SSoloSearcher

Terms of Service

Draft v2 — Subject to counsel review. This document is a baseline draft rewritten for the multi-user shared-baseline model. Legal counsel should review and approve it before broad availability.

Effective Date: July 9, 2026

Last Updated: July 9, 2026

1. Acceptance of Terms

By accessing or using SoloSearcher ("Service"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree, do not use the Service.

The Service is operated by [Operating Entity — fill in legal name] ("we," "us," or "our"), a company organized under the laws of Delaware, United States.

2. Service Description

SoloSearcher is a system of record for small-business acquisition search. Core capabilities:

  • A shared baseline of small-business records assembled from public records (principally SBA PPP loan data released under FOIA and U.S. Census statistics), enriched with deterministic, clearly labeled estimates — visible to every user;
  • A private workspace layered on top: your notes, ratings, statuses, contacts, documents, extracted financials, and searches, visible only to you;
  • Document upload with AI-assisted financial extraction;
  • AI analysis skills powered by Anthropic's Claude; and
  • An agent API (MCP) so that AI agents you authorize can read and write your workspace on your behalf.

The Service is in active development. Features and availability may change.

3. Eligibility and Access

Access is currently waitlist- and invitation-gated. We reserve the right to approve or deny access at our sole discretion. You must be at least 18 years old to use the Service.

4. Accounts, Keys, and Agents

You are responsible for:

  • Maintaining the confidentiality of your credentials and of any API keys you create — an API key grants its holder the access printed on it (read, or read + write) to your entire workspace;
  • All activity under your account, including actions taken by AI agents you connect — your agent acts as you, and its writes are your writes;
  • Revoking keys you no longer use (keys expire by default; revocation is immediate); and
  • Notifying us at privacy@solosearcher.com if you suspect unauthorized access.

5. Acceptable Use

You agree not to:

  • Upload content that violates applicable law or third-party rights;
  • Attempt to access other users' private data or probe the isolation boundary;
  • Bulk-extract, scrape, or replicate the shared baseline beyond your own search use. The Service enforces per-account rate and volume limits; systematic exfiltration of the dataset — by browser automation, API, or connected agent — is a violation of these Terms and grounds for termination;
  • Resell, sublicense, or redistribute the shared baseline or the derived estimates as a dataset;
  • Circumvent rate limits, capability grants, or other technical controls;
  • Reverse engineer the Service except where such restriction is prohibited by law; or
  • Transmit malware or interfere with the Service's operation.

Your connected agents are bound by the same restrictions; instructing an agent to do any of the above is the same as doing it yourself.

5.1 Confidential deal materials

The Service is designed to handle confidential business information (CIMs, financial statements). By uploading such materials you represent that you have the right to do so and have complied with any applicable non-disclosure obligations. Uploaded materials are private to your account and encrypted as described in the Privacy Policy. We are not responsible for confidentiality breaches caused by your disclosure of credentials or keys, or by your own further disclosure of materials.

6. Intellectual Property

6.1 Our IP

The Service — software, design, derived estimates, scoring models, and the compiled shared baseline as a database — is our intellectual property or that of our licensors. Underlying public-record facts remain public; the compilation, enrichment, and estimates are ours.

6.2 Your data

You retain all rights to the content you upload and create in your private workspace. You grant us a limited license to store, process, and display it to you and your authorized agents for the purpose of operating the Service. Nothing you add is merged into the shared baseline.

6.3 AI-generated outputs

Analysis outputs generated for you belong to your workspace. They are produced by statistical models and provided as-is.

7. Estimates, AI Outputs, and No Advice — Important Disclaimers

  • Estimated financials are estimates. Figures such as estimated revenue, payroll, and seller discretionary earnings are modeled deterministically from public records and industry statistics, labeled with confidence levels, and explained in the methodology notes. They are not audited financials, appraisals, or valuations, and actual figures may differ materially.
  • AI analysis can be wrong. AI-generated analysis may contain errors, omissions, or hallucinations.
  • No professional advice. Nothing in the Service is investment, legal, tax, accounting, or lending advice. Verify all information independently — including directly with the target business — before making offers, signing agreements, or incurring obligations.
  • You bear transaction risk. Decisions you make using the Service are yours alone.

8. Payment Terms

The Service currently gates access via a waitlist; founding reservations use a card-verification step processed by Stripe (no charge at reservation). Paid subscription tiers, their pricing, and billing terms will be presented at purchase and governed by an updated version of these Terms; material pricing changes will be notified in advance.

9. Availability and Changes

The Service is provided without an uptime guarantee. We may modify, suspend, or discontinue features with reasonable notice where practicable. Shared-baseline coverage (regions, datasets) may expand or change over time.

10. Termination

By you: delete your account at any time in Settings. Deletion follows the schedule in the Privacy Policy (7-day cancellable grace period, then permanent deletion including destruction of your encryption key).

By us: we may suspend or terminate accounts that violate these Terms — including isolation-probing or bulk-extraction behavior — with notice where practicable. Rate-limit enforcement, key revocation, and capability narrowing are lesser remedies we may apply first.

Effect: upon termination, your right to use the Service ceases; data deletion follows the Privacy Policy schedule.

11. Disclaimers of Warranty

THE SERVICE, THE SHARED BASELINE, THE DERIVED ESTIMATES, AND ALL AI OUTPUTS ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SHARED BASELINE OR ANY ESTIMATE IS ACCURATE, COMPLETE, OR CURRENT.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST DATA, OR BUSINESS INTERRUPTION, ARISING FROM YOUR USE OF THE SERVICE — INCLUDING DECISIONS MADE IN RELIANCE ON SHARED-BASELINE DATA, ESTIMATES, OR AI OUTPUTS. OUR AGGREGATE LIABILITY SHALL NOT EXCEED THE GREATER OF (A) AMOUNTS YOU PAID US IN THE 12 MONTHS PRECEDING THE CLAIM OR (B) USD $100.

13. Indemnification

You agree to indemnify and hold us harmless from claims arising out of your content, your breach of these Terms (including NDA obligations governing materials you upload), or your — or your agents' — misuse of the Service.

14. Dispute Resolution

Governing law: Delaware, United States. Informal resolution first: contact privacy@solosearcher.com; we will attempt in good faith to resolve disputes within 30 days before either party initiates formal proceedings. Jurisdiction: state and federal courts located in Delaware. Class action waiver: disputes will be resolved on an individual basis to the maximum extent permitted by law.

15. Changes to These Terms

We may update these Terms. Material changes will be notified by email or in-app notice; continued use after the effective date constitutes acceptance.

16. General

These Terms, together with the Privacy Policy, constitute the entire agreement. If a provision is held unenforceable, the remainder stays in effect. Our failure to enforce a provision is not a waiver. You may not assign these Terms without our consent; we may assign them in connection with a merger or sale.

17. Contact

Questions about these Terms: privacy@solosearcher.com

Version: v2 · Draft: 2026-07-09