Terms of Use

1. Purpose of the Platform

The Orion Atlas helps companies ("Users," "you," or "your") identify potential venture capital investors ("Funds") whose investment criteria may align with your business. The Platform uses information you provide about your company and team, together with data we maintain about Funds, to generate ranked potential matches (the "Matching Process").

The Matching Process is automated and combines rule-based filtering, weighted scoring, and artificial-intelligence ("AI") techniques. At a high level it proceeds as follows:

• Stage and sector filtering – Funds are first filtered to those that align with your company's stage and principal industry or sector.
• Fit scoring and ranking – Remaining Funds are scored and ranked based on factors such as business model, subsector, keywords, technology, geography, and investment activity.
• Connection and affinity signals – Where connection data is available (for example, LinkedIn relationships supplied by you or by collaborating advisor organizations), Funds with relevant connections to your team may be prioritized.
• AI enhancement – For top matches, AI may be used to evaluate business-model fit, strategic alignment, and semantic relevance, and to help draft supporