Valuesync AS (reg. no. 933 375 854)
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, store in, or generate in the Platform, including any personal data contained therein. Customer Data does not include Operational Data.
Operational Data means data about the operation and use of the Platform that we process for our own purposes as an independent controller, including account data about Authorized Users (name, email address, role, and authentication data), usage and telemetry data, error and security logs, and billing data. Operational Data is not Customer Data.
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 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. Access is limited to Your Authorized Users. Any extension of access beyond Your own organization requires a separate written agreement with us.
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; Operational Data; 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 troubleshoot the Platform for You and to comply with law. This license ends when Customer Data is deleted under Section 9.
Model Training. We do not use Customer Data or Outputs to train foundation models or improve third-party AI models. This applies both to us and to our model providers.
Limits on our use of Customer Data. We do not use Customer Data to derive or disclose customer-specific information for the benefit of other customers or third parties. Your Customer Data is kept logically separated and is not aggregated, benchmarked, or otherwise combined across customers. We use Operational Data, not Customer Data, to analyze and improve the Platform.
Operational Data. We process Operational Data as an independent controller in order to provide, secure, operate, and develop the Platform. This includes technical operating telemetry such as error rates, performance, and which features are used. It does not include the content of Customer Data. Our processing of Operational Data is described in our Privacy Policy.
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 or 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. The Platform is not designed for, and we offer no functionality for, the following. Unless expressly agreed in writing, You will not submit:
- special categories of personal data under GDPR Article 9 (health, biometric, genetic, racial or ethnic origin, political opinions, religious beliefs, trade union membership, sex life or sexual orientation);
- personal data relating to criminal convictions and offences under GDPR Article 10;
- payment card data subject to PCI DSS;
- personal data of children under 18.
National identification numbers. The Platform is not designed for the systematic processing of national identification numbers and must not be used for customer due diligence under anti-money-laundering legislation. You will avoid submitting such data so far as practicable. We recognize that national identification numbers may nonetheless appear individually in documents uploaded as part of a due diligence process, for example in shareholder register statements, employment contracts, land registry extracts, or tax documents. Such occurrences are not a breach of these Terms.
8. Data Protection; DPA; Security; Subprocessors
Each party will comply with applicable data protection laws. To the extent we process personal data on Your behalf, our Data Processing Agreement (the "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 technical and organizational measures designed to ensure a level of security appropriate to the risk. The measures in place are described in Annex B to the DPA.
Subprocessors. We use Subprocessors to provide the Platform. A current list, including what each processes, where, and on what transfer basis, is published at valuesync.ai/subprocessors. We will give You reasonable advance notice before engaging a new Subprocessor or replacing an existing one. You may object before the change takes effect, on reasonable grounds relating to data protection, and we will work with You in good faith and use commercially reasonable efforts to address the objection. If no reasonable solution is available, You may, as Your sole remedy, terminate the affected part of Your subscription, or the subscription as a whole where necessary, with effect from the date the change takes effect, against a pro rata refund of prepaid, unused fees. We impose data protection obligations on Subprocessors equivalent to those in the DPA and remain fully liable to You for their performance.
9. Data Continuity; Export and Deletion
We use commercially reasonable measures for service continuity and routine backups. You remain 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 within 90 days, and copies held in backups are deleted in line with our standard backup retention procedures, unless we are legally required to retain the data. We will confirm deletion in writing on request.
10. Third-Party Services and Integrations
The Platform may interoperate with third-party services (e.g., identity providers, cloud storage, 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.
The Platform may retrieve publicly available company information from external data sources. We transmit only the information reasonably necessary to perform the relevant lookup. Where such a provider processes personal data contained in Customer Data on our behalf, it is treated as a Subprocessor under Section 8. Current sources are listed at valuesync.ai/subprocessors.
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 except as expressly provided in these Terms, the DPA, an applicable SLA, or the Order Form; 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 a security risk, ongoing misuse, fraud, or harm to the Platform or our other customers; or (c) You fail to pay undisputed fees after notice. Suspension will be limited to what is necessary in scope and duration. We will notify You without undue delay and 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 or security information. We recognize that Customer Data typically includes highly sensitive transaction information, including information about potential acquisition targets, pricing, and negotiating positions.
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 5 years after termination. Obligations relating to Customer Data and to trade secrets survive without time limit, for as long as the information retains its confidential character.
14. Feedback
If You provide feedback, ideas, or suggestions about the Platform ("Feedback"), You grant us a worldwide, perpetual, irrevocable, royalty-free license to use and incorporate that Feedback into our products and services without restriction or attribution. Feedback means comments on how the Platform works and how it could be improved.
Feedback does not include Customer Data, and this license transfers no rights in it. Configurations You create in the Platform, including agent flows, screening criteria, templates, workflows, and the methodology they express, are Customer Data and remain Yours, whether or not You have described them to us. Where we cannot tell whether something is Feedback or Customer Data, we will treat it as Customer Data.
15. Trials and Beta Features
We may offer trials or prerelease features ("Beta"). Beta is clearly identified in the Platform, is optional to use, and is provided "as is," without support or SLA. We may change, limit, or withdraw Beta at any time, and withdrawal of Beta is not a reduction of agreed functionality. Your use of Beta is at Your own risk.
Sections 6, 7, 8, and 9, and the DPA, apply in full to Beta.
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).
This limitation applies to all claims under these Terms, including claims arising from a breach of Section 13 (Confidentiality) and from a breach of data protection law. Neither the DPA nor any other document creates a separate or additional cap.
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; (c) intent or gross negligence; or (d) liability that cannot be excluded under applicable law. Nothing in this Section limits the rights of data subjects under GDPR Article 82.
Claims must be brought in writing within 12 months after the claiming party became aware, or should have become aware, of the matter giving rise to the claim.
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 from time to time. Changes that improve or extend functionality may be made without notice. We will give at least 60 days' written notice before a material change that reduces agreed functionality. If such a reduction has a real effect on Your use, You may terminate with effect from the date of the change, against a pro rata refund of prepaid fees.
We may also update these Terms. We will give written notice at least 30 days before a change takes effect. For customers on a Subscription Term, changes take effect from the start of the next renewal period; if You do not accept them, You may terminate with effect from the end of the current period. For customers without a Subscription Term, including trials and month-to-month plans, continued use after the effective date constitutes acceptance.
Changes to the DPA follow the process set out in the DPA. Changes to Subprocessors follow Section 8.
23. Order of Precedence; Negotiated Agreements
Negotiated agreements. Where You have entered into a separate written agreement with us covering the Platform, that agreement and its annexes apply in full and replace these Terms in their entirety. These Terms apply only to customers without such an agreement.
For customers under these Terms: 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. If such circumstances continue for more than 60 days, either party may terminate with immediate effect against a pro rata settlement.
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 or address on file.
27. Publicity
We may identify You as a customer, using Your name and logo, in customer lists and marketing materials. You may withdraw that permission at any time by written notice, and we will remove the reference within a reasonable period. We will not describe specific transactions, analyses, or Customer Data without Your prior written consent.
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
Version history
| Version | Date | Change | Status |
|---|---|---|---|
| 1.0 | 11.08.2025 | First published version | Superseded |
| 2.0 | 6 August 2026 | Harmonised with the Data Processing Agreement and Privacy Policy | Current |