Terms of service

The Dealflou platform (the “Platform”) is operated by MasValor S.A.S. (“MasValor”, “we”), tax ID NIT 900681742-2, registered at Cra 11A # 99-25, Bogotá D.C., Colombia. By ticking the acceptance box, or by accessing or using the Platform, you agree to these Terms of Service (“Terms”).

If you accept on behalf of a firm, you represent that you are authorised to bind it, and “you” means both you and that firm. If you do not have that authority, do not accept. The Platform is for business use by institutional participants; it is not offered to anyone under 18.

The Privacy Policy and, where your firm processes personal data through the Platform, the Data Processing Agreement form part of these Terms. Where a signed master agreement exists between your firm and us, that agreement prevails over these Terms to the extent of any conflict.

Access is gated by a know-your-business intake. We approve firms based on regulatory standing, sanctions and AML screening, and the stated use case. Approval is discretionary; where we decline, we give the reason in the access-request decision unless we are legally prohibited from doing so. You must give accurate onboarding information and keep it current.

You are responsible for your credentials and for everything done under your account. Enable multi-factor authentication, do not share logins, and tell us at security@dealflou.com as soon as you suspect unauthorised access. Your firm’s admin controls membership and permissions and can remove your access.

We may not offer the Platform where doing so would breach sanctions or export-control law. You represent that you and your firm are not subject to such measures and will not make the Platform available to anyone who is.

Everything you upload — documents, financial information, notes, messages, signatures (“Your Content”) — remains yours or your client’s. We claim no ownership in it.

You grant us a worldwide, non-exclusive, royalty-free licence to host, store, copy, transmit, display and process Your Content strictly to operate and secure the Platform, to provide the features you turn on, and to comply with law. That licence exists for no other purpose and ends when the content is deleted, except for copies retained in backups for their ordinary cycle or where the law requires retention.

We do not train models on Your Content, and our AI sub-processors are contractually prohibited from doing so. We may use aggregated, de-identified statistics that cannot reasonably identify you, your firm, your client or a transaction — for example, median processing time across the Platform — to operate and improve the service.

You warrant that you have the rights needed to upload Your Content and to grant this licence, and that doing so breaches no confidentiality obligation, intellectual property right or law.

Documents in a workspace data room are confidential. Access is governed by the NDAs executed on the Platform and by the permissions the publishing firm sets; downloads are denied by default and must be granted explicitly; and every view is watermarked with the viewer’s identity and logged.

MasValor staff do not read customer content. Support staff obtain read access only when a firm admin explicitly grants it for a specific escalation, and every such access is recorded in the audit chain and visible to the firm. We will not disclose customer content to a third party except as set out in the Privacy Policy.

AI diligence analyses documents a firm has explicitly marked as available for AI processing, and produces findings, scores and summaries with citations. Output is generated by a language model and can be incomplete or wrong — including confident-sounding statements that the cited source does not support.

Output is decision support, not a decision, and not professional advice. You must verify every finding against its citation before relying on it. We do not warrant the accuracy, completeness or fitness of AI output, and you remain responsible for the due diligence you owe your own clients and counterparties.

You agree not to:

• Break the law — use the Platform to violate applicable law, including securities, competition, sanctions, anti-money-laundering and data-protection law.
• Misrepresent — list a mandate you do not hold, publish information you know to be false or misleading, or impersonate any person or firm.
• Circumvent controls — defeat access controls, watermarking, download restrictions or the audit chain, or access a workspace, deal or document you were not granted.
• Probe or attack — scan, penetration-test or stress the Platform outside the coordinated disclosure programme at security@dealflou.com, or introduce malicious code.
• Scrape or resell — extract data by automated means, or resell, sublicense or make the Platform available to a third party that is not an authorised user.
• Misuse confidential information — use information obtained under an NDA for any purpose other than evaluating the transaction, or breach the NDA you signed.
• Reverse engineer — decompile or disassemble the Platform, except to the extent that restriction is unenforceable under applicable law.

Report suspected misuse to legal@dealflou.com.

The Platform, its software, design system, documentation and trade marks are ours or our licensors’. These Terms grant you a limited, non-exclusive, non-transferable, revocable licence to use the Platform for your firm’s internal business purposes for as long as your subscription lasts. No other rights are granted, expressly or by implication.

If you send us feedback or suggestions, we may use them without restriction or obligation to you. We will not identify you as their source without your permission.

We aim to keep the Platform available continuously and will give advance notice of planned maintenance where practicable. Unless your firm has a signed service-level agreement, the Platform is provided without an uptime commitment. Support response targets are those stated for your plan.

You will indemnify us against third-party claims, and the reasonable costs of defending them, arising from Your Content, from your breach of these Terms or of an NDA executed on the Platform, or from your violation of law or of a third party’s rights. We will notify you promptly of any such claim, let you control the defence of it, and cooperate reasonably at your expense. This indemnity does not apply to the extent the claim arises from our own breach or negligence.

You may stop using the Platform and close your account at any time. We may suspend or terminate access if you materially breach these Terms and, where the breach can be cured, do not cure it within fifteen (15) days of notice; if we are legally required to; or immediately, without notice, where continued access poses a security risk or would place us in breach of sanctions or AML obligations. We give notice wherever it is practicable and lawful to do so.

On termination your licence ends and access stops. For thirty (30) days afterwards you may request an export of Your Content, which we will provide in a structured, commonly used format. After that period we delete or anonymise it on the schedule in the Privacy Policy, except where law requires retention. Sections 2, 4, 5, 10, 12–14 and 17–18 survive termination.

We may update these Terms. For changes that materially affect your rights or obligations we give at least thirty (30) days’ notice by email or in the Platform, and we update the effective date above. If you do not accept a change, stop using the Platform and cancel before it takes effect; continued use after that date means you accept it. We will not apply a material change retroactively to a dispute that arose before it.

• Entire agreement — these Terms, the Privacy Policy and the DPA are the whole agreement on their subject matter and replace any earlier understanding, except a signed master agreement.
• Severability — if a provision is unenforceable, it is limited or severed to the minimum extent necessary and the rest stays in force.
• No waiver — not enforcing a right on one occasion does not waive it.
• Assignment — you may not assign these Terms without our written consent; we may assign them to an affiliate or in connection with a merger or sale of substantially all our assets, on notice to you.
• No partnership — nothing here creates a partnership, joint venture, agency or employment relationship.
• Force majeure — neither party is liable for a failure caused by an event beyond its reasonable control, provided it takes reasonable steps to mitigate.
• Notices — we give notice to the email on your account; you give notice to legal@dealflou.com. Notice is effective on the business day after it is sent.
• Language — these Terms are published in English. If we issue a translation and the versions conflict, the Spanish version prevails for users domiciled in Colombia.