Website & Platform Terms of Service

Welcome to deline8.ai (the "Website") and the deline8 predictive tech due diligence platform (the "Platform").

Please read the following Terms of Service carefully before using the Website or Platform so that you are aware of your legal rights and obligations with respect to DELINE8.AI LIMITED, a private limited company registered in Ireland with company number 790770 ("deline8", "we", "our", or "us").

By accessing or using the Website and/or the Platform, you expressly acknowledge and agree that you are entering a legal agreement with us and have understood and agree to comply with, and be legally bound by, these Terms of Service, together with our Privacy Policy (collectively the "Terms"). If you are a paying customer, your use of the Platform is also governed by your Master Subscription Agreement ("MSA"). In the event of any conflict between these Terms and your MSA, the terms of the MSA shall prevail.

If you do not agree to be bound by these Terms, please do not access or use the Website or Platform.

1. Background

The Website is intended to provide you with information related to our products and services and to enable you to contact us. The Platform is a secure, user-interface dashboard intended to provide our subscribed customers with access to our services, including the delivery of reports and analytics.

2. Modification

We reserve the right, at our discretion, to change these Terms at any time. Such change will be effective ten (10) days following the posting of the revised Terms on the Website, and your continued use of the Website or Platform thereafter means that you accept those changes.

3. Ability to Accept Terms

The Website and Platform are only intended for individuals aged eighteen (18) years or older. If you are under eighteen (18) years old, please do not visit or use the Website or Platform.

4. Access Rights

4.1 Website Access. For such time as these Terms are in effect, we hereby grant you permission to visit and use the Website, provided that you comply with these Terms and applicable laws.

4.2 Platform Access. Access to and use of the Platform is restricted to authorized users ("Permitted Users") under a valid and active subscription governed by an MSA. Your right to access the Platform is subject to the terms of that MSA.

5. Restrictions

You shall not, and shall not permit any third party to: (i) copy, distribute or modify any part of the Website or Platform without our prior written authorization; (ii) use, modify, create derivative works of, transfer (by sale, resale, license, sublicense, download or otherwise), reproduce, distribute, display or disclose Content (defined below), except as expressly authorized herein or in your MSA; (iii) disrupt servers or networks connected to the Website or Platform; (iv) use or launch any automated system (including without limitation, "robots" and "spiders") to access the Website or Platform; and/or (v) circumvent, disable or otherwise interfere with security-related features of the Website or Platform or features that prevent or restrict use or copying of any Content or that enforce limitations on use of the Website or Platform.

6. Intellectual Property Rights

6.1 Content and Marks. The (i) content on the Website and Platform, including without limitation, the text, documents, articles, descriptions, products, software, graphics, photos, videos, interactive features, and services (collectively, the "Content"), and (ii) the trademarks, service marks and logos contained therein ("Marks"), are the property of deline8 and/or its licensors and may be protected by applicable copyright or other intellectual property laws and treaties. "deline8", the deline8 logo, and other marks are Marks of deline8 or its affiliates. All other trademarks, service marks, and logos used on the Website or Platform are the trademarks, service marks, or logos of their respective owners. We reserve all rights not expressly granted in and to the Website, Platform, and the Content.

6.2 Use of Website Content. Content on the Website is provided to you for your information and personal use only and may not be used, modified, copied, distributed, transmitted, broadcast, displayed, sold, licensed, de-compiled, or otherwise exploited for any other purposes whatsoever without our prior written consent. If you download or print a copy of the Content you must retain all copyright and other proprietary notices contained therein.

6.3. Platform and Output. Your rights to use the Platform and any reports or analytics generated by the Platform ("Output") are strictly governed by the terms of your MSA.

7. Information Description

We attempt to be as accurate as possible. However, we cannot and do not warrant that the Content available on the Website is accurate, complete, reliable, current, or error-free. We reserve the right to make changes in or to the Content, or any part thereof, in our sole judgment, without the requirement of giving any notice prior to or after making such changes to the Content. Your use of the Content, or any part thereof, is made solely at your own risk and responsibility.

8. Links

8.1 The Website may contain links to third-party websites that are not owned or controlled by deline8. We are not affiliated with, have no control over, and assume no responsibility for the content, privacy policies, or practices of any third-party websites. You: (i) are solely responsible and liable for your use of and linking to third-party websites; and (ii) expressly release deline8 from any and all liability arising from your use of any third-party website.

8.2 deline8 permits you to link to the Website provided that: (i) you link to but do not replicate any page on this Website; (ii) the hyperlink text shall accurately describe the Content as it appears on the Website; (iii) you shall not misrepresent your relationship with deline8 or present any false information about deline8 and shall not imply in any way that we are endorsing any services or products, unless we have given you our express prior consent; and/or (iv) you, and your website, comply with these Terms and applicable law.

