SoloSearcher

Terms of Service

Draft v1 — Subject to counsel review before launch. This document is a baseline draft. Your legal counsel must review and approve it before registration is opened to additional users.

Effective Date: April 21, 2026

Last Updated: April 21, 2026

1. Acceptance of Terms

By accessing or using the SoloSearcher dashboard ("Service"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree, do not use the Service.

The Service is operated by [Operating Entity — fill in legal name] ("we," "us," or "our"), a company organized under the laws of Delaware, United States.

2. Service Description

The Service is a private deal-tracking dashboard for managing small business acquisition (SBA) pipelines. Core capabilities include:

  • Company pipeline management and status tracking
  • Broker and contact relationship management
  • Financial document upload and AI-assisted extraction
  • AI-powered deal analysis using Anthropic's Claude API
  • Email discovery and outreach logging
  • QuickBooks financial data integration

The Service is currently in beta. Features, pricing, and availability may change.

3. Eligibility and Access

Access to the Service is currently invite-only. User registration requires an invitation from an administrator. We reserve the right to approve or deny access at our sole discretion.

You must be at least 18 years old to use the Service. By using the Service, you represent that you meet this requirement.

4. User Accounts

You are responsible for:

  • Maintaining the confidentiality of your account credentials
  • All activity that occurs under your account
  • Notifying us immediately at privacy@[domain placeholder] if you suspect unauthorized access

You may not share your account credentials with others or create accounts for third parties without explicit authorization.

5. Acceptable Use

You agree to use the Service only for lawful purposes and in accordance with these Terms. You agree not to:

  • Upload content that violates applicable law or third-party rights
  • Reverse engineer, decompile, or attempt to extract source code from the Service
  • Use automated means to scrape or extract data from the Service beyond normal API usage
  • Attempt to gain unauthorized access to other users' data or our systems
  • Transmit malware, viruses, or other malicious code
  • Use the Service to process personal data of EEA/UK residents without appropriate legal basis under GDPR

5.1 NDA and Confidential Deal Data

The Service is designed to handle confidential business information, including Confidential Information Memoranda (CIMs), financial statements, and proprietary business data. By uploading such materials, you represent and warrant that:

  • You have the legal right to upload and process the materials
  • You have complied with any applicable non-disclosure agreements governing the materials
  • You will not use the Service to circumvent confidentiality obligations

We maintain technical controls (tenant isolation, encrypted storage) to protect uploaded materials, as described in our Privacy Policy. We are not responsible for confidentiality breaches caused by your disclosure of your account credentials or your misuse of the Service.

6. Intellectual Property

6.1 Our IP

The Service, including its software, design, and AI analysis skill system, is owned by [Operating Entity] and protected by applicable intellectual property laws. These Terms do not grant you any ownership interest in the Service.

6.2 Your Data

You retain all rights to data you upload to the Service ("User Data"). By uploading User Data, you grant us a limited, non-exclusive license to process and store User Data solely to provide the Service to you.

We do not claim ownership of your deal data, documents, or analysis outputs.

6.3 AI-Generated Outputs

Analysis outputs generated by the Service are derived from your input data using Anthropic's Claude API. You own the outputs produced from your data. We do not use your outputs to train AI models.

7. AI Analysis — Important Disclaimers

The Service uses artificial intelligence to analyze deal data and generate assessments. You acknowledge and agree that:

  • AI-generated outputs are not professional advice of any kind — not financial advice, legal advice, investment advice, or accounting advice
  • AI outputs may contain errors, hallucinations, or factually incorrect information
  • All AI-generated analysis should be independently verified by qualified professionals before you rely on it for any business decision
  • We make no representation as to the accuracy, completeness, or fitness for purpose of any AI-generated output
  • Past analysis outputs do not guarantee future reliability

The Service is a tool to assist your research and decision-making, not a substitute for professional due diligence.

8. Payment Terms

The Service is currently provided free of charge during the beta period. We reserve the right to introduce paid plans in the future. If we introduce pricing:

  • We will provide at least 30 days' advance notice before charging existing users
  • You will have the opportunity to cancel before any charges apply
  • Payment processing will be handled by a third-party payment processor (terms TBD)

No payment terms are currently in effect.

9. Availability and Changes

We do not guarantee that the Service will be available at all times without interruption. We may:

  • Modify or discontinue features with reasonable notice
  • Perform maintenance that may cause temporary unavailability
  • Change these Terms (see Section 15)

We will endeavor to provide advance notice of material changes to the Service.

10. Termination

10.1 By You

You may stop using the Service at any time. To request account deletion, contact privacy@[domain placeholder]. Account data will be purged within 7 days of confirmed deletion.

10.2 By Us

We may suspend or terminate your access to the Service at any time, with or without cause, with reasonable notice where practicable. Grounds include:

  • Violation of these Terms
  • Illegal activity
  • Non-payment (when applicable)
  • Prolonged inactivity (we will provide advance notice before deactivating an account due to inactivity)

10.3 Effect of Termination

Upon termination, your right to access the Service ceases immediately. User Data will be purged per our retention policy (see Privacy Policy, Section 9). Sections 6 (Intellectual Property), 7 (AI Disclaimers), 11 (Disclaimers), 12 (Liability), 13 (Indemnification), and 14 (Dispute Resolution) survive termination.

11. Disclaimers of Warranty

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

We do not warrant that:

  • The Service will meet your requirements
  • The Service will be uninterrupted, timely, secure, or error-free
  • Results obtained from the Service will be accurate or reliable
  • Any errors in the Service will be corrected

Some jurisdictions do not allow exclusion of implied warranties; in those jurisdictions, the above exclusions apply to the fullest extent permitted by law.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, [OPERATING ENTITY] AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF DATA, LOSS OF GOODWILL, OR BUSINESS INTERRUPTION, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SERVICE.

OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICE SHALL NOT EXCEED THE GREATER OF: (A) THE TOTAL FEES PAID BY YOU TO US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100).

Note for beta period: As the Service is currently free of charge, the effective liability cap under clause (A) is $0. The $100 fallback applies.

Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages; in those jurisdictions, our liability is limited to the fullest extent permitted by law.

13. Indemnification

You agree to indemnify, defend, and hold harmless [Operating Entity] and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or in connection with:

  • Your use of the Service in violation of these Terms
  • Your violation of any applicable law or regulation
  • Your infringement of any third-party rights (including intellectual property rights and confidentiality obligations)
  • Any User Data you upload to the Service

14. Dispute Resolution

14.1 Governing Law

These Terms are governed by the laws of the State of Delaware, United States, without regard to its conflict of law provisions.

14.2 Informal Resolution

Before initiating formal proceedings, you agree to contact us at privacy@[domain placeholder] and attempt to resolve the dispute informally. We will attempt to resolve disputes within 30 days.

14.3 Jurisdiction

If informal resolution fails, any dispute shall be resolved in the state or federal courts located in Delaware, United States. You consent to the personal jurisdiction of those courts.

Optional arbitration clause: [PLACEHOLDER — counsel to advise whether binding arbitration clause is appropriate for this use case. If included, insert class action waiver here.]

14.4 Class Action Waiver

[PLACEHOLDER — counsel to advise on class action waiver language.]

15. Changes to These Terms

We reserve the right to modify these Terms at any time. We will provide at least 14 days' advance notice of material changes via in-app notification or email. Continued use of the Service after the effective date of revised Terms constitutes your acceptance.

16. General

  • Entire Agreement: These Terms, together with the Privacy Policy, constitute the entire agreement between you and us regarding the Service.
  • Severability: If any provision of these Terms is found unenforceable, the remaining provisions remain in full force.
  • Waiver: Failure to enforce any right or provision of these Terms is not a waiver of that right.
  • Assignment: You may not assign your rights under these Terms without our written consent. We may assign our rights freely.
  • Force Majeure: We are not liable for delays or failures caused by circumstances beyond our reasonable control.

17. Contact

[Operating Entity] [Address Placeholder] Delaware, United States

privacy@[domain placeholder]

Version: v1 · Effective: 2026-04-21