DEALUM
TERMS AND CONDITIONS

dealum.com website (“Website”), including its subpages and its related services are run by Dealum OÜ, registry code 14238426, a limited liability company registered in the Republic of Estonia, with the registered address at Raekoja plats 16, Tartu 51004, Estonia (hereafter referred to as “Dealum”, “us”, “we”).

Dealum provides a platform for connecting companies and deal room owners (investors, accelerators, incubators, fonds, networks, events, competitions, corporates and other ecosystem members). The Dealum platform consists of various services to facilitate the communication and deal making between companies and all ecosystem members and business partners such as providing tools for managing your deal flow, facilitating decision making process and maintaining a long term relationship between you and other parties (“Services”).

By registering an account on the Website or using any part of the Services you acknowledge that you have read, understood, and agree to be bound by these terms (“Terms”). We emphasize that these Terms are inextricably linked to our Privacy Policy, which provide an overview of the processing of your personal information. The categories of the collected data and process of collecting are in some respects described in these Terms.

REGISTERING THE USER ACCOUNT

To use the Services, you must register an individual user account as a natural person.

By registering an account on the Website and using any part of the Services, you agree:

  1. to provide and keep the information requested by Dealum about you and/or your business entity accurate, current and complete;
  2. to maintain the confidentiality of your password and other information related to the security of your account;
  3. to be fully responsible for all use of your account and for any actions that take place through your account, including responsibility for compliance with all laws and regulations that are applicable to you or the content you use or create in connection with the Services;
  4. not to register more than one personal account.

By agreeing to these Terms, you represent that you are at least the age of majority in your state or province of residence, or that you are the age of majority in your state or province of residence and you have given us your consent to allow any of your minor dependents to use this site.

After registering an account, Dealum may review your application. If Dealum suspects that the information you have provided is incorrect or you might use the Services in violation of these Terms, then in its sole discretion, Dealum may prohibit you access to its Website and Services.

YOUR RESTRICTIONS AND OBLIGATIONS

When using the Website and/or the Services, you must not do any of the following:

  1. share your personal user account with any other individuals;
  2. carry out any activities in course of using the Services that is illegal, libellous, defamatory, abusive, threatening, harassing, hateful, offensive, causes damage to Dealum or any third party or otherwise violates any law or infringes upon the right of any third party;
  3. decompile, reverse engineer, or otherwise attempt to obtain the source code of the Services and/or the Website;
  4. modify the software underlying the Website in any manner or form or to use modified versions of such software, including (without limitation) for the purpose of obtaining unauthorized access to the Website, certain Services or content;
  5. publish, post, upload, e-mail, distribute, or disseminate any inappropriate, profane, defamatory, misleading, false, infringing, obscene, indecent, or unlawful content;
  6. transmit files that contain viruses, corrupted files, or any other similar software or programs that may damage or adversely affect the operation of another person's computer, Services, Website, any software or hardware, or telecommunications equipment;
  7. probe, scan or test the vulnerability of the Website or circumvent any security mechanism used by the Website;
  8. cause or launch any programs or scripts for the purpose of scraping, indexing, surveying, or otherwise data mining any portion of the Services;
  9. take any action that imposes an unreasonably or disproportionately large load on the infrastructure of the Website and/or Services;
  10. use, publish or otherwise exploit or make available the confidential information you have gained access to in course of investment negotiations, investment syndicate or which another user has disclosed to you and such information can be reasonably be considered as confidential in nature, other than for making investment decisions.

You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Services, use of the Services, or access to the Services or any contact on the Website, without express written permission by us.

You warrant that you own or have sufficient legal right to the intellectual property rights in any content you post or upload to the Website and posting or using such content does not violate applicable law or the rights of any third party. You acknowledge and agree that you are solely responsible for all content you submit, provide or upload on the Website and the consequences for submitting, providing or uploading it. You hereby grant Dealum and its affiliates a lifetime, worldwide, irrevocable, royalty-free, nonexclusive, sublicensable right to use, reproduce, create derivative works of, distribute, publicly perform, publicly display, transfer, transmit, distribute, and publish the content you post on the Website for the purposes of providing the Services.

