Terms & Conditions

1. Parties and agreement

These Terms & Conditions (‘Terms’) govern your access to and use of the Valoxi platform and associated services (‘the Service’) provided by ADJV LLC (registration number: 0008087631), a limited liability company registered in the State of New Mexico, United States, whose registered address is 1209 Mountain Rd PL NE STE R, Albuquerque, NM 87110, trading as ‘Valoxi’ (‘we’, ‘us’, ‘our’).

By creating an account, requesting access, or using the Service, you agree to be bound by these Terms. If you are accessing the Service on behalf of a company or other legal entity, you confirm that you have authority to bind that entity to these Terms. If you do not agree to these Terms, you must not use the Service.

2. The Service

3. Accounts and access

You must provide accurate and complete information when creating an account and keep it up to date. You are responsible for maintaining the confidentiality of your login credentials and for all activity that occurs under your account.

The Service is intended for business use by individuals and organisations engaged in business acquisition activities. You must be 18 or over and legally capable of entering into contracts to use the Service.

Unless your subscription plan includes multi-user access, your account is for your individual use only. You must not share your login credentials with others or allow others to access the Service through your account.

4. Subscriptions and payment

The Service is offered on subscription plans as published on our pricing page. Current plans are Core, Professional, and Expert. Plan features and limits are as described at the time of subscription.

All prices are in US Dollars (USD) and are exclusive of any applicable taxes. You are responsible for determining and paying any taxes applicable to your subscription in your jurisdiction. UK business customers are responsible for accounting for any applicable VAT under the reverse charge mechanism. We do not add VAT to invoices.

Subscriptions are billed monthly or annually in advance, as selected at the time of purchase. Payments are processed by Stripe. By subscribing, you authorise Stripe to charge your payment method on a recurring basis. Subscriptions renew automatically at the end of each billing period unless you cancel before the renewal date through your account settings.

We may change subscription prices on giving you 30 days' notice by email. If you do not wish to continue at the new price, you may cancel before the new price takes effect. We do not offer refunds for partial billing periods. Exceptional refund requests will be considered at our discretion.

5. Acceptable use

You may use the Service for lawful purposes in connection with the genuine evaluation and execution of business acquisitions. You must not:

• — use the Service for any unlawful purpose or in violation of any applicable law or regulation
• — upload documents you do not have the right to share with us
• — use the Service to process data about individuals without a lawful basis for doing so
• — attempt to circumvent any security measures, access controls, or account limits
• — reverse engineer, decompile, or attempt to extract the source code or underlying models
• — use the Service to develop a product or service that competes with Valoxi
• — share, resell, or sublicense access to the Service without our written consent
• — use the Service to process documents for third parties on a commercial basis without our consent
• — upload malicious code, viruses, or any content designed to disrupt the Service

We reserve the right to suspend or terminate your account immediately if we believe you have breached these Terms, without refund.

6. Your content and data

You retain ownership of all documents, data, and content you upload to the Service (‘Your Content’). By uploading Your Content, you grant us a limited, non-exclusive licence to process and use it solely for the purpose of providing the Service to you.

You are solely responsible for Your Content. You represent and warrant that you have the right to upload and share it with us, that it does not infringe any third party's rights, that where it contains personal data about third parties you have a lawful basis for sharing it, and that it does not contain anything unlawful or harmful.

We do not use your uploaded documents, deal data, or analysis outputs to train, fine-tune, or improve any AI model. Your Content is processed only to deliver the Service to you.

7. Outputs and reliance

All analysis, modelling, document templates, and other outputs generated by the Service (‘Outputs’) are produced by an AI system based on the data you provide. Outputs are informational in nature. We do not warrant that Outputs are accurate, complete, current, or suitable for any purpose.

No Output constitutes financial advice, legal advice, investment advice, tax advice, or any other regulated advice in any jurisdiction. You must not rely on any Output as the sole basis for any significant financial or legal decision. Always seek independent professional advice before proceeding with any acquisition.

