Terms of Service
Valuesync AS (reg.no. 933 375 854)
Last updated: August 11, 2025
These Terms of Service (the “Terms”) govern access to and use of the Valuesync hosted software platform. By accessing or using the Platform (defined below), you agree to be bound by these Terms.
1. Acceptance of Terms
By accessing or using the Platform, you agree to these Terms on behalf of the customer entity you represent (“Customer,” “You,” or “Your”). If you do not agree to these Terms, do not access or use the Platform.
2. Definitions
Affiliate means an entity that controls, is controlled by, or is under common control with a party, where “control” means ownership of 50% or more of the shares or voting interests.
Authorized Users means employees, contractors, and advisors whom You authorize to access the Platform under Your Account.
Company, we, us, or our means Valuesync AS.
Country means Norway.
Customer Data means data, files, documents, and other information that You or Your Authorized Users submit to or store in the Platform, including any personal data contained therein.
Outputs means results generated by the Platform (e.g., summaries, insights, classifications, extracted data, reports, charts) based on prompts and/or Customer Data.
Order Form means any online order, signup flow, or written order that references these Terms and sets commercial details (plan, term, fees, limits).
Platform or Service means the Valuesync hosted software platform for M&A analysis, including the web application, APIs, connectors, SDKs, and related documentation and websites controlled by the Company.
Subprocessors means third parties engaged by the Company to process Customer Data in order to provide the Platform.
Website means www.valuesync.ai and any subdomains, including but not limited to www.app.valuesync.ai.
3. Business Use Only
The Platform is provided solely for business and professional use. You represent and warrant that You are using the Platform for business purposes and not as a consumer.
4. Accounts; Security
You are responsible for all actions taken under Your account and for maintaining the confidentiality of credentials. You will promptly notify us of any unauthorized access or suspected security incident. You will implement reasonable access controls (including least privilege and, where available, SSO). You must keep registration and billing information accurate and up to date.
5. License and Access to the Platform
Subject to these Terms and any applicable Order Form, we grant You a nonexclusive, nontransferable, nonsublicensable license to access and use the Platform during the Subscription Term for Your internal business purposes, within any usage limits specified in the Order Form. Except for the limited rights expressly granted, the Company and its licensors own all right, title, and interest in and to the Platform and related intellectual property. No rights are granted by implication; all rights not expressly granted are reserved.
6. Customer Data; Outputs; Model Training; No Professional Advice
Ownership. As between the parties, You own Customer Data. Subject to applicable law, You also own the Outputs generated from Your Customer Data and prompts, and we assign to You any rights we may have in such Outputs.
Use of Customer Data. You grant us a limited, nonexclusive, worldwide license to host, copy, process, transmit, and display Customer Data solely to provide, secure, support, and improve the Platform for You and to comply with law.
Model Training. We do not use Customer Data or Outputs to train foundation models or improve third-party AI models unless You expressly opt in in writing. We may use deidentified, Aggregated Data (data that does not identify You or any individual) derived from Customer Data and Platform usage to operate, secure, and improve the Platform.
No Professional Advice. Outputs are machine-generated and may be inaccurate or incomplete. The Platform does not provide legal, financial, accounting, or investment advice. You are solely responsible for reviewing and validating Outputs and for any decisions made based on them.
7. Acceptable Use and Prohibited Data
You will not, and will not permit any third party to:
- Violate applicable laws or third‑party rights (including IP, privacy, export, and sanctions laws);
- Upload malicious code or attempt to probe, scan, or test the vulnerability of the Platform or our networks;
- Bypass or interfere with security or access controls;
- Use scraping, automated collection, or excessive API calls that exceed assigned quotas or materially degrade the Platform;
- Use the Platform for life‑critical or high‑risk activities (including medical diagnosis/treatment, aviation, nuclear, critical infrastructure, or where failure could lead to death, personal injury, or severe environmental damage);
- Reverse engineer, decompile, or create derivative works of the Platform except to the extent permitted by law;
- Use the Platform to build a competing service;
- Submit Customer Data that You are not lawfully permitted to process or disclose to us.
Prohibited Data. Unless expressly agreed in writing (e.g., a separate BAA or addendum), You will not submit: (i) special categories of personal data under GDPR (e.g., health, biometric, genetic, racial/ethnic origin, sexual orientation), (ii) payment card data subject to PCI DSS, (iii) government‑issued identifiers, or (iv) personal data of children under 18.
