Terms of service

These terms are an agreement between [to confirm: full legal entity name and company number] (“Deal Scout”, “we”) and the organisation that subscribes to the platform (“you”, “the Customer”).

Where a separately signed order form, master services agreement or data processing agreement exists between us, that document takes precedence over these terms to the extent of any conflict.

Deal Scout is software for private-markets firms covering deal intelligence and fund operations: pipeline and diligence, investment committee workflow, capital calls and distributions, investor registers, valuations, net asset value, reconciliation and reporting.

It is software, not a service business. We do not act as your fund administrator, custodian, auditor, transfer agent, accountant or adviser, and nothing in the platform constitutes any of those relationships.

• —You are responsible for who you give access to, what role you give them, and for removing access when someone leaves.
• —Multi-factor authentication is required and cannot be disabled for privileged roles. Financial actions require a fresh authentication step-up. Do not attempt to work around either.
• —Credentials are not to be shared. Actions taken under a login are attributed to that person in an audit trail that cannot afterwards be edited.
• —You must tell us promptly if you believe an account has been compromised.

Dual control is enforced structurally in the platform: the person who prepares an irreversible action cannot be the person who approves it. You are responsible for having enough separate users to satisfy that, and for not defeating it through shared logins.

You own everything you put into Deal Scout, and everything derived from it. We claim no ownership of it.

You grant us a limited, non-exclusive licence to host, copy, transmit and process that content strictly to provide the platform to you, to keep it secure, and to comply with law. That licence exists only for as long as we need it to do those things, and for nothing else.

We do not use your data to train our own models, we do not use one customer’s data to serve another, and we do not sell it. How data is handled, and which providers process it on our behalf, is set out in the Privacy notice. Note in particular that document content is transmitted to our AI provider for extraction.

You are responsible for having the right to upload what you upload — including where a document contains personal data about people who are not your staff, such as company officers named in accounts or individual investors.

This clause is the important one, so it is written plainly rather than defensively.

Deal Scout uses AI models to read documents and propose structured figures — revenue, EBITDA, debt, loan terms, cap-table entries and so on. Those proposals are drafts. Each figure is presented with the document, page and quoted text it was read from, together with a confidence indicator, for a person to check.

Nothing is recorded until a person confirms it

The platform does not write extracted figures into your records on the model’s authority. A human review and confirmation step is required and is not optional. Once you confirm an extraction it becomes your record, and the consequences of it being wrong are yours in the same way they would be if it had been typed in by hand.

What we do not warrant

We do not warrant that any extracted figure is accurate or complete. AI models misread documents. They misread units and scale, they misread bracketed negatives, they pick a figure from the comparative year instead of the current one, and they can produce a confident-looking answer that is wrong. We work continuously to reduce that and we measure it, but we do not represent it as eliminated, and you should not operate as though it were.

What follows from that

• —Check extracted figures against the source document before confirming them. The citation is provided precisely so that this is quick.
• —Anything the platform computes downstream — valuations, waterfalls, NAV, fee and carry calculations, LP statements, IC memos — is only as good as the inputs you confirmed. A computation is arithmetic on your data, not a verification of it.
• —You remain responsible for your own books, records, regulatory filings and investor reporting. Where you have statutory or contractual obligations to verify figures, this platform does not discharge them.

Deal Scout produces valuations, models, scores, memos and reports. None of it is investment advice, financial advice, accounting or audit advice, tax advice, legal advice or a recommendation to buy, sell or hold anything. We are not authorised to give any of that, and no output of the platform should be read as if we had.

Fit scores, thesis scores and similar rankings are computed against criteria you supply. They express your stated preferences back to you, arithmetically. They are not an opinion about the merits of an investment.

Sanctions and compliance screening in the platform is a control that supports your own process. It does not discharge your regulatory obligations and must not be relied on as a complete screen.

Take professional advice before acting on anything the platform produces.

You must not:

• —Attempt to access another organisation’s data, or probe for a way to.
• —Circumvent authentication, dual control, rate limits or audit logging.
• —Upload malware, or content you have no right to upload.
• —Reverse engineer the platform, or use it to build a competing product.
• —Resell or provide the platform to a third party unless we have agreed to it in writing.
• —Use automated access beyond the documented interfaces, or in a way that degrades the service for others.

Serious or repeated breach lets us suspend access. Where it is safe to do so we will warn first.

We aim to keep the platform available and to give notice of planned maintenance, but we do not promise uninterrupted service under these terms. Any committed availability target, support response time or credit regime is [to confirm: agree SLA terms, or state that none is offered].

We develop the platform continuously and features may change. We will not remove functionality you materially depend on without reasonable notice.

Fees, the basis on which they are calculated, invoicing frequency and payment terms are [to confirm: set out commercial terms, or reference the order form]. Nothing on this page is an offer of a particular price.

The platform, its interface, its models and the way it works remain ours. These terms grant you a right to use it during your subscription and nothing more. Feedback you give us we may use to improve the product, without that giving us any claim over your data.

Each of us will keep the other’s confidential information confidential and use it only for the purposes of this agreement. For us that expressly includes your deal pipeline, portfolio, investor register and anything you upload. The obligation survives termination.

We warrant that we will provide the platform with reasonable skill and care. Beyond that, and beyond anything that cannot lawfully be excluded, the platform is provided as-is: we do not warrant that it will be error-free, that it will meet every requirement you have, or that any figure it extracts or computes is accurate. Clause 05 governs extraction specifically.

Neither of us excludes liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for anything else that cannot lawfully be excluded.

Subject to that, the cap on our liability and the categories of loss excluded are [to confirm: set the liability cap and excluded loss categories with counsel]. This is deliberately left open rather than filled with a conventional figure: for a platform used to compute NAV and investor statements, the cap is a commercial decision with real consequences and it should be a considered one.

You will indemnify us against claims arising from content you upload that you had no right to upload, and from your use of the platform in breach of clause 07. The reciprocal position and any scope limits are [to confirm: confirm indemnity scope with counsel].

Either of us may terminate as set out in the order form, or immediately on material breach that is not remedied after notice.

On termination you stop having access. Before that happens you can export your data — registers, ledgers, valuations and reports are exportable from the platform. On request we will provide a copy of your data in a machine-readable format. After the period stated in [to confirm: agree the post-termination retention and deletion window] we will delete it, except where we are required to retain something by law.

Note the interaction with our audit trail described in clause 07 of the Privacy notice: audit records are append-only and cannot be edited or selectively removed.

We may update these terms. For a material change affecting an active subscription we will give notice rather than relying on you re-reading this page, and the date at the top will change.

These terms are governed by [to confirm: governing law] and disputes are subject to [to confirm: jurisdiction or arbitration forum].

Questions about these terms: contact@dealscout.financial.