Terms of Service

Last Updated: January 7, 2025

1. Acceptance of Terms

By creating an account, accessing, or using DealSpark (the "Service" or "Platform"), you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy.

You represent that you are:

• At least 18 years of age
• Capable of forming a binding contract
• Not prohibited from using the Service under applicable laws
• Authorized to act on behalf of any organization you represent

2. Description of Service

DealSpark is a software-as-a-service (SaaS) platform designed for mergers and acquisitions (M&A) professionals. Our services include:

• Deal Management: CRM pipeline, deal tracking, and activity logging
• Due Diligence: Request tracking, document management, and Gantt chart timelines
• AI-Powered Tools: Valuation analysis, document generation, and financial analysis
• Document Generation: Letters of Intent (LOIs), Confidential Information Memorandums (CIMs), and executive summaries
• Financial Tools: SBA loan calculators, valuation models, and financial analysis

We reserve the right to modify, suspend, or discontinue any aspect of the Service at any time with or without notice.

3. Account Registration and Security

3.1 Account Creation

To use DealSpark, you must create an account by providing accurate, current, and complete information. You agree to update your information to keep it accurate.

3.2 Account Security

You are responsible for:

• Maintaining the confidentiality of your login credentials
• All activities that occur under your account
• Immediately notifying us of any unauthorized access or security breach
• Using strong, unique passwords and enabling available security features

3.3 Account Restrictions

You may not:

• Share your account credentials with others
• Create multiple accounts to circumvent restrictions
• Use another person's account without permission
• Sell, transfer, or sublicense your account

4. Subscription and Payments

4.1 Subscription Plans

DealSpark offers various subscription plans with different features and pricing. Current plans and pricing are available on our website. Features may vary by plan.

4.2 Payment Terms

• Subscriptions are billed in advance on a monthly or annual basis
• All fees are quoted in U.S. dollars unless otherwise specified
• Payment is due upon subscription and each renewal period
• We accept major credit cards and other payment methods as displayed

4.3 Automatic Renewal

Subscriptions automatically renew at the end of each billing period unless you cancel before the renewal date. You authorize us to charge your payment method for renewal fees.

4.4 Price Changes

We may change our prices with at least 30 days' notice. Price changes take effect at the start of your next billing period. Continued use after price changes constitutes acceptance.

4.5 Refunds

Subscription fees are generally non-refundable except:

• Within 14 days of initial subscription if you haven't substantially used the Service
• Where required by applicable law
• At our sole discretion for documented service failures

4.6 Taxes

You are responsible for all applicable taxes. We may collect taxes where required by law. Tax-exempt organizations must provide valid exemption documentation.

5. User Content and Data

5.1 Your Content

You retain all ownership rights to data, documents, and content you upload to DealSpark ("User Content"). By uploading User Content, you grant us a limited license to:

• Store, process, and display your content to provide the Service
• Create backups for data protection purposes
• Process content through our AI features as you direct

This license terminates when you delete your content or close your account.

5.2 Content Restrictions

You agree not to upload content that:

• Violates any law or regulation
• Infringes intellectual property rights of others
• Contains malware, viruses, or harmful code
• Is fraudulent, misleading, or deceptive
• Violates confidentiality obligations you owe to third parties

5.3 Data Accuracy

You are solely responsible for the accuracy, quality, and legality of your User Content. We do not verify or validate deal information, financial data, or documents you input.

5.4 Data Export

You may export your data at any time through the platform's export features. Upon account termination, you will have 30 days to export your data before it is permanently deleted.

6. AI-Powered Features

6.1 AI Services

DealSpark provides AI-powered features including valuations, document generation, and analysis. These features are powered by third-party AI services.

6.2 AI Limitations

6.3 Professional Advice

DealSpark is not a substitute for professional advisors. For important decisions regarding M&A transactions, you should consult qualified attorneys, accountants, financial advisors, and other professionals.

6.4 AI Data Processing

When you use AI features, your content may be processed by our AI service providers. We do not use your proprietary deal data to train AI models. See our Privacy Policy for details.

7. Intellectual Property

7.1 Our Intellectual Property

DealSpark, including its software, design, logos, trademarks, and documentation, is owned by us or our licensors and protected by intellectual property laws. You may not:

• Copy, modify, or create derivative works of the Service
• Reverse engineer, decompile, or disassemble the software
• Remove or alter any proprietary notices
• Use our trademarks without written permission

7.2 Feedback

If you provide suggestions, ideas, or feedback about the Service, we may use them without any obligation to you.