Document templates generated by the platform — including NDAs, offer letters, and heads of terms — are starting-point drafts only. They must be reviewed and approved by a qualified legal professional before use in any transaction. We accept no liability for the use of documents in their unreviewed form.

8. Intellectual property

The Service, including the platform, software, AI models, design, branding, and all associated content created by us, is owned by or licensed to ADJV LLC. You are granted a limited, non-exclusive, non-transferable licence to use the Service for the purpose of your subscription. You may not copy, modify, distribute, or create derivative works from any of our intellectual property.

If you provide feedback, suggestions, or ideas about the Service, you grant us a royalty-free, irrevocable licence to use that feedback for any purpose without obligation to you.

9. Confidentiality

Each party may receive confidential information from the other in connection with the Service. We will maintain the confidentiality of Your Content and any deal-specific information you share with us. You will maintain the confidentiality of any non-public information about the Service, our technology, or our business that we share with you. These obligations do not apply to information that is already publicly available or required to be disclosed by law.

10. Disclaimer of warranties

THE SERVICE IS PROVIDED ‘AS IS’ AND ‘AS AVAILABLE’ WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ADJV LLC EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

11. Limitation of liability

To the maximum extent permitted by applicable law, we shall not be liable for:

• — any loss of profit, revenue, or anticipated savings
• — any loss of business or contracts
• — any loss of data
• — any indirect, consequential, special, or punitive loss
• — any loss arising from reliance on any Output without independent professional verification
• — any loss arising from a transaction that proceeds on the basis of incomplete, inaccurate, or fraudulent information provided by a seller

Our total aggregate liability to you in connection with the Service, whether in contract, tort, breach of statutory duty, or otherwise, shall not exceed the total fees paid by you in the 12 months preceding the event giving rise to the claim.

Nothing in these Terms excludes or limits liability that cannot be excluded or limited under applicable law.

12. Indemnity

You agree to indemnify, defend, and hold harmless ADJV LLC and its members, managers, officers, and employees from and against any claims, liabilities, losses, and expenses (including reasonable legal fees) arising from your breach of these Terms, your use of the Service in violation of applicable law, or any third-party claim arising from Your Content.

13. Termination

You may cancel your subscription at any time through your account settings. Cancellation takes effect at the end of the current billing period.

We may suspend or terminate your access to the Service immediately without notice if you breach these Terms, if required by law, or if we determine that continued access poses a risk to the Service or other users. We may also terminate the Service on 30 days' notice if we decide to discontinue it.

On termination, your right to use the Service ends. We will retain Your Content for 30 days, during which time you may request an export. After 30 days, Your Content will be permanently deleted.

14. Governing law and disputes

These Terms are governed by the laws of the State of New Mexico, United States, without regard to its conflict of law principles. Any dispute arising from these Terms or your use of the Service shall be subject to the exclusive jurisdiction of the state and federal courts located in New Mexico.

If you are a UK or EU user, you may also have rights under applicable consumer or business protection laws in your jurisdiction that cannot be excluded by this clause. Nothing in these Terms affects those rights.

15. General

• Entire agreement. These Terms, together with the Privacy Policy and Cookie Policy, constitute the entire agreement between us regarding the Service.
• Severability. If any provision of these Terms is found unenforceable, the remaining provisions continue in full force.
• No waiver. Our failure to enforce any right does not constitute a waiver of that right.
• Assignment. You may not assign your rights under these Terms without our consent. We may assign ours to a successor business.
• Updates. We may update these Terms. We will notify you of material changes with at least 30 days' notice. Continued use after that date constitutes acceptance.

16. Contact

Questions about these Terms: hello@valoxi.ai

Registered legal entity: ADJV LLC (trading as Valoxi) · Registration no. 0008087631 · 1209 Mountain Rd PL NE STE R, Albuquerque, NM 87110, United States.