Terms of Service

These Terms of Service (the Terms) are a binding agreement between Netsky LLC, doing business as Zenith Analysis (Zenith, we, us, or our), and the person or organization that accesses or uses our websites, software, financial analysis tools, data rooms, reports, integrations, and related services (collectively, the Service). If you use the Service for an organization, Customer means that organization and you represent that you have authority to bind it.

By accessing or using the Service, creating an account, accepting an order form, or clicking to accept these Terms, you agree to these Terms. If you do not agree, do not use the Service. Our Privacy Policy, Cookie Policy, and, where applicable, Data Processing Addendum are incorporated by reference.

1. Eligibility and business use

You must be at least 18 years old and legally capable of entering a contract. The Service is offered primarily for business and professional use, not personal, family, or household use. You may not use the Service if applicable law prohibits you from doing so.

2. Accounts and authorized users

• Customer is responsible for its account, all authorized users, and all activity conducted through their credentials.
• Registration and account information must be accurate, current, and complete. Credentials may not be shared except through functionality expressly designed for shared access.
• You must promptly notify us at support@zenithanalysis.com of suspected unauthorized access or a security incident involving the Service.
• Customer is responsible for configuring user roles, sharing links, data-room permissions, and connected services appropriately.

3. Orders, fees, and payment

Paid features may be governed by an order form, checkout page, statement of work, or other ordering document (each, an Order). Customer will pay the fees and taxes stated in the applicable Order. Unless an Order says otherwise, fees are charged in U.S. dollars, payment obligations are non-cancelable, and fees paid are non-refundable except as required by law. Recurring subscriptions renew for the stated renewal period unless canceled before renewal. We may suspend paid access for overdue undisputed amounts after reasonable notice.

If an Order conflicts with these Terms, the Order controls for that transaction. A negotiated master services agreement signed by both parties controls over both the Order and these Terms to the extent of a conflict.

4. License and acceptable use

Subject to these Terms and payment of applicable fees, Zenith grants Customer a limited, non-exclusive, non-transferable, non-sublicensable right during the applicable term to use the Service for Customer's internal business purposes.

You may not, and may not help anyone else to:

• use the Service in violation of law or third-party rights;
• upload malware or unlawful content, probe or disrupt the Service, bypass security or usage controls, or gain unauthorized access to any system or account;
• reverse engineer, decompile, copy, frame, mirror, scrape, or create derivative works of the Service except to the limited extent a restriction is prohibited by law;
• resell, sublicense, rent, time-share, or provide the Service to third parties except through authorized data-room and collaboration features;
• use the Service or its output to develop, train, benchmark, or improve a competing product or model, or publish performance tests without our written consent;
• submit data you do not have the right to process or instructions that would cause Zenith to violate applicable law; or
• use automated means at a rate that materially burdens the Service or exceeds documented limits.

5. Customer Data

Customer Datameans data, documents, files, prompts, accounting records, bank information, and other content submitted to or collected by the Service on Customer's behalf. As between the parties, Customer retains all rights in Customer Data. Customer grants Zenith a worldwide, non-exclusive, limited license to host, copy, transmit, transform, analyze, and display Customer Data only as needed to provide, secure, support, and improve the Service, comply with law, and exercise our rights under these Terms.

Customer represents that it has provided all notices and obtained all rights, permissions, and lawful bases needed for Zenith to process Customer Data as contemplated by these Terms. Customer is responsible for the accuracy and legality of Customer Data and for maintaining source records and independent backups appropriate to its needs.

6. Confidentiality

Confidential Informationmeans non-public information disclosed by one party to the other that reasonably should be understood as confidential. It excludes information that the recipient can document: (a) is publicly available without breach; (b) was already lawfully known without a duty of confidentiality; (c) was received lawfully from a third party without restriction; or (d) was independently developed without use of the discloser's Confidential Information.

The recipient will use Confidential Information only to perform or receive the Service, apply reasonable safeguards, and disclose it only to personnel and service providers who need to know it and are bound by confidentiality duties. A recipient may disclose information when legally required after giving advance notice where permitted and reasonable assistance at the discloser's expense. Customer Data is Customer's Confidential Information; non-public details of the Service are Zenith's Confidential Information.

7. Connected services and third parties

The Service may connect to or depend on third-party products, including accounting, banking, payment, identity, storage, analytics, and artificial-intelligence providers. Your use of a third-party service is governed by its own terms. By enabling an integration, Customer authorizes Zenith and that provider to exchange the information necessary to operate it. Zenith does not control and is not responsible for third-party services, their availability, or changes they make. We may discontinue an integration if its provider stops supporting it or if continued use creates legal, security, or operational risk.

8. AI-assisted features

Some features use machine learning or generative AI to parse documents, classify data, identify patterns, answer questions, or draft analysis. AI output may be incomplete, inaccurate, or unsuitable for a particular purpose. Customer must review output and apply professional judgment before relying on it. Customer may not represent AI-generated output as independently verified by Zenith unless Zenith expressly provides a separate written verification or expert-review service.

9. No professional advice

Zenith provides software and analytical tools, not legal, tax, audit, investment, valuation, or accounting advice. The Service does not replace source-document review, professional due diligence, an audit or quality-of-earnings engagement, or advice from qualified professionals. You are solely responsible for decisions made using the Service. No fiduciary, accountant-client, attorney-client, or investment-adviser relationship is created.

