Terms of Service

Our Service is intended for sophisticated business professionals involved in corporate finance, private equity, and mergers and acquisitions. By using our Service, you represent and warrant that:

• You are at least 18 years of age and have the legal capacity to enter into a binding agreement.
• You are accessing the Service in your capacity as a business professional or on behalf of a legal entity you are authorized to represent.
• You will provide accurate, complete, and current information when creating an account or submitting any information through our platform.
• You will maintain the security of your account credentials and notify us immediately of any unauthorized access.
• You will not share your account access with any third party.

We reserve the right to decline registration, suspend, or terminate any account at our discretion, including for non-compliance with these Terms.

Divestitures.com provides a digital platform for middle-market technology company divestitures and acquisitions, including:

• Valuation Tools: Preliminary, data-driven valuation analysis for technology businesses. These are informational estimates only and not formal appraisals.
• Deal Marketplace: A confidential platform where qualified owners can list divestiture opportunities and qualified acquirers can review and engage with curated deal flow.
• Document Management: Secure data rooms, NDA management, and digital agreement execution tools.
• Advisory Services: Investment banking advisory services provided pursuant to a separately executed engagement letter.
• Market Intelligence: Data, analysis, and content regarding middle-market technology M&A trends.

The information, tools and content provided through the Service, including any automated valuation outputs, market data, articles and commentary, are provided for informational purposes only and do not constitute:

• Financial, investment, or accounting advice
• Legal advice or legal services
• Tax advice
• A formal business valuation or appraisal
• A recommendation to buy, sell, or hold any security or business interest

Any preliminary valuation or market analysis provided through our platform is based on limited, self-reported data and general market conditions. Actual transaction values may differ materially. You should consult with qualified financial, legal, and tax advisors before making any decisions based on information obtained through our Service.

A formal investment banking engagement, with all associated professional obligations, is established only upon execution of a written Engagement Letter.

The platform facilitates the exchange of highly sensitive business and financial information. All users agree to the following confidentiality obligations:

• All information accessed through the platform about any third-party opportunity, company, or transaction is strictly confidential and may only be used for the purpose of evaluating a potential transaction on the platform.
• You may not disclose, reproduce, distribute, or use any confidential information obtained through the platform for any purpose other than evaluating the specific opportunity for which access was granted.
• By signing an NDA through our platform, you agree to be bound by the terms of that NDA in addition to these general confidentiality obligations.
• These confidentiality obligations survive the termination of your use of the Service.

Violation of confidentiality obligations may result in immediate account termination and may give rise to civil liability.

You agree to use the Service only for lawful purposes and in accordance with these Terms. You expressly agree not to:

• Provide false, misleading, or inaccurate information in any submission, profile, or communication on the platform.
• Attempt to contact any party introduced through the platform through channels other than the platform itself, for the purpose of circumventing any advisory fees.
• Use any confidential information obtained through the platform for purposes other than evaluating a specific transaction.
• Reverse engineer, scrape, or attempt to extract data or intellectual property from the platform.
• Introduce or transmit any virus, malware, or other harmful code.
• Impersonate any person or entity or misrepresent your affiliation with any entity.
• Use the Service in any manner that violates applicable securities laws, including insider trading regulations.
• Attempt to gain unauthorized access to any portion of the platform or its related systems.

All content, features and functionality of the Service, including but not limited to text, graphics, logos, design elements, software, valuation models and proprietary data, are the exclusive property of Divestitures.com and/or its parent company FIH.com, and are protected by applicable intellectual property laws.

You are granted a limited, non-exclusive, non-transferable, revocable license to access and use the Service for its intended purpose. You may not copy, modify, distribute, sell, or otherwise exploit any portion of the Service without our express written permission.

By submitting content to the platform (including company information, financial data, and communications), you grant Divestitures.com a limited license to use, store, and process that information solely for the purpose of providing the Service.

Access to the basic features of the platform is provided without charge. Investment banking advisory services are provided pursuant to a separately executed Engagement Letter, which will specify:

• The scope of advisory services to be provided
• The fee structure, which is success-based and calculated as a percentage of transaction value
• Any applicable retainer or expense reimbursement provisions
• The circumstances under which fees become earned and payable

Our published fee structure is a success fee of 1.4% to 2.9% of enterprise value, payable on completion of a transaction, with no retainer and no upfront fees. Those rates are indicative and scale with deal size. Actual fees are governed by the executed Engagement Letter.

Disclaimer of Warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR THAT ANY DEFECTS WILL BE CORRECTED.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, DIVESTITURES.COM AND ITS PARENT COMPANY FIH.COM, OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITIES, ARISING FROM YOUR USE OF OR INABILITY TO USE THE SERVICE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

In jurisdictions that do not allow the exclusion or limitation of liability, our liability is limited to the fullest extent permitted by law. Our total aggregate liability to you shall not exceed the greater of (i) fees paid by you to us in the twelve months preceding the claim, or (ii) one hundred U.S. dollars ($100).

You agree to indemnify, defend, and hold harmless Divestitures.com, FIH.com, and their respective officers, directors, employees, agents, and successors from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising from or relating to:

• Your use of or access to the Service
• Your violation of these Terms
• Your violation of any third-party right, including confidentiality or intellectual property rights
• Any false or misleading information you have provided

The Service may contain links to third-party websites and services. These links are provided for convenience only. We have no control over the content, privacy practices, or operations of third-party sites and assume no responsibility for them. Your use of any third-party site is governed by that site's own terms and privacy policy.

Your use of the Service is also governed by our Privacy Policy, which is incorporated into these Terms by reference. Please review our Privacy Policy to understand our practices regarding the collection, use, and disclosure of your personal information.

We may suspend or terminate your access to the Service at any time, with or without cause or notice, for any reason, including violation of these Terms. You may terminate your account at any time by contacting us.

Upon termination:

• Your right to access the Service will immediately cease.
• Confidentiality obligations with respect to information accessed through the platform survive indefinitely.
• Any provisions of these Terms that by their nature should survive termination shall survive, including Sections 4, 5, 6, 8, 9, and 13.

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law provisions.

Any dispute arising from these Terms or your use of the Service shall first be subject to good-faith negotiation for a period of 30 days. If not resolved, disputes shall be submitted to binding arbitration in accordance with the rules of the American Arbitration Association, conducted in English in the state of Delaware. Each party shall bear its own costs unless the arbitrator determines otherwise.

Notwithstanding the foregoing, either party may seek injunctive relief in any court of competent jurisdiction to protect confidential information or intellectual property rights.

We reserve the right to modify these Terms at any time. Material changes will be communicated by:

• Updating the "Last Updated" date at the top of this page
• Sending email notice to registered users
• Displaying a prominent notice on the platform

Your continued use of the Service after changes become effective constitutes your acceptance of the revised Terms. We encourage you to review these Terms periodically.