Using the Services and providing any content will not deem you to be a maker of any database provided on the Website in the meaning of EU Database Directive 96/9/EC.

You hereby acknowledge that Dealum may, but has no obligation to, monitor the content you post on the Website. We may disclose any information necessary or appropriate to satisfy our legal obligations, protect Dealum or our customers, operate the Websites or Services properly, or improve the Website or Services. Dealum, in its sole discretion, may refuse to post, remove, or require you to remove, any of your content, in whole or in part, alleged to be unacceptable, undesirable, inappropriate, or in violation of these Terms, Privacy Policy or applicable laws.

Dealum reserves the right to suspend or terminate access to its Website and/or Services immediately to any user, whose activity is disrupting, causing harm to the Services infrastructure or third parties, or otherwise violates the Terms. If Dealum terminates you the access to its Service due to your breach of this Agreement, you shall forfeit any right to any refund for the subscription fees paid. You agree to reimburse Dealum for any expenses or costs, including consequential damages, we or anyone else may incur as a result of a breach of the foregoing representations and obligations.

CREATING A PROFILE

Upon registering a personal account you may create a company and/or deal room profile, depending on whether you want to engage in the services provided by different deal rooms or provide your own services to the companies via a new deal room. The owner of a company or deal room profile may also include other individual users as the administrator of an already existing deal room or company profile.

To create an account, we ask that you submit your name, email address, phone number, password and optionally profile image, mini bio and social media links.

By creating a company or deal room profile, you represent that (i) you are a legal representative of the entity for which a profile is created, (ii) you have the authority to legally bind the entity and (iii) you have the right to transmit and receive messages via the Website on behalf of the entity.

You may not create a profile of a company or deal room that you are not eligible to legally represent. Simultaneously, you (i) may not create a company or deal room profile, if such profile has already been created by another user eligible to represent the company or the deal room and (ii) you must otherwise refrain from creating more than one profile per company and/or deal room.

Any information you provide in the company or deal room profile must be kept accurate and up to date at all times. We may supplement your profile information with data available from public databases. If you detect that any part of such information is incorrect, please inform us and we shall do our best to swiftly amend or remove the incorrect information. However, we do not assume any liability regarding correctness of such information.

THE COMPANY PROFILE

The Company profile is intended for start-ups and other companies for the purposes of finding investors or engaging with other deal room entities.

Upon submitting your company profile information, you may establish who will have access to such information. Please note that (i) certain basic information (such as your name, company name, company description, location, field of activity, etc) as marked in the profile menu shall be available to all other users of the Website; and (ii) in order to use certain Services (such as matchmaking, deal room, reporting and investment syndicates - as explained below) it may be necessary to provide some additional information.

DEAL ROOM

A Deal Room can be considered the user’s work desk. It provides a set of functions that can be used by deal room members and corresponds to deal room profile preferences.

THE DEAL ROOM PROFILE

Each deal room has associated deal room profile: dataset that describes the main function of the deal room, the name and preferences for that deal room. The deal room profile is primarily targeted for investors, funds, events, competitions, accelerators, incubators, corporates, mentors, networks and other ecosystem members and may be used to connect with companies for the purposes of making investments, gaining new connections, exchanging information, etc.

Upon creating a deal room profile, you must provide certain basic information such as the name of the entity, country of residence of the entity, interest areas, etc. The profile information provided shall be available only to the other users of the Website, the information is not publicly available.

A Deal Room is a set of functions that can be done by deal room members and corresponds to deal room profile preferences. A company and a deal room member may commence investment or other negotiations by making a corresponding proposal to the other party via the Website, which the receiving party may either accept or decline. As a result of acceptance of such request the members participating in the deal room will be made available all profile information, due diligence answers (if applicable) and periodic reports (if applicable) provided by the other party. The parties will also be made available certain communication tools such as a further due diligence and instant messaging possibility for the purpose of acquiring additional information and for agreeing on the preliminary terms of a potential cooperation. Information provided in a Deal Room will be accessible only to the users who are members of that Deal Room.