10. Zenith technology, feedback, and aggregated data

Zenith and its licensors retain all rights in the Service, software, workflows, models, designs, documentation, and related technology. Except for the limited license above, no rights are granted by implication. If you provide ideas or feedback, you grant Zenith a perpetual, irrevocable, royalty-free right to use it without restriction or attribution.

Zenith may create and use aggregated or de-identified information that does not identify Customer or any person for analytics, security, benchmarking, and Service improvement. We will not attempt to reidentify data that we maintain as de-identified except to test our de-identification methods or as permitted by law.

11. Security and privacy

We maintain reasonable administrative, technical, and organizational safeguards appropriate to the nature of the Service and Customer Data. No system is completely secure, and Zenith does not guarantee that unauthorized access or loss will never occur. Our processing of personal information is described in the Privacy Policy. If Zenith processes personal data for Customer as a processor or service provider, the Data Processing Addendum applies.

12. Suspension, term, and termination

These Terms apply while you use the Service. Either party may terminate an Order as stated in that Order. We may suspend or limit access immediately if reasonably necessary to prevent harm, address a security threat, comply with law, respond to nonpayment, or stop a material violation of these Terms. Where practicable, we will give notice and an opportunity to cure.

On termination, Customer's right to use the Service ends and outstanding fees become due. Subject to the applicable Order, law, and our retention obligations, Customer may request an export or deletion of Customer Data before termination or by contacting privacy@zenithanalysis.com. We may delete Customer Data after termination in accordance with our retention practices. Sections that by their nature should survive—including ownership, confidentiality, payment, disclaimers, liability limits, indemnity, and dispute terms—will survive.

13. Warranties and disclaimers

Each party represents it has authority to enter these Terms. THE SERVICE AND ALL OUTPUT ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE FULLEST EXTENT PERMITTED BY LAW, ZENITH AND ITS SUPPLIERS DISCLAIM ALL EXPRESS, IMPLIED, AND STATUTORY WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AND ANY WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR THAT OUTPUT WILL BE COMPLETE OR ACCURATE. Nothing in these Terms excludes a warranty or right that cannot lawfully be excluded.

14. Indemnification

Customer will defend, indemnify, and hold harmless Zenith and its officers, employees, and agents from third-party claims, damages, and reasonable costs (including attorneys' fees) arising from Customer Data, Customer's or an authorized user's violation of these Terms or law, or Customer's infringement or misuse of third-party rights. Zenith may control the defense with counsel of its choice, and Customer may not settle a claim in a manner that admits fault by or imposes obligations on Zenith without our written consent.

15. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER ZENITH NOR ITS SUPPLIERS WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES; LOSS OF PROFITS, REVENUE, GOODWILL, OR DATA; BUSINESS INTERRUPTION; OR THE COST OF SUBSTITUTE SERVICES, EVEN IF ADVISED THAT SUCH DAMAGES ARE POSSIBLE. ZENITH'S TOTAL LIABILITY ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE GREATER OF $100 OR THE AMOUNTS CUSTOMER PAID TO ZENITH FOR THE AFFECTED SERVICE DURING THE SIX MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM. These limits apply to the fullest extent permitted by law and do not apply where liability cannot lawfully be limited.

16. Dispute resolution and governing law

Before filing a claim, each party will give the other written notice describing the dispute and requested relief and will try in good faith for 45 days to resolve it. Notices to Zenith must be sent to legal@zenithanalysis.com.

These Terms are governed by Texas law, without regard to conflict-of-law rules. Except for an individual claim eligible for small-claims court or a request for injunctive relief to protect intellectual property or Confidential Information, any dispute arising from these Terms or the Service will be resolved by binding individual arbitration administered by JAMS under its applicable streamlined or comprehensive rules. The Federal Arbitration Act governs this provision. Hearings may occur remotely unless the arbitrator requires otherwise.

EACH PARTY WAIVES A JURY TRIAL AND AGREES TO BRING CLAIMS ONLY IN ITS INDIVIDUAL CAPACITY, NOT AS A PLAINTIFF OR CLASS MEMBER IN A CLASS, CONSOLIDATED, COLLECTIVE, OR REPRESENTATIVE ACTION. If a claim is not subject to arbitration, the parties consent to exclusive jurisdiction in the state or federal courts located in Texas that have jurisdiction over the dispute.

You may opt out of arbitration by emailing legal@zenithanalysis.com within 30 days after first accepting these Terms. Include your full legal name, organization, account email, and a clear statement that you opt out of arbitration. Opting out does not affect the rest of these Terms.

17. General terms

• Changes.We may update these Terms. If a change materially reduces Customer's rights, we will provide reasonable advance notice through the Service or by email when practicable. The updated date above shows when the current version took effect.
• Assignment. Customer may not assign these Terms without our written consent. Zenith may assign them in connection with a merger, reorganization, sale of assets, or by operation of law.
• Export and sanctions. You will comply with applicable export-control and sanctions laws and will not permit access by prohibited persons or from embargoed regions.
• Notices and electronic communications. You consent to receive notices electronically. Notices are effective when sent to the account email or posted prominently in the Service.
• Force majeure. Neither party is liable for delay caused by events beyond its reasonable control, except for payment obligations.
• Severability; waiver. An unenforceable provision will be modified to the minimum extent needed, and the remaining provisions continue. Failure to enforce a provision is not a waiver.
• Entire agreement. These Terms, applicable Orders, and incorporated policies are the entire agreement about the Service and supersede prior discussions on that subject.

18. Contact

Questions about these Terms may be sent to Netsky LLC, doing business as Zenith Analysis, at legal@zenithanalysis.com.