1. Agreement & Acceptance

These Terms of Service ("Terms") constitute a legally binding agreement between you (“User,” “you,” or “your”) and Valyte ("Valyte," “we,” “us,” or “our”) governing your access to and use of our website, tools, and related services (the “Services”). By accessing, browsing, or using the Services, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree with these Terms, you must not access or use the Services.

2. Eligibility & Account

You must be at least 18 years of age (or the age of legal majority in your jurisdiction) and possess the legal authority to enter into a binding contract. If you register for an account, you agree to provide accurate, current, and complete information. You are solely responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to notify us immediately of any unauthorized use of your account. We reserve the right to suspend or terminate your account at our sole discretion for any reason, including any violation of these Terms.

3. Service Description & Use

Valyte provides access to financial, operational, and benchmarking data, analytics tools, and related content for informational and educational purposes only. The Services are intended for your internal, non-commercial use, unless a separate commercial agreement is executed with Valyte.

You agree not to use the Services for any unlawful purpose or in any way that could harm, disable, or impair the Services or interfere with any other party's use of the Services. Prohibited activities include, but are not limited to:

• Reverse engineering, decompiling, or disassembling any aspect of the Services.

• Scraping, data mining, or bulk downloading of data or content, unless expressly permitted by your subscription tier.

• Hacking, bypassing, or interfering with any security features of the Services.

• Redistributing, selling, or sublicensing any content or data from the Services to any third party.

• Using the data provided to create or develop a competing product or service.

  
  

4. Subscription, Fees & Payments

If you purchase a paid subscription, you agree to pay all applicable fees as described at the time of your subscription. All payments are non-refundable, except as required by applicable law or as explicitly stated in our refund policy. We reserve the right to change our subscription fees upon reasonable advance notice. If your payment method fails, we may suspend or terminate your access to the premium features of the Services.

5. Intellectual Property

The Services and all of their original content, data, text, graphics, logos, software, and other materials are the exclusive property of Valyte or its licensors and are protected by copyright, trademark, and other intellectual property laws. We grant you a limited, non-exclusive, non-transferable, and revocable license to access and use the Services strictly in accordance with these Terms. You agree not to copy, reproduce, modify, distribute, display, or create derivative works from any content on the Services without our express written permission. All rights not expressly granted herein are reserved by Valyte.

6. Disclaimers & No Investment Advice

The data and materials provided through the Services are for informational purposes only and do not, under any circumstances, constitute financial, legal, tax, or investment advice, nor are they a recommendation or solicitation to buy, sell, or hold any security or investment.

Valyte is not a registered investment advisor, broker-dealer, or financial analyst. The information provided is not tailored to your specific investment objectives, financial situation, or needs. We do not guarantee the accuracy, completeness, timeliness, or reliability of any data or information available through the Services. All financial investments carry a degree of risk, and you should be aware that you could lose all or a portion of your investment.

You bear sole responsibility for your own investment research, decisions, and outcomes. Before making any financial decisions, you should conduct your own due diligence and consult with a qualified, independent financial professional.

7. Limitation of Liability

To the maximum extent permitted by law, Valyte, its affiliates, officers, directors, employees, and agents shall not be liable to you or any third party for any direct, indirect, incidental, consequential, punitive, special, or exemplary damages, including but not limited to, damages for loss of profits, goodwill, data, or other intangible losses, arising from or in connection with:

• Your use of or inability to use the Services.

• Any investment decisions you make based on data or information obtained from the Services.

• The performance or non-performance of the Services.

• Errors, inaccuracies, or omissions in the data provided.

  
  

In no event shall Valyte’s total aggregate liability to you for all damages, losses, and causes of action exceed the amount of fees, if any, paid by you to Valyte in the twelve (12) months immediately preceding the event giving rise to the claim. These limitations shall apply regardless of the form of action, whether in contract, tort (including negligence), or otherwise, and even if Valyte has been advised of the possibility of such damages.

8. Indemnification

You agree to indemnify, defend, and hold harmless Valyte and its officers, directors, employees, agents, and affiliates from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or in any way connected with your access to or use of the Services, your violation of these Terms, your infringement of any intellectual property or other right of any person or entity, or any investment decisions you make based on the information provided by the Services.

9. Termination & Suspension

We may suspend, restrict, or terminate your access to the Services at any time, with or without cause or notice, for any reason, including for a violation of these Terms. Upon termination, your right to use the Services will immediately cease. Sections that by their nature are intended to survive termination (including, but not limited to, Intellectual Property, Disclaimers & No Investment Advice, Limitation of Liability, and Indemnification) shall survive.

10. Modifications

We reserve the right to modify or revise these Terms at our sole discretion. If a revision is material, we will make reasonable efforts to provide notice, such as by posting a banner on our website or sending an email. Your continued use of the Services after such modifications become effective constitutes your acceptance of the new Terms.

11. Governing Law & Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of Delaware, without regard to its conflict of law principles. Any legal action or proceeding arising under these Terms will be brought exclusively in the federal or state courts located in Delaware, and the parties irrevocably consent to the personal jurisdiction and venue therein.

12. Severability & Waiver

If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that the Terms will otherwise remain in full force and effect. Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights.

13. Entire Agreement

These Terms, together with our Privacy Policy, constitute the entire and exclusive agreement between you and Valyte regarding your use of the Services and supersede all prior agreements, whether written or oral.