Terms of use

1. Who these terms are between

“Ground”, “we” and “us” mean the company operating this service. “Customer” means the firm that has been granted access. “You” means the individual using the service, whether as a member of the Customer’s team or as an investor invited by the Customer.

Where the Customer has signed a separate written agreement with us, that agreement governs and these terms apply only to the extent it is silent.

2. Access

Access is granted to named individuals and is not transferable. You are responsible for the accuracy of the address you sign in with and for anything done under your account. Sign-in links are personal — forwarding one gives the recipient your access. Tell us promptly if you believe an account has been compromised.

The Customer decides who may use its workspace and at what level of permission, and may add or remove people at any time. We may suspend an account that is being used in breach of these terms, or where suspension is needed to protect the service or another user.

3. Customer data

Information the Customer or its investors put into Ground remains theirs. We do not claim ownership of it. We process it in order to provide the service, to keep the service secure and working, and as otherwise permitted by our privacy policy.

The Customer is responsible for having the right to provide the information it puts into Ground, including information about its investors, and for the accuracy of that information.

4. Acceptable use

You agree not to:

• access, or try to access, information belonging to an investor or firm other than the one you have been granted access to;
• probe, scan, or interfere with the service or the infrastructure it runs on, except under a testing arrangement agreed with us in writing;
• use the service to store or transmit material that is unlawful, or that you do not have the right to hold;
• resell, sublicense, or provide the service to a third party; or
• attempt to derive the source code of the service, other than to the extent applicable law expressly permits.

5. Figures shown in the service

Ground derives figures from the entries and documents recorded in it and shows how each figure was calculated. Those figures are only as good as the underlying records, which are the Customer’s responsibility.

Nothing in the service is investment, legal, accounting, or tax advice. It does not replace the Customer’s books and records, its fund administrator, its auditors, or the governing documents of any investment. Where the service and an investment’s legal documents disagree, the legal documents govern.

6. Artificial intelligence features

Parts of the service prepare drafts, summaries, and answers automatically. These are drafts. They are intended to be reviewed and approved by a person before they are sent to an investor or relied on, and the service is built so that review is a required step rather than an optional one.

Automated output can be wrong or incomplete. We do not warrant that it is accurate, and responsibility for what is published to investors rests with the Customer.

7. Availability

We aim to keep the service available and to give reasonable notice of planned maintenance, but we do not guarantee uninterrupted availability. We may change, add to, or withdraw features, and will not remove a materially important feature without reasonable notice to the Customer.

8. Fees

Fees, billing period, and notice are set out in the Customer’s order or written agreement. Where no fee has been agreed, access is provided free of charge and may be withdrawn on reasonable notice.

9. Ending access

The Customer may stop using the service at any time. Either party may end the arrangement on notice as set out in the Customer’s agreement, or on thirty days’ notice where there is none. We may end or suspend access immediately for a material breach of these terms.

On termination the Customer may export its data for thirty days, after which we may delete it. Financial records that we are required to retain are kept for as long as the law requires.

10. Warranties and liability

The service is provided as it is. To the extent the law allows, we exclude implied warranties, including fitness for a particular purpose and non-infringement.

Neither party is liable for indirect or consequential loss, or for lost profits or lost data, however caused. Each party’s total liability arising out of the service is limited to the fees paid or payable for it in the twelve months before the event giving rise to the claim. Nothing here limits liability that cannot be limited by law, including for fraud or death or personal injury caused by negligence.

11. Changes to these terms

We may update these terms. Where a change is material we will give notice through the service or by email before it takes effect. Continuing to use the service after that date means you accept the updated terms.

12. Governing law

These terms are governed by the laws of the State of Delaware, without regard to its conflict of laws rules, and the courts of that state have exclusive jurisdiction over any dispute arising out of them.

13. Contact

Questions about these terms can be sent to legal@groundfirm.co.