8. Data Protection; DPA; Security; Subprocessors; Aggregated Data
Each party will comply with applicable data protection laws. To the extent we process personal data on Your behalf, the Valuesync Data Processing Addendum (DPA) forms part of these Terms and governs such processing. If there is a conflict between these Terms and the DPA regarding personal data processing, the DPA controls.
Security. We implement commercially reasonable technical and organizational measures designed to protect Customer Data against accidental or unlawful destruction, loss, alteration, unauthorized disclosure, or access.
Subprocessors. We may use Subprocessors to provide the Platform. A list of current Subprocessors is available upon request and may be updated from time to time. We will impose data protection obligations on Subprocessors substantially similar to those in the DPA.
Aggregated Data. We may process deidentified data derived from Customer Data and Platform usage (“Aggregated Data”) for analytics, benchmarking, and improving the Platform, provided that Aggregated Data does not identify You or any individual.
9. Data Continuity; Export and Deletion
We use commercially reasonable measures for service continuity and routine backups. However, You are responsible for retaining original copies of critical Customer Data. During the Subscription Term and for 30 days after termination, You may export Customer Data via available self‑service tools or by written request. After that period, we will delete Customer Data from active systems and, within our standard backup cycles, from backups, unless we are legally required to retain it.
10. Third‑Party Services and Integrations
The Platform may interoperate with third‑party services (e.g., identity providers, cloud storage, data sources, AI model providers). We are not responsible for such services or their security, availability, or compliance. Your use of third‑party services is governed by their terms and privacy policies.
11. Fees and Payment
Fees are set forth in the applicable Order Form. Unless otherwise stated: (a) fees are invoiced annually in advance; (b) amounts are due 30 days from invoice; (c) fees are noncancelable and nonrefundable; and (d) fees exclude taxes. You are responsible for all applicable taxes, excluding taxes based on our net income. We may suspend access for nonpayment of undisputed fees after prior notice.
12. Availability, Support, and Suspension
Availability and Support. We will use commercially reasonable efforts to make the Platform available excluding planned maintenance and downtime outside our reasonable control. If an SLA is incorporated into Your Order Form, that SLA governs availability, credits, and support commitments.
Suspension. We may suspend access immediately if: (a) You breach these Terms; (b) suspension is needed to prevent security risk, fraud, or harm; or (c) You fail to pay undisputed fees after notice. We will restore access once the issue is resolved.
13. Confidentiality
“Confidential Information” means nonpublic information disclosed by a party that is marked or reasonably understood to be confidential, including Customer Data and system/security information. The receiving party will use the same degree of care it uses to protect its own similar information (and at least reasonable care) and will not disclose Confidential Information except to its personnel and Subprocessors with a need to know and under confidentiality obligations. These obligations survive 3 years after termination, except for trade secrets which survive as long as protected under applicable law.
14. Feedback
If You provide feedback, ideas, or suggestions (“Feedback”), You grant us a worldwide, perpetual, irrevocable, royalty‑free license to use and incorporate it into our products and services without restriction or attribution.
15. Trials and Beta Features
We may offer trials or prerelease features (“Beta”). Beta is provided “as is,” without support or SLA, and may be changed or withdrawn at any time. Your use of Beta is at Your own risk.
16. Compliance with Laws; Export Control and Sanctions
The Platform may be subject to export, reexport, and sanctions laws of Norway, the EU, the UK, and the US. You will not use the Platform in violation of such laws, including use by or for individuals or entities on restricted lists or in embargoed countries. You will comply with all laws applicable to Your use of the Platform and Customer Data.
17. Website Copyright Complaints (DMCA)
The DMCA process in this Section applies to publicly available content on the Website (not private Customer Data within the Platform). If You believe Your copyrighted work is being infringed on the Website, please submit a notice to contact@valuesync.ai including: (a) Your electronic or physical signature; (b) identification of the copyrighted work; (c) identification of the material claimed to be infringing and its location on the Website; (d) Your contact information; (e) a statement of good‑faith belief; and (f) a statement under penalty of perjury that the notice is accurate and that You are the copyright owner or authorized to act on the owner’s behalf. Upon receipt, we may remove or disable access to the material at our discretion.
