Terms of Service

1. Acceptance of Terms

By accessing or using VentureScope ("the Service"), operated by C12, LLC ("we," "our," or "us"), you agree to be bound by these Terms of Service ("Terms"). If you are using the Service on behalf of an organization, you represent 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 Service.

3. Description of Service

VentureScope is an AI-powered due diligence platform designed for venture capital firms, angel investors, and investment professionals. The Service includes document analysis, AI-generated investment memos, deal room chat, team collaboration tools, and related features.

The Service uses artificial intelligence to generate analyses and recommendations. These outputs are intended as decision-support tools and do not constitute financial advice, legal advice, or investment recommendations.

4. Account Registration

• You must provide accurate, complete, and current information when creating an account.
• You are responsible for maintaining the security of your account credentials.
• You must notify us immediately of any unauthorized access to your account.
• You may not share accounts or credentials with unauthorized individuals.
• One person or organization may not maintain multiple free accounts.

5. Subscriptions & Payments

5.1 Plans

The Service offers Free, Angel, Pro, and Enterprise subscription tiers. Features and usage limits vary by plan and are described on our pricing page. We reserve the right to modify plan features and pricing with 30 days' notice.

5.2 Billing

• Paid subscriptions are billed monthly in advance through Stripe.
• All fees are non-refundable except as required by applicable law or as explicitly stated in these Terms.
• We may change pricing with 30 days' notice. Price changes take effect at the next billing cycle.
• Failed payments may result in suspension of access to paid features.

5.3 Free Trial

We may offer free trials for paid plans. At the end of the trial period, your account will be charged unless you cancel before the trial expires.

6. Your Data & Content

6.1 Ownership

You retain all ownership rights to the documents, data, and content you upload to the Service ("Your Content"). AI-generated analyses, memos, and scores created from Your Content are licensed to you for your use.

6.2 License Grant

By uploading content, you grant us a limited, non-exclusive license to process, analyze, and store Your Content solely for the purpose of providing the Service. This license terminates when you delete Your Content or close your account.

6.3 Restrictions

You agree not to upload content that:

• You do not have the right to share or process.
• Contains malware, viruses, or harmful code.
• Violates any applicable law or regulation.
• Infringes on the intellectual property rights of any third party.

7. Acceptable Use

You agree not to:

• Use the Service for any unlawful purpose or in violation of any applicable regulations.
• Attempt to gain unauthorized access to the Service, other accounts, or our systems.
• Reverse engineer, decompile, or disassemble any part of the Service.
• Use automated tools (bots, scrapers) to access the Service without our written consent.
• Resell, sublicense, or redistribute the Service or its outputs without authorization.
• Interfere with or disrupt the Service or servers connected to the Service.
• Circumvent usage limits, rate limits, or access controls.

8. AI-Generated Content Disclaimer

The Service uses artificial intelligence to analyze documents and generate investment memos, scores, and recommendations. You acknowledge and agree that:

• AI outputs are not financial, legal, or investment advice. They are analytical tools intended to support, not replace, professional judgment.
• AI-generated analyses may contain inaccuracies, omissions, or errors. You are responsible for independently verifying all AI outputs before making investment decisions.
• Past performance metrics, scores, or analyses generated by the Service do not guarantee future results.
• We do not guarantee the accuracy, completeness, or reliability of any AI-generated content.

9. Not a Registered Investment Advisor

VENTURESCOPE IS NOT A REGISTERED INVESTMENT ADVISOR, BROKER-DEALER, OR FINANCIAL PLANNER. The Service does not provide investment advice, financial advice, tax advice, or legal advice. No fiduciary relationship, advisor-client relationship, or similar relationship is created between you and VentureScope by virtue of your use of the Service.

The analyses, scores, memos, and other outputs generated by the Service are purely informational and analytical in nature. They are intended to assist qualified investors in their own independent evaluation of investment opportunities. You should consult with qualified professionals, including registered investment advisors, attorneys, and accountants, before making any investment decisions.

