The terms governing your use of the platform.

Last updated: May 12, 2026. Version: 2026.05.12.

These terms tell you what New Matrix Capital is, what it is not, what you agree to by using the platform, and how disputes get resolved. We made this readable because legal documents nobody reads protect nobody. New Matrix Capital, Inc. operates newmatrix.capital and the related software platform, an AI-powered software tool that provides analysis, lender matching, and educational content. We are not a licensed mortgage broker, financial advisor, fiduciary, or lender. We do not extend credit. We do not hold customer funds. We do not provide legal, tax, or investment advice. Anything the platform displays, including Marvin output, score estimates, lender match rankings, and capital recommendations, is informational. Marvin and its specialist agents (the scoring agent, the matching agent, the document review agent, and any future specialist agents we deploy) are AI models built on large language model infrastructure provided by third-party vendors. Outputs may be inaccurate, incomplete, biased, or out of date. Numerical estimates produced by the platform, including approval probability, suggested loan amount, projected rate, and projected fees, are NOT guaranteed and are NOT a commitment to lend. Decisions you make are your own. Verify all material facts with a licensed professional, such as a certified public accountant, an attorney, or a state-licensed financial advisor, before acting. Nothing on the platform creates an advisor-client, broker-client, or fiduciary relationship between you and us. By creating an account or using the service, you accept these terms. If you do not accept them, do not use the service.

1. Eligibility

You must be at least 18 years old and authorized to bind the business you are connecting. The business must have a United States mailing address and a valid federal Employer Identification Number or Social Security Number for the principal. The service is intended for U.S. small and middle-market operators.

We do not serve businesses in the following industries: cannabis and cannabis adjacent goods, firearms and ammunition, adult entertainment, gambling and sports betting, payday lending, multi-level marketing, cryptocurrency exchanges and mixers, money services businesses, and any activity that violates federal law. We may decline service at our discretion if your business model creates regulatory exposure for the platform or its capital partners.

2. What we are

New Matrix Capital is a software platform that connects business borrowers with capital partners. We read the data you provide, run it through our scoring and matching models, and present a curated list of lenders likely to fund your deal. You decide which capital partner to engage. The capital partner makes the underwriting decision and extends the actual financing under their own agreements with you.

We earn referral commissions from lenders when a deal you discovered through the platform gets funded. These commissions are disclosed in real time on your application detail page before you submit. We do not charge borrowers a per-transaction fee. The free tier of the platform is free forever.

3. Acceptable use

You agree not to use the platform to:

Submit falsified bank statements, doctored tax returns, fabricated trade references, or any other materially false document or data point.
Misrepresent your identity, ownership of the business, or authority to bind the business.
Scrape the lender catalog, scoring methodology, or any other proprietary content from the platform.
Run automation against the platform that violates our published rate limits or that is designed to evade them.
Use the platform to recycle the same deal across multiple capital partners outside our submission system.
Generate content with the AI assistant that you then pass off as professional legal, tax, or financial advice to others.
Probe, scan, or test the security of the platform without our prior written authorization.

Material violation of acceptable use is grounds for immediate account termination and, where appropriate, referral to law enforcement and to the capital partners affected.

4. Lender-side terms

Capital partners (lenders, funders, brokers operating as our referral affiliates) operate under a separate written agreement signed during onboarding at /onboarding/partner. That agreement governs commission rates, deal exclusivity windows, data handling requirements, and the partner-side acceptable use policy. The lender agreement is incorporated into these terms by reference for the limited purpose of defining the commercial relationship between the platform and the capital partner.

Capital partners agree to honor the offer terms presented to a borrower through the platform, to underwrite deals with the data we share without re-pulling unnecessary records, and to compensate the platform on funded volume per the schedule in their signed agreement. Borrowers do not become parties to the lender-side agreement and do not gain any rights under it.

5. Commission disclosure

We are paid by lenders, not by you. Our average referral commission is between 3 percent and 6 percent of the funded amount, paid by the capital partner at closing. Specific rates per deal are disclosed in real time on your application detail page before you submit the deal, so you can see exactly what the platform earns if a given offer gets accepted.

Commission economics do not influence which lenders we match to your file. The matching model is built on lender appetite, your credit profile, your bank signals, and the offer parameters you accept. If two lenders are equivalent on fit, the platform may surface the one with a higher commission. The fit screen is run before the commission screen, and we will not surface a worse-fit lender to capture a higher fee.

6. Termination

You can close your account at any time from your account settings. Closure deletes records that are not subject to a regulatory hold within 30 days and purges your marketing engagement data on a rolling basis. Records subject to financial-services retention rules persist for the regulatory retention period described in the Privacy Policy.

We can suspend or terminate your account for material breach of these terms, including fraud, falsified documents, repeated acceptable-use violations, abuse of platform staff, and any activity that creates regulatory exposure for us or our capital partners. Where feasible we provide written notice and a chance to cure before terminating, but for fraud and severe abuse we may terminate without notice.

7. Limitation of liability

To the maximum extent permitted by law, our total aggregate liability to you for any claim arising out of or related to your use of the service, whether in contract, tort, or otherwise, is capped at the greater of one hundred U.S. dollars ($100) or the total fees you paid to us in the 12 months immediately before the event giving rise to the claim. In no event are we liable for indirect, incidental, special, consequential, exemplary, or punitive damages, including lost profits, lost business opportunity, or lost data, even if we have been advised of the possibility of such damages.

Some states do not allow the exclusion or limitation of certain damages, so portions of this section may not apply to you. Residents of California and New York may have specific consumer-protection rights that override certain provisions in this section.

8. Indemnification

You agree to defend, indemnify, and hold harmless New Matrix Capital, Inc., its officers, directors, employees, and capital partners from any claim, demand, loss, or expense (including reasonable attorneys fees) arising out of your breach of these terms, your misuse of the service, your submission of false or misleading data to the platform, and any business decision you make based on AI output produced by the platform. This indemnification survives termination of your account.

9. Arbitration

Any dispute, claim, or controversy arising out of or relating to these terms or your use of the service is resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules (AAA Commercial Rules). The seat of arbitration is Wilmington, Delaware. The arbitrator may award any relief a court could award, except that the arbitrator may not award punitive damages.

You and we waive the right to a jury trial and waive the right to participate in a class action, collective action, or representative proceeding (class action waiver). Disputes must be brought in your individual capacity, not as plaintiff or class member in any purported class, collective, or representative action. The only exception is that either party may seek injunctive relief in a court of competent jurisdiction to protect intellectual property or to enforce confidentiality obligations.

10. Governing law

These terms are governed by the laws of the State of Delaware, without regard to its conflict-of-laws principles. Where arbitration does not apply (for example, intellectual property injunctive relief), the parties consent to the exclusive jurisdiction of the state and federal courts located in New Castle County, Delaware. California, New York, and other state residents may retain specific statutory rights that override these choice-of-law provisions for certain claims.

11. Changes

We may update these terms from time to time. The current version is recorded in our codebase as TOS_VERSION (currently 2026.05.12). When we make material changes, we bump the version string, post the updated document at this URL, and prompt logged-in users to re-consent before continuing to use the platform. Continued use of the service after the effective date of a new version constitutes acceptance of the new version. If you do not accept the new version, you may close your account under section 8.

Legal and contract questions go to info@newmatrix.capital. We respond within 5 business days. See also our Privacy Policy.