DUE DILIGENCE REVISION AND REPORTS

Every time you add or modify company information in the due diligence section then a new Due Diligence Revision is created. You may provide additional information about the company via the due diligence revision or the periodic reports on the development of the company (such as key metrics, customers, financials etc). This enables deal rooms a better overview of the company’s business, team, solutions, etc. The due diligence answers and periodic reporting will be made available to all users that are members of the deal room you applied to (including any future members). Your due diligence answers and periodic reports will automatically be supplemented with any further due diligence answers and reporting updates you provide in the future and shall be automatically made available to all deal rooms you belong to and regarding which you have not revoked its right to receive updates.

In case you revoke the right for updates regarding a specific deal room, their members will not receive any further information updates (but will continue to be able to access the data submitted prior to revocation).

INVESTMENT SYNDICATE

The company and all interested investors that have successfully concluded preliminary investment negotiations with the company in the deal room shall be included in the investment syndicate by the company or the lead investors accepted by the company. The investment syndicate Service provides tools for the parties to discuss and agree on detailed terms of the investment. Any information provided in the investment syndicate shall be accessible only to the parties of the investment syndicate.

Please note that each party to the investment syndicate can see the monetary commitment in the syndicate as well as full profile of each other member of the syndicate.

MATCHMAKING SERVICES

As one of its Services, Dealum may provide matchmaking service whereby Dealum identifies and connects companies interested in cooperation and deal room entities that have a readiness to provide services or resources. Connecting companies with specific deal room entities (such as investors, accelerators, competitions, events etc) shall be based on automated or mechanical analysis based on the field of activity, data, preferences and transaction history provided by the company and the deal room entity on the Website and/or that is accessible on public databases.

Once Dealum has matched a company with a corresponding deal room entity, both parties have to accept the match. Upon acceptance by both parties, the parties will enter into cooperation negotiations as described in section “Deal Room” above.

PAYMENT FACILITATION SERVICES

As one of its Services, Dealum may provide payment facilitation services to facilitate the payments of different fees (e.g membership fees, participation fees) to third party organizations. Upon providing the payment facilitation services, Dealum shall not be a merchant or a service provider, we are simply processing payments on behalf of third parties. Dealum processes all payments in relation to such payments, including invoicing, taking payment from you, and remitting payment to third party service providers.

Upon making a payment on the Platform, we will charge you an amount prescribed by the third party service provider on behalf of the third party service provider. The amount of the fee will be stipulated by the third-party service provider at its sole discretion. Upon making payments via the Platform, Dealum shall invoice you on behalf of the third-party service provider and charge your nominated credit or debit card for the amount. Dealum will send you an invoice via e-mail on your request.

CONFIDENTIALITY

The information provided by the company, deal room entities or other users in course of cooperation negotiations, investment syndicate or via private chat shall be considered as confidential, unless such information is public knowledge or the disclosing user has deemed it as non-confidential. Each receiving user undertakes to keep confidential and not to use (other than for making investment decisions) or disclose to any third party or to enable or cause any person to become aware of any confidential information. The confidential information may be shared only with the employees, management board members or shareholders/associates of your business entity that are relevant to making the investment, cooperation, application or other decisions related to the disclosing user.

Should you (or your employee, management board member, shareholder or associate) breach the confidentiality obligation indicated above, the disclosing user shall have the right to request you to (i) immediately terminate such breach (ii) surrender to the disclosing user any revenues received in connection with such breach; and (iii) compensate the disclosing user for damages caused by such breach.

INTELLECTUAL PROPERTY OF DEALUM

All copyrights and any other intellectual property rights in relation to Website and/or Services shall remain the sole and exclusive property of Dealum and you shall have no claim to it insofar as not stated differently herein.