18. Disclaimers
The Platform and Outputs are provided “as is” and “as available.” We do not warrant that Outputs are accurate, complete, or fit for a particular purpose, or that the Platform will be uninterrupted or error‑free. You are solely responsible for validating Outputs and for Your use of the Platform. To the maximum extent permitted by law, we disclaim all warranties not expressly stated.
19. Limitation of Liability
To the maximum extent permitted by law, each party’s aggregate liability arising out of or related to these Terms will not exceed the total fees paid or payable by You to us for the Platform in the 12 months preceding the event giving rise to liability (or NOK 10,000 if no fees were paid). Neither party is liable for indirect, incidental, special, consequential, or punitive damages, or loss of profits, revenues, or data, even if advised of the possibility. The foregoing limitations do not apply to: (a) Your payment obligations; (b) Your breach of Section 7 (Acceptable Use) or IP infringement; or (c) liability that cannot be excluded under applicable law.
20. Governing Law; Venue; Equitable Relief
These Terms are governed by the laws of Norway, excluding its conflict‑of‑laws rules. The parties submit to the exclusive jurisdiction and venue of the courts of Oslo, Norway for any dispute arising out of these Terms and waive any objection based on inconvenient forum. A breach of confidentiality or IP rights may cause irreparable harm for which monetary damages are inadequate; the nonbreaching party may seek injunctive relief without posting a bond.
21. Term; Termination; Effect of Termination
These Terms start on the earlier of Your first access or the effective date of an Order Form and continue for the applicable Subscription Term. Either party may terminate: (a) for material breach not cured within 30 days after written notice; or (b) if the other party becomes insolvent or enters bankruptcy. Upon termination, Your access will cease. Sections intended to survive (including Fees, IP, Data Protection, Confidentiality, Disclaimers, Liability, and Governing Law) will survive. Data export and deletion are addressed in Section 9.
22. Changes to the Platform and to these Terms
We may update the Platform and these Terms from time to time. For material changes to these Terms, we will provide at least 30 days’ advance notice via email to Your admin contact or in‑product notification. The updated Terms will take effect on the stated effective date. If You object to the changes, You may terminate the affected Order Form before the effective date; otherwise, continued use after the effective date constitutes acceptance.
23. Order of Precedence
If there is a conflict between these Terms and an Order Form, the Order Form controls with respect to the conflicting terms. The DPA controls over these Terms with respect to personal data processing.
24. Assignment
Neither party may assign these Terms without the other party’s prior written consent, except that either party may assign these Terms, in whole or in part, to an Affiliate or in connection with a merger, acquisition, corporate reorganization, or sale of substantially all assets, with notice. Any nonpermitted assignment is void.
25. Force Majeure
Neither party is liable for delays or failures to perform due to causes beyond its reasonable control, including acts of God, labor disputes, supply shortages, war, terrorism, civil disturbances, epidemics, government actions, or internet or hosting failures.
26. Notices
Notices must be in writing and are deemed given when (a) delivered by hand; (b) sent by recognized overnight courier; or (c) sent by email to the contacts below (with confirmation of receipt).
Customer notices to the Company: Valuesync AS, Gaustadalléen 21, 0349 Oslo, Norway; contact@valuesync.ai.
Company notices to Customer: to the admin email/address on file.
27. Publicity
We may use Your name and logo in customer lists and marketing materials with Your prior written consent (email sufficient). You may revoke consent at any time with written notice.
28. Miscellaneous
Severability. If any provision is held unenforceable, it will be modified to achieve the intent to the maximum extent permitted, and the remaining provisions will remain in full force.
Waiver. A failure to enforce any right is not a waiver of future enforcement.
Independent Contractors. The parties are independent contractors; these Terms do not create an agency, partnership, or joint venture.
No Third‑Party Beneficiaries. There are no third‑party beneficiaries to these Terms.
Entire Agreement. These Terms, together with any Order Form(s) and the DPA, constitute the entire agreement between the parties regarding the Platform and supersede all prior or contemporaneous agreements on the subject matter.
29. Contact
Valuesync AS
Gaustadalléen 21, 0349 Oslo, Norway
Website: https://www.valuesync.ai
Email: contact@valuesync.ai