Use of the Reccy App

These terms cover the use of the subscription service hosted at https://app.reccy.ai where users access a range of services built around analysis and exploration of Data Rooms. They were last updated on 28 November 2024.

TERMS OF RECCY APP USE

By accessing or using our app, you acknowledge that you have read, understood, and agree to these Terms of Use.

1. Acceptance of Terms

By accessing or using our app (“Service”), which is an online application hosted on the domain reccy.ai you agree to be bound by these Terms of Use. If you do not agree to these terms, you must refrain from using the Service. Your continued use of the Service following the posting of any changes to these terms will constitute your acceptance of such changes.

2. Investment Decisions

The Service provides tools for analysing data rooms for the purpose of investment, merger, or acquisition (“Purpose”) of a company, contracts, client records or any other form of business assets. However, all decisions made by users based on the information or tools provided by the app are solely the responsibility of the user. The app is not responsible for any financial or business decisions taken by users, nor any outcomes arising from those decisions.

3. Information Accuracy

While the Service aims to facilitate the analysis of data rooms, it does not verify, endorse, or guarantee the accuracy, reliability, or completeness of any information provided or uploaded by users or third parties. Users must independently verify any information used within the app. The app is not responsible for any inaccuracies or misrepresentations.

4. Access and Data Management

Users are solely responsible for managing access to the app, including granting or revoking access to other users. Users must exercise due care when deciding who to grant access to and are solely responsible for adding to or removing information from the app. The app assumes no liability for unauthorised access, information leaks, or any actions taken by users or third parties with access.

    For security purposes, if a room in Reccy is deleted, it is permanently erased to avoid any risk of data remaining once a project is concluded.

    5. Prohibited Conduct

    Users agree that they will not:

    • Copy, modify, or attempt to reverse-engineer the app’s software or features.
    • Directly or indirectly compete with the app by replicating its functionality or developing competing products based on the app’s tools or insights.
    • Share any proprietary information or functionality of the app with third parties without prior written permission from the app’s owners.
    • Copy, extract, or replicate any part of the app’s code, design, interface, or underlying technology, nor attempt to create derivative works based on the app’s structure or features.
    • Any violation of these prohibitions may result in termination of access and legal action.

    6. Intellectual Property and Code Protection

    The Service, including but not limited to its code, design, user interface, features, and all underlying technology, is protected by intellectual property laws. Users may not:

    • Copy, distribute, display, perform, or create derivative works from any part of the app’s code, design, or features.
    • Extract or reverse-engineer the app’s code or attempt to discover the source code.
      Use any portion of the app’s code or design for the purpose of creating competing software or services.

    Any breach of this clause may result in termination of access and legal action, including but not limited to claims for damages and injunctive relief.

    7. Limitation of Liability

    To the maximum extent permitted by law, the app’s liability is limited to 110% of any fees paid by the user for the Service in the twelve months preceding the claim. Under no circumstances will the app be liable for any indirect, incidental, special, or consequential damages arising out of or related to the use or inability to use the app.

    8. Free Trial

    Any trial is limited to one trial per group of companies, advisory firm or individual. It is granted after a video call with one of our team. We reserve the right to refuse a trial.

      The trial covers up to three users for Data Rooms up to 1Gb in size and you will need to have a data room on hand for you to test as the trial starts once access is provided. Should you continue beyond 14 days, create more than one data room, or have a requirement of more than 1Gb you will need to pay for use of Reccy.

      9. Fair Use

      We have a fair use policy in place. While we accommodate multiple users and extensive query capabilities, we monitor usage to ensure costs remain sustainable. If we find that your account’s usage approaches or exceeds the monthly fee in operational costs, we will contact you to discuss options for continuing with Reccy. We reserve the right to terminate your account.

      10. Security and Non-Disclosure

      Employees and representatives of Reccy AI Limited or Unloq Limited are on hand to help you with set up, technical support and training. During the process of assisting you they will be given access to Confidential Information contained within your Data Room – covering the names of the persons, businesses, advisors and all the documentation contained within the room. For as long as they have access to the data room they:

      • Undertake not to download, share or save any of the Confidential Information.
      • Undertake not to share any login information for any of the users of the Data Room.
      • Undertake not to disclose any of the Confidential Information with any third parties.
      • Undertake not to publish any of the Confidential Information anywhere where it could be read publicly.

        Every client is in full control of which users have access to any of their data rooms and can choose to remove any or all of the access at any time.

        11. Use of Generative AI

        The Service makes use of artificial intelligence, including Large Language Models (LLMs), to provide analysis and insights. AI technologies are inherently probabilistic and may produce incorrect, incomplete, or misleading information. Users agree that:

        • AI-generated outputs are provided “as is” for informational purposes only and do not constitute professional advice.
        • The Service does not guarantee the accuracy, completeness, or usefulness of any AI-generated outputs.
        • Users are solely responsible for verifying the accuracy and suitability of any AI-generated information before making any decisions based on it.
        • The Service is not liable for any errors or omissions in the AI-generated outputs or for any actions taken in reliance on them.

        12. Payment and Invoicing

        Monthly Invoicing: Invoices are generated on a monthly basis and are charged for all active data rooms during the month to which the invoice relates. If a data room remains open and accessible at any time during the month, it is considered live and will be charged during that month.

          Payment Terms: Invoices must be paid within the stated payment lead time, which is typically 30 days from the date of the invoice, unless otherwise agreed in writing.

          Failure to Pay: If payment is not made within the specified time, we reserve the right to suspend access to the app or any live rooms, or to delete rooms for which payment has not been received. We are not liable for any data loss, business interruption, or other consequences resulting from such suspension or deletion.

          13. Changes to the Terms

          We reserve the right to modify or update these Terms of Use at any time. Any changes will be posted on our website, and your continued use of the Service after such updates will be deemed as acceptance of the updated Terms.

          14. Assignment of Rights

          We may assign or transfer our rights and obligations under these Terms to any other entity in the event of a merger, acquisition, or sale of assets, or by operation of law. Your rights under these Terms are personal and may not be assigned to any third party without our prior written consent.

          15. Governing Law

          These Terms of Use are governed by and construed in accordance with the laws of Great Britain and Northern Ireland. Any disputes arising out of or relating to these Terms will be subject to the exclusive jurisdiction of the courts of Great Britain and Northern Ireland.

            Nothing in this Agreement will prevent the Recipient from making any disclosure of the Confidential Information required by law or by any competent authority.

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            Your Reccy room is secure, and encrypted at rest. We do not train our systems on your data or pass to any insecure third-party companies. Only those authorised by you can see your documents.

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            Privacy and Security

            Privacy and Security

            Your Reccy room is secure, and encrypted at rest. We do not train our systems on your data or pass to any insecure third-party companies. Only those authorised by you can see your documents.

            With Reccy:

            • Each room is private and only seen by authorised users
            • You have full administration of access to each room
            • When deleted, a room is permanently erased
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