Dealum grants you personal, non-exclusive, time limited, non-transferable, non-licensable and revocable license to use the Website and our Services, for so long as you comply with the Terms. All rights not expressly granted in the Terms are reserved. You may use the content on the Website and the Services only for your personal use in connection with the Services. You may not modify, publish, transmit, participate in the transfer or sale of, reproduce, create derivative works of, distribute, publicly perform, reverse engineer, publicly display, or in any way exploit any of the software, materials or content of the Services or the Website in whole or in part, unless as prescribed otherwise in these terms or on the Website.

Dealum may at all times and without prior notice, make functional, procedural or technical changes or improvements to the Website or the Services. Dealum is under no circumstances obliged to adjust or add any specific functionality to the Website or Services.

YOUR PRIVACY AND COLLECTION OF DATA

Dealum acts in accordance with all applicable data protection regulations and will do its best to keep safe any information you have provided. Our policies regarding the collection, use and disclosure of personal information in course of the Services can be accessed in our Privacy Policy.

FEES AND BILLING

Registering a user account with Dealum and creating company and/or deal room profile is free. However, access to certain Services requires you to have a subscription plan. The list of these Services and the subscription fees regarding the various subscription plans have been described on the Website under the Pricing section.

You can choose between month-to-month or annual subscription and pay the respective subscription fee via credit card, unless mutually agreed otherwise during the negotiations with Dealum. A recurring credit card payment is provided by default. The recurring payment in force will be cancelled automatically when you cancel or upgrade your subscription. Access to Services included in the chosen subscription plan will be granted after the payment has been received.

Dealum does not issue an automatic invoice for paid fees. To receive an invoice, please contact support.

CANCELLING SUBSCRIPTION AND DELETING YOUR USER ACCOUNT

You can cancel your subscription at any time under the Settings menu in the corresponding deal room. You may delete your user account, company profile, or deal room at any time by contacting the support. Support cannot delete your company profile if you have applied for governmental services, e.g. Startup Visa. Dealum does not grant refunds for cancelled subscriptions or upon deletion of the user account.

THIRD PARTY SERVICES

Certain services operated by third parties may be made available to you on, through, or in connection with the Website or Services. Third party services may include messaging services, mobile services, features, content, applications, software, data feeds, or other services offered to you by third parties from time to time. Third party services may be made available to you through website links, embedded applications, embedded content, applications installed on your computing or mobile device, cookies, and other technological mechanisms. Third party services may access, process and transmit your Dealum user account or certain information, if you have so authorized.

Dealum does not endorse any third party services and is not responsible or liable for your use of such services or any losses or damages arising from your dealing with any third party services. Your use of third party services is solely at your own risk and in accordance with any agreements that you have with the third party service providers. Dealum does not make any representations or warranties, and disclaims all representations, warranties and conditions, whether expressed or implied, respecting any third party services, including, without limitation: (a) the legality, accuracy, completeness, reliability, suitability, availability, security or timeliness of such services, or the ability of such services to meet your requirements or provide specific results; (b) the performance, merchantability, quality, fitness for a particular purpose, quiet enjoyment, non-infringement, or title of any information, material, content, software, goods or services on or made available through any third party services; (c) the operation of any third party services or that such services will be uninterrupted or error free, that defects or errors in such services will be corrected or that such services will be free from viruses or other harmful components; or (d) the collection, use, storage, disclosure or security of any information or content that you provide to such third party services.

LIMITATION OF LIABILITY

DEALUM MERELY PROVIDES A PLATFORM AND CERTAIN HELPFUL TOOLS TO CONNECT START-UPS WITH INVESTORS. DEALUM DOES NOT ENDORSE ANY STARTUPS OR INVESTORS OF THE WEBSITE, NOR CAN WE GUARANTEE THE CORRECTNESS OF INFORMATION PROVIDED BY THE WEBSITE USERS. YOU HEREBY ACKNOWLEDGE THAT YOU SHALL ASSUME ALL RISKS ASSOCIATED WITH INVESTMENT ACTIVITIES CARRIED OUT VIA THE WEBSITE AND SHALL NOT HOLD DEALUM LIABLE FOR ANY LOSSES YOU SUFFER AS A RESULT OF USING ANY OF THE SERVICES ON THE WEBSITE.