8. Prohibited Uses

You agree not to use the Service to:

• Violate any applicable law, regulation, or third-party rights
• Engage in fraudulent, deceptive, or misleading practices
• Interfere with or disrupt the Service or its infrastructure
• Attempt to gain unauthorized access to systems or data
• Scrape, harvest, or collect data through automated means
• Transmit spam, malware, or other harmful content
• Impersonate others or misrepresent your affiliation
• Circumvent usage limits, access controls, or security measures
• Use the Service for competitive analysis or to build competing products
• Resell or redistribute access to the Service without authorization

9. Confidentiality

9.1 Your Confidential Information

We treat your deal data and User Content as confidential. We will not disclose your confidential information except:

• To provide the Service and its features
• To our service providers bound by confidentiality obligations
• As required by law or legal process
• With your consent

9.2 Our Confidential Information

You agree to keep confidential any non-public information about our Service, including features, pricing, and technical information.

10. Third-Party Services

The Service may integrate with or contain links to third-party services. We are not responsible for third-party services and do not endorse them. Your use of third-party services is at your own risk and subject to their terms.

11. Disclaimers

We do not warrant that:

• The Service will meet your specific requirements
• The Service will be uninterrupted, timely, secure, or error-free
• Results obtained from the Service will be accurate or reliable
• AI-generated content will be accurate, complete, or suitable for any purpose
• Any errors in the Service will be corrected

12. Limitation of Liability

Our total liability for any claims arising from these Terms or your use of the Service shall not exceed the greater of:

• The amounts you paid to us in the 12 months preceding the claim, or
• One hundred U.S. dollars ($100)

These limitations apply regardless of the theory of liability and even if we have been advised of the possibility of such damages. Some jurisdictions do not allow these limitations, so they may not apply to you.

13. Indemnification

You agree to indemnify, defend, and hold harmless DealSpark and its officers, directors, employees, agents, and licensors from any claims, losses, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from:

• Your use of the Service
• Your User Content
• Your violation of these Terms
• Your violation of any rights of another party
• Your violation of any applicable law

14. Term and Termination

14.1 Term

These Terms are effective when you first access or use the Service and continue until terminated.

14.2 Termination by You

You may terminate your account at any time through account settings or by contacting support. Termination does not entitle you to a refund of prepaid fees.

14.3 Termination by Us

We may suspend or terminate your account immediately if you:

• Violate these Terms
• Engage in fraudulent or illegal activity
• Fail to pay applicable fees
• Create legal liability or harm to us or other users

We may also terminate or discontinue the Service with 30 days' notice.

14.4 Effect of Termination

Upon termination:

• Your right to access the Service immediately ceases
• You have 30 days to export your data
• We will delete your data within 30 days after the export period
• Provisions that should survive termination will remain in effect

15. Dispute Resolution

15.1 Informal Resolution

Before filing any formal dispute, you agree to contact us at support@dealspark.co and attempt to resolve the dispute informally for at least 30 days.

15.2 Arbitration Agreement

If informal resolution fails, any dispute arising from these Terms or your use of the Service shall be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The arbitration shall be conducted in [Your State], unless otherwise agreed.

15.3 Class Action Waiver

You agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action. If this waiver is found unenforceable, the arbitration agreement shall be void.

15.4 Exceptions

Either party may seek injunctive relief in any court of competent jurisdiction to prevent actual or threatened infringement of intellectual property rights.

16. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law provisions. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

17. General Provisions

17.1 Entire Agreement

These Terms, together with our Privacy Policy and any other agreements referenced herein, constitute the entire agreement between you and DealSpark regarding the Service.

17.2 Severability

If any provision of these Terms is found invalid or unenforceable, the remaining provisions will continue in full force and effect.

17.3 Waiver

Our failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision.

17.4 Assignment

You may not assign or transfer these Terms or your rights without our prior written consent. We may assign these Terms without restriction.

17.5 Force Majeure

We shall not be liable for any failure or delay caused by circumstances beyond our reasonable control, including natural disasters, war, terrorism, labor disputes, government actions, or internet failures.

17.6 Notices

We may provide notices to you via email, in-app notifications, or posting on our website. You may provide notices to us at support@dealspark.co.

18. Changes to Terms

We reserve the right to modify these Terms at any time. We will notify you of material changes by:

• Posting the updated Terms on our website
• Sending an email notification
• Displaying a prominent notice in the platform

Continued use of the Service after changes take effect constitutes acceptance of the modified Terms. If you do not agree to the changes, you must stop using the Service.

19. Contact Information

For questions about these Terms:

• Email: support@dealspark.co