Terms of Service
Effective Date: January 1, 2025
Last Updated: January 1, 2025
These Terms of Service (“Terms”) govern your access to and use of the services provided by Emblem PE Inc., a Delaware corporation (“Emblem”, “we”, “us”, or “our”), including our AI-powered due diligence platform, website, and any related services (collectively, the “Service”).
By accessing or using our Service, you agree to be bound by these Terms. If you disagree with any part of these terms, then you may not access the Service.
1. Service Description
Emblem provides an AI-powered platform designed for private equity firms to:
- Accelerate due diligence processes
- Generate standardized reports and deliverables
- Extract and analyze financial data from documents
- Manage deal pipelines and portfolio information
- Facilitate team collaboration on deals
- Integrate with cloud storage providers
2. User Accounts
To access our Service, you must create an account. You agree to:
- Provide accurate, current, and complete information
- Maintain and promptly update your account information
- Maintain the security of your account credentials
- Accept responsibility for all activities under your account
- Notify us immediately of any unauthorized access
We reserve the right to refuse service, terminate accounts, or remove content at our sole discretion.
3. Acceptable Use
You agree to use our Service only for lawful purposes and in accordance with these Terms. You agree not to:
- Use the Service for any illegal or unauthorized purpose
- Upload malicious code or interfere with the Service's operation
- Attempt to gain unauthorized access to any part of the Service
- Use the Service to infringe on intellectual property rights
- Harass, abuse, or harm another person or entity
- Use the Service for competitive analysis or benchmarking
- Resell or redistribute the Service without authorization
4. Data Ownership and Licensing
4.1 Your Data
You retain all rights, title, and interest in and to the data, documents, and content you upload to our Service (“Your Data”). By using our Service, you grant Emblem a limited, non-exclusive license to process Your Data solely for the purpose of providing the Service to you.
4.2 Service Output
All reports, analyses, and other output generated by the Service based on Your Data (“Output”) belong to you. We claim no ownership rights over such Output.
4.3 Our Technology
Emblem retains all rights to our Service, including our proprietary AI technology, algorithms, user interface, and any improvements or modifications thereto.
5. Confidentiality
We understand the sensitive nature of private equity data. We agree to:
- Maintain the confidentiality of Your Data
- Not disclose Your Data to third parties except as required to provide the Service
- Implement appropriate technical and organizational measures to protect Your Data
- Ensure our employees and contractors are bound by confidentiality obligations
This confidentiality obligation survives termination of these Terms.
6. Payment Terms
Our Service is provided on a subscription basis. By subscribing, you agree to:
- Pay all applicable fees according to your subscription plan
- Provide accurate payment information
- Authorize us to charge your payment method on a recurring basis
- Be responsible for all taxes associated with your use of the Service
Fees are non-refundable except as required by law or as explicitly stated in these Terms.
7. Warranties and Disclaimers
THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, EMBLEM DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO:
- MERCHANTABILITY
- FITNESS FOR A PARTICULAR PURPOSE
- NON-INFRINGEMENT
- ACCURACY OR RELIABILITY OF RESULTS
We do not warrant that the Service will be uninterrupted, secure, or error-free. You acknowledge that AI-generated content may contain errors and should be reviewed by qualified professionals.
8. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, EMBLEM SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, OR GOODWILL, ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICE.
IN NO EVENT SHALL EMBLEM'S TOTAL LIABILITY EXCEED THE AMOUNT PAID BY YOU TO EMBLEM IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE LIABILITY.
Some jurisdictions do not allow the exclusion of certain warranties or limitation of liability, so some of the above limitations may not apply to you.
9. Indemnification
You agree to indemnify, defend, and hold harmless Emblem, its affiliates, officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses, including reasonable attorneys' fees, arising out of or in any way connected with:
- Your access to or use of the Service
- Your violation of these Terms
- Your violation of any third-party rights
- Any content you upload or share through the Service
10. Termination
Either party may terminate these Terms:
- At any time with 30 days' written notice
- Immediately upon written notice if the other party materially breaches these Terms
- Immediately if required by law or court order
Upon termination:
- Your access to the Service will be disabled
- You may request export of Your Data within 30 days
- We will delete Your Data within 90 days unless retention is required by law
- All accrued payment obligations remain due
11. Governing Law and Jurisdiction
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.
Any disputes arising out of or relating to these Terms shall be resolved as follows: Members of senior management of both parties shall meet to attempt to resolve such disputes. If a dispute cannot be resolved within thirty (30) days, either party may make a written demand for mediation. If the dispute is not resolved by mediation, the dispute shall be settled in the federal and state courts sitting in the State of Arizona, and you consent to personal jurisdiction in such courts.
12. Miscellaneous
12.1 Entire Agreement
These Terms constitute the entire agreement between you and Emblem regarding the Service and supersede all prior agreements and understandings.
12.2 Severability
If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force and effect.
12.3 Waiver
No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term.
12.4 Assignment
You may not assign or transfer these Terms without our prior written consent. We may assign these Terms without restriction.
13. Updates to These 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 and updating the “Last Updated” date. Your continued use of the Service after such modifications constitutes your acceptance of the updated Terms.
14. Contact Information
If you have any questions about these Terms of Service, please contact us at:
Emblem PE Inc.
1209 Orange Street
Wilmington, DE 19801
Email: legal@emblem.pe
Phone: +1 480-307-1614
Website: https://emblem.pe