OUR SERVICES, WEBSITE, TOOLS AND INFORMATION ARE PROVIDED ON AN “AS IS” BASIS AND, OTHER THAN EXPRESSLY SET OUT IN THE TERMS, WITHOUT WARRANTIES OF ANY KIND. ALTHOUGH WE ARE STRIVING TO PROVIDE YOU AS QUALITY SERVICES AS POSSIBLE, WE DO NOT WARRANT THAT OUR WEBSITE OR SERVICES WILL BE ERROR-FREE AND UNINTERRUPTED NOR DO WE WARRANT THE ACCURACY OF ANY INFORMATION PROVIDED.

UNLESS EXPLICITLY STATED OTHERWISE, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, DEALUM OR ITS DIRECTORS, EMPLOYEES, PARTNERS AND AGENTS, ARE NOT LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF WEBSITE AND/OR SERVICES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, DEALUM AND ITS DIRECTORS, EMPLOYEES, AFFILIATES, SUPPLIERS AND PARTNERS WILL NOT BE LIABLE FOR ANY DAMAGES THAT EXCEED THE TOTAL AMOUNTS YOU HAVE PAID FOR THE SERVICES OR 500 EUROS, WHICHEVER IS LOWER.

We assume no liability for any content posted by other users on the Website or in course of your communication or for the non-operability or impaired accessibility to Website or Services due to, but without limitation to, technical difficulties or dependence on the services of the third parties.

You hereby acknowledge that Dealum does not provide any financial services nor do we provide professional financial or other advice. Dealum assumes no liability for any decisions you make based on suggestions made by Dealum or the information available via the Website.

You are solely responsible for creating backup copies of any of your content that you submit to Dealum.

Some states/jurisdictions do not allow exclusion of implied warranties or limitation of liability for incidental or consequential damages, so in such jurisdictions the above limitations or exclusions may not apply. In such case, our liability and that of its affiliates, suppliers and partners will be limited to the greatest extent permitted by law.

INDEMNIFICATION

You agree to defend, indemnify and hold harmless Dealum and our employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees), resulting from or arising out of your use and access of the Website and/or the Services.

SEVERABILITY

If any of the provisions of the Terms proves to be void or voidable, or is or becomes invalid in full or in part for any other reason, the remaining provisions of the Terms will continue to apply in full. We will replace the invalid stipulation by a stipulation that is valid and whose legal consequences, in view of the substance and purpose of the Terms, correspond as much as possible to those of the invalid stipulation.

ASSIGNMENT OF OBLIGATIONS

You may not assign or transfer your rights and obligations arising from these Terms in whole or in part without Dealum’s prior written approval.

You give your approval to Dealum for it to assign or transfer its rights and obligations arising from these Terms in whole or in part, including to: (i) a subsidiary or affiliate; (ii) an acquirer of Dealum’s equity, business or assets; or (iii) a successor by merger.

No joint venture, partnership, employment or agency relationship exists between you and Dealum as a result of the contract between you and Dealum or use of the Services.

NO WAIVER

Our failure to exercise or enforce any right or provision of this Agreement will not constitute a waiver of such right or provision.

CHANGES

We reserve the right, at our sole discretion, to make changes to the Terms at any time. If a revision is material we will provide at least 14 days notice on the website prior to any new terms taking effect. By using our Services after those revisions become effective, you agree to be bound by the revised Terms.

GOVERNING LAW

These Terms shall be governed and construed in accordance with the laws of Republic of Estonia, without regard to any choice of laws or conflicts of law provisions. You agree that any lawsuit arising from or related to Services shall be brought exclusively to courts located in Tallinn, Estonia and you consent to the exclusive jurisdiction of such courts.

DISPUTES

In case of any questions or if you wish to submit a complaint, please contact us at Raekoja plats 16, Tartu, Tartu county, 51004 or via e-mail at support@dealum.com