10. Third-Party AI Providers

The Service utilizes third-party artificial intelligence providers (including Anthropic and others) to process and analyze content. You acknowledge and agree that:

• Your Content may be transmitted to third-party AI providers for processing in accordance with our Privacy Policy.
• Third-party AI providers process data under their own terms of service and privacy policies, which prohibit the use of inputs for model training.
• We are not responsible for any errors, inaccuracies, or failures caused by third-party AI providers.
• Third-party AI providers may experience outages, rate limits, or changes to their services that may affect the availability or functionality of our Service.
• We make no representations or warranties regarding the performance, accuracy, or availability of third-party AI services.

11. Intellectual Property

The Service, including its design, features, code, documentation, and branding, is owned by C12, LLC (operating as VentureScope) and protected by intellectual property laws. These Terms do not grant you any right to use our trademarks, logos, or branding without prior written consent.

12. Disclaimer of Warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. TO THE FULLEST EXTENT PERMITTED BY LAW, VENTURESCOPE DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

WITHOUT LIMITING THE FOREGOING, WE DO NOT WARRANT THAT: (A) THE SERVICE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS; (B) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (C) THE RESULTS OBTAINED FROM THE SERVICE (INCLUDING AI-GENERATED ANALYSES) WILL BE ACCURATE, RELIABLE, OR COMPLETE; OR (D) ANY ERRORS IN THE SERVICE WILL BE CORRECTED.

13. Assumption of Risk

YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. You assume all risk associated with your use of the Service, including but not limited to:

• Any reliance on AI-generated analyses, scores, memos, or recommendations produced by the Service.
• Any investment decisions made using information obtained through the Service.
• Any financial losses, opportunity costs, or damages arising from investment decisions influenced by the Service.
• Any errors, inaccuracies, or omissions in AI-generated content.
• Any interruptions, data loss, or service failures during the beta period or otherwise.

You acknowledge that you are a sophisticated investor or investment professional capable of independently evaluating investment opportunities and that you will not rely solely on the Service for any investment decision.

14. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, VENTURESCOPE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, DATA, OR BUSINESS OPPORTUNITIES, ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICE.

OUR TOTAL LIABILITY FOR ALL CLAIMS RELATED TO THE SERVICE SHALL NOT EXCEED THE AMOUNT YOU PAID TO US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

YOU EXPRESSLY ACKNOWLEDGE THAT INVESTMENT DECISIONS MADE USING THE SERVICE ARE YOUR RESPONSIBILITY. WE ARE NOT LIABLE FOR ANY INVESTMENT LOSSES OR OUTCOMES RESULTING FROM RELIANCE ON AI-GENERATED ANALYSES.

15. Indemnification

You agree to indemnify and hold harmless C12, LLC (operating as VentureScope) and its officers, directors, employees, and agents from any claims, liabilities, damages, losses, and expenses arising from your use of the Service, your violation of these Terms, or your violation of any third-party rights.

16. Termination

• You may cancel your account at any time through your account settings or by contacting us.
• We may suspend or terminate your access if you violate these Terms, with notice where practicable.
• Upon termination, your right to use the Service ceases immediately. You may request export of Your Content within 30 days of termination.
• Sections regarding limitation of liability, indemnification, and governing law survive termination.

17. Governing Law

These Terms are governed by the laws of the State of Delaware, without regard to conflict of law principles.

18. Dispute Resolution & Arbitration

18.1 Binding Arbitration

Any dispute, claim, or controversy arising out of or relating to these Terms or the Service ("Dispute") shall be resolved exclusively through final and binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules. The arbitration shall be conducted by a single arbitrator in Wilmington, Delaware. Judgment on the arbitration award may be entered in any court of competent jurisdiction.

18.2 Class Action Waiver

YOU AND VENTURESCOPE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. Unless both you and VentureScope agree otherwise, the arbitrator may not consolidate more than one person's claims and may not otherwise preside over any form of class or representative proceeding.

18.3 Exceptions

Notwithstanding the above, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement of intellectual property rights. Claims arising under consumer protection statutes that prohibit pre-dispute arbitration agreements are also excluded to the extent required by law.

19. Changes to Terms

We reserve the right to modify these Terms at any time. Material changes will be communicated with at least 30 days' notice via email or prominent notice on the Service. Continued use of the Service after changes take effect constitutes acceptance of the revised Terms.

20. Contact

VentureScope is a product of C12, LLC.

For questions about these Terms, contact us at: legal@venturescope.ai