no representation or warranty that AI Output is protectable by copyright or any other intellectual-property right, that AI Output is original to you, or that Torch owns the rights necessary to convey any particular interest in AI Output to you. To the extent Torch holds any rights in AI Output produced for you through the Service, and subject to the then-current terms of the underlying AI provider, Torch grants you a limited, non- exclusive, non-transferable, revocable license to use that AI Output for your own internal business purposes in accordance with these Terms. You assume the risk of treating AI Output as your own work product.

(g) Permitted and prohibited use of AI Features and AI Output. You may not (i) represent AI Output as authored by a human where such representation would be misleading; (ii) use AI Features to generate content that is unlawful, defamatory, harassing, infringing, sexually explicit, or designed to deceive; (iii) use the Service, AI Features, or AI Output to build, train, fine-tune, evaluate, benchmark, or improve any competing AI model, matching service, or dataset; (iv) attempt to extract, reconstruct, reverse engineer, or otherwise recover any underlying model, weights, prompts, system instructions, or training data, including through model inversion, model extraction, or membership-inference techniques; (v) attempt prompt injection, jailbreak, or other adversarial manipulation of any AI Feature, or submit content designed to circumvent the safety, content, or use policies of the underlying models; (vi) use AI Features in any manner prohibited by the underlying AI providers' acceptable-use policies, which are incorporated herein by reference; or (vii) submit content to AI Features in violation of §6(b).

(h) AI interaction disclosure.Substantial portions of the Service interact with you through AI-generated, AI-ranked, or AI-summarized content. You acknowledge that, except where a human author is expressly identified, content surfaced to you through the Service — including matches, ranking explanations, summaries, and suggested text — should be assumed to be AI-derived in whole or part. The absence of an “AI-generated” label on any specific item is not a representation that the item was human-authored.

(i) Automated decision-making. AI Features assist Torch and its members in surfacing connections; they do not, standing alone, make decisions that produce legal or similarly significant effects on you. Decisions about membership eligibility, suspension, and termination are made by Torch personnel.

(j) Provider changes; availability; testing. Torch may add, remove, substitute, upgrade, or downgrade AI providers and models at any time, including for cost, quality, safety, regulatory, or availability reasons, and without notice. AI Features may be unavailable, degraded, or rate-limited from time to time. Torch may conduct testing, evaluation, monitoring, red-teaming, and audit of AI Features and of inputs and outputs flowing through them, and may retain associated logs as necessary for those purposes and for security and abuse prevention. Torch is not liable for any consequences of an AI Feature being temporarily or permanently unavailable, modified, or replaced.

(k) Your responsibility for outputs you act on. You are solely responsible for any decision you make in reliance on AI Output, including any introduction you accept, signal you respond to, communication you send, deal you pursue, and any use you make of AI Output outside the Service. Your acceptance of these Terms is an acknowledgement that you have read this §6 and that you understand the limitations and risks of AI Features.

7. Feedback, ratings, and anonymity

The Service periodically asks you to rate matches, introductions, and outcomes — for example, whether a connection was helpful, whether a deal was a good fit, or why you passed on a signal. These ratings and any associated notes are used internally by Torch to recognize what works and route smarter intros across the network. They are not used as a reputation score visible to others.

Your ratings, pass reasons, and feedback notes are anonymous to the other party. We do not show the person you rated, or the person whose signal you rated, who rated them, how they were rated, or what was written. Aggregates we may surface back to a signal submitter (for example, a distribution of helpfulness ratings) are only ever shown above a minimum sample size and never expose individual ratings, rater identity, or free-text notes. Free-text notes are used internally by Torch for engine learning and admin review only, and are never disclosed to the counterparty.

Torch staff and authorized contractors may review rating data in aggregate and, where necessary, with rater identity attached, solely to operate, improve, and debug the Service. We may also be required to disclose rating data in response to valid legal process. Apart from those narrow exceptions, we will not voluntarily disclose who rated whom or what they said. See our Privacy Policy for how we handle this data, and docs/signal-journey.md in our repository for the product-design details.

8. Intellectual property

The Service, including its software, design, branding, and all content we produce (excluding member-submitted content), is owned by Torch Collective and protected by intellectual property laws. We grant you a limited, non-transferable, revocable license to use the Service in accordance with these Terms. All rights not expressly granted are reserved.

9. Third-party services

The Service integrates with and links to third-party services (for example, Google sign-in, Supabase, Stripe, Resend, external articles, partner websites). We don't control those services and are not responsible for their content, privacy practices, or availability. Your use of third-party services is governed by their own terms.

10. Disclaimers

The Service is provided “as is” and “as available,” without warranties of any kind, whether express or implied, including warranties of merchantability, fitness for a particular purpose, non-infringement, or that the Service will be uninterrupted, error-free, or secure. To the maximum extent permitted by law, Torch disclaims all such warranties.

Without limiting the foregoing, Torch disclaims all warranties with respect to AI Features and AI Output, including any warranty that AI Output is accurate, complete, current, original, non-infringing, free from bias, or fit for any particular purpose.

11. Limitation of liability

To the maximum extent permitted by law, Torch Collective, its officers, employees, and affiliates will not be liable for any indirect, incidental, consequential, special, or exemplary damages arising out of or related to your use of the Service. Our total aggregate liability for any claim arising out of or related to the Service is limited to the greater of (a) the amount you have paid to Torch in the twelve months preceding the claim and (b) one hundred U.S. dollars ($100).

The foregoing limitation applies to all claims arising out of or related to AI Features or AI Output, including claims based on accuracy, infringement, bias, hallucination, or failure or unavailability of any AI provider or model.

12. Indemnity

You will indemnify and hold Torch Collective, its officers, employees, and affiliates harmless from any claims, losses, or expenses (including reasonable attorneys' fees) arising out of your use of the Service, your content, or your violation of these Terms.

13. Suspension and termination

We may suspend or terminate your access to the Service at any time, with or without notice, if we believe you have violated these Terms, if your Torch Collective membership lapses, or for any other reason at our discretion. You may stop using the Service at any time by emailing hello@torchcollective.com. Sections that by their nature should survive termination (for example, ownership, disclaimers, limitation of liability) will survive.

14. Governing law and disputes

These Terms are governed by the laws of the State of Tennessee, without regard to conflict-of-laws principles. Any dispute arising out of or relating to these Terms or the Service will be resolved exclusively in the state or federal courts located in Davidson County, Tennessee, and you consent to the jurisdiction of those courts.

15. Changes to these terms

We may update these Terms from time to time. If we make material changes, we will notify active members by email or in-product notice before the change takes effect. The “Last updated” date above reflects the most recent revision. Continued use of the Service after a change means you accept the updated Terms.

16. Contact

Torch Collective
Nashville, Tennessee
hello@torchcollective.com