9. Privacy

We will use any personal information that we may collect or obtain in connection with the Website and Platform in accordance with our privacy policy which is available at: deline8.ai/legal.

10. Warranty Disclaimers

10.1 This section applies whether or not the services provided under the Website or Platform are for payment. Applicable law may not allow the exclusion of certain warranties, so to that extent certain exclusions set forth herein may not apply.

10.2 THE WEBSITE AND PLATFORM ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED, EXCEPT FOR ANY EXPRESS WARRANTIES PROVIDED IN AN APPLICABLE MSA. DELINE8 HEREBY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND THOSE ARISING BY STATUTE OR FROM A COURSE OF DEALING OR USAGE OF TRADE.

10.3 DELINE8 DOES NOT GUARANTEE THAT THE WEBSITE OR PLATFORM WILL BE FREE OF BUGS, SECURITY BREACHES, OR VIRUS ATTACKS. THE WEBSITE OR PLATFORM MAY OCCASIONALLY BE UNAVAILABLE FOR ROUTINE MAINTENANCE, UPGRADING, OR OTHER REASONS. YOU AGREE THAT DELINE8 WILL NOT BE HELD RESPONSIBLE FOR ANY CONSEQUENCES TO YOU OR ANY THIRD PARTY THAT MAY RESULT FROM TECHNICAL PROBLEMS OF THE INTERNET, SLOW CONNECTIONS, TRAFFIC CONGESTION OR OVERLOAD OF OUR OR OTHER SERVERS.

11. Limitation of Liability

11.1 Website Use. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, DELINE8 SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, EXEMPLARY, SPECIAL, CONSEQUENTIAL, OR INCIDENTAL DAMAGES OF ANY KIND, OR FOR ANY LOSS OF DATA, REVENUE, PROFITS OR REPUTATION, ARISING UNDER THESE TERMS OR OUT OF YOUR USE OF, OR INABILITY TO USE, THE WEBSITE, EVEN IF DELINE8 HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES. IN NO EVENT SHALL THE AGGREGATE LIABILITY OF DELINE8 FOR ANY DAMAGES ARISING UNDER THESE TERMS OR OUT OF YOUR USE OF, OR INABILITY TO USE, THE WEBSITE EXCEED ONE HUNDRED EUROS (€100).

11.2 Platform Use. If you are a paying customer, deline8's liability arising from your use of the Platform is governed exclusively by the "Limitation of Liability" section of your MSA.

12. Indemnity

You agree to defend, indemnify and hold harmless deline8 and our affiliates, and our respective officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs and expenses (including but not limited to attorney's fees) arising from: (i) your use of, or inability to use, the Website or Platform in violation of these Terms; or (ii) your violation of these Terms.

13. Term and Termination

These Terms are effective until terminated by deline8 or you. deline8, in its sole discretion, has the right to terminate these Terms and/or your access to the Website or Platform, or any part thereof, immediately at any time and with or without cause (including, without limitation, for a breach of these Terms). deline8 shall not be liable to you or any third party for termination of the Website or Platform. If you object to any term or condition of these Terms, or any subsequent modifications thereto, or become dissatisfied with the Website or Platform in any way, your only recourse is to immediately discontinue use. Upon termination of these Terms, you shall cease all use of the Website and/or Platform. This Section 13 and Sections 6 (Intellectual Property Rights), 9 (Privacy), 10 (Warranty Disclaimers), 11 (Limitation of Liability), 12 (Indemnity), and 14 (General) shall survive termination of these Terms.

14. General

14.1 Governing Law and Jurisdiction. These Terms and the relationship between you and deline8 shall be governed by and construed in accordance with the laws of Ireland, without regard to its principles of conflict of laws. You agree to submit to the exclusive jurisdiction of the courts located in Dublin, Ireland and waive any jurisdictional, venue, or inconvenient forum objections to such courts.

14.2 Entire Agreement. These Terms shall constitute the entire agreement between you and deline8 concerning the Website and general use of the Platform, provided that for paying customers, the MSA shall govern all commercial and service-specific matters.

14.3 Severability and Waiver. If any provision of these Terms is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms, which shall remain in full force and effect. No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term, and a party's failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

14.4 Assignment. These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you but may be assigned by deline8 without restriction or notification to you.

14.5 Limitation of Claims. YOU AGREE THAT ANY CAUSE OF ACTION THAT YOU MAY HAVE ARISING OUT OF OR RELATED TO THE WEBSITE OR PLATFORM MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.