Terms of Service | Omega Intelligence

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you and Omega Intelligence ("Company," "we," "us," or "our") governing your access to and use of our AI-powered diligence platform for private equity secondaries and credit underwriting (the "Platform").

By accessing or using the Platform, you agree to be bound by these Terms. If you are using the Platform on behalf of an organization, you represent and warrant that you have authority to bind that organization to these Terms.

If you do not agree to these Terms, you may not access or use the Platform.

2. Description of Services

Omega Intelligence provides an AI-powered platform designed for institutional investors, including private equity firms, credit funds, and secondaries investors. Our services include:

Automated document analysis and data extraction from fund documents
AI-assisted due diligence workflows for secondaries transactions
Credit underwriting analysis and portfolio monitoring tools
Structured data extraction and reporting capabilities
Integration with third-party data sources and systems

We reserve the right to modify, suspend, or discontinue any aspect of the Platform at any time, with reasonable notice where practicable.

3. Account Registration and Security

To access the Platform, you must register for an account. You agree to:

Provide accurate, current, and complete registration information
Maintain and promptly update your account information
Maintain the confidentiality of your login credentials
Notify us immediately of any unauthorized use of your account
Accept responsibility for all activities that occur under your account

We reserve the right to suspend or terminate accounts that violate these Terms or pose a security risk.

4. License Grant and Restrictions

4.1 License to Use

Subject to your compliance with these Terms and payment of applicable fees, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform solely for your internal business purposes in accordance with your subscription agreement.

4.2 Restrictions

You agree not to:

Copy, modify, or create derivative works based on the Platform
Reverse engineer, decompile, or disassemble any aspect of the Platform
Sublicense, sell, resell, transfer, or distribute access to the Platform
Use the Platform to develop a competing product or service
Access the Platform through automated means (bots, scrapers, etc.) without authorization
Attempt to gain unauthorized access to systems or networks
Use the Platform for any unlawful purpose or in violation of applicable laws
Upload malicious code, viruses, or harmful data to the Platform
Interfere with or disrupt the integrity or performance of the Platform
Remove or alter any proprietary notices on the Platform

5. Your Data and Content

5.1 Ownership

You retain all ownership rights in the data, documents, and content you upload to the Platform ("Your Content"). We do not claim ownership of Your Content.

5.2 License to Your Content

By uploading Your Content, you grant us a limited license to access, store, process, and analyze Your Content solely to provide and improve the Platform services. This license is necessary to operate the Platform and deliver the services you have requested.

5.3 Your Responsibilities

You represent and warrant that:

You have all necessary rights to upload and share Your Content
Your Content does not violate any third-party rights or applicable laws
You have obtained all necessary consents for any personal data included in Your Content

6. Confidentiality

6.1 Our Obligations

We understand that private equity and credit data is highly sensitive. We commit to:

Treating Your Content and all transaction-related data as strictly confidential
Implementing appropriate technical and organizational security measures
Limiting access to Your Content to authorized personnel on a need-to-know basis
Not using Your Content for purposes other than providing the Platform services
Not disclosing Your Content to third parties except as necessary to provide services or as required by law

6.2 Security Standards

We are actively working toward SOC 2 Type II certification and implement industry-standard security practices including encryption, access controls, and regular security audits to protect Your Content.

6.3 Your Obligations

You agree to maintain the confidentiality of any non-public information about the Platform, including technical specifications, pricing, and features not publicly disclosed.

7. Fees and Payment

Access to the Platform requires payment of subscription fees as set forth in your order form or subscription agreement. Unless otherwise specified:

Fees are invoiced in advance on a monthly or annual basis
All fees are non-refundable except as expressly stated
We may update pricing with 30 days' notice before your renewal date
Late payments may result in suspension of access and interest charges

8. Intellectual Property

The Platform, including all software, algorithms, designs, text, graphics, and other content (excluding Your Content), is owned by Omega Intelligence and protected by intellectual property laws. Our trademarks, service marks, and logos may not be used without prior written consent.

We may use your company name and logo in our customer lists and marketing materials unless you notify us otherwise in writing.

9. Disclaimers

THE PLATFORM 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, AND NON-INFRINGEMENT.

We do not warrant that:

The Platform will be uninterrupted, secure, or error-free
Results obtained through the Platform will be accurate or reliable
The Platform will meet your specific requirements

Important: The Platform provides analytical tools and AI-generated insights to assist with due diligence and underwriting. It does not provide investment advice, legal advice, or recommendations. All investment decisions remain your sole responsibility. You should independently verify all information and consult appropriate professionals before making investment decisions.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL OMEGA INTELLIGENCE, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR AFFILIATES BE LIABLE FOR:

Any indirect, incidental, special, consequential, or punitive damages
Any loss of profits, revenue, data, or business opportunities
Any damages arising from investment decisions made using the Platform
Any damages exceeding the total fees paid by you in the twelve (12) months preceding the claim

These limitations apply regardless of the theory of liability and even if we have been advised of the possibility of such damages.

11. Indemnification

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

Your use of the Platform
Your violation of these Terms
Your violation of any third-party rights
Your Content or your use of Your Content

12. Term and Termination

12.1 Term

These Terms remain in effect until terminated by either party.

12.2 Termination for Convenience

Either party may terminate with 30 days' written notice. Early termination does not entitle you to a refund of prepaid fees unless otherwise stated in your subscription agreement.

12.3 Termination for Cause

We may terminate immediately if you breach these Terms, fail to pay fees, or if required by law. You may terminate immediately if we materially breach these Terms and fail to cure within 30 days of notice.

12.4 Effect of Termination

Upon termination, your right to access the Platform ceases immediately. We will provide a reasonable period (typically 30 days) to export Your Content. After this period, we may delete Your Content in accordance with our data retention policies.

13. Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to conflict of law principles.

Any dispute arising from these Terms shall be resolved through binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. The arbitration shall be conducted in New York, New York, and judgment on the award may be entered in any court of competent jurisdiction.

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property rights or confidential information.

14. General Provisions

Entire Agreement: These Terms, together with any applicable subscription agreement, constitute the entire agreement between you and Omega Intelligence.
Amendments: We may modify these Terms at any time. Material changes will be communicated with reasonable notice. Continued use constitutes acceptance.
Severability: If any provision is found unenforceable, the remaining provisions remain in full force and effect.
Waiver: Failure to enforce any right does not constitute a waiver of that right.
Assignment: You may not assign these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.
Force Majeure: Neither party shall be liable for delays or failures due to circumstances beyond reasonable control.

15. Contact Information

For questions about these Terms, please contact us:

Email: hello@omegaintelligence.ai

Omega Intelligence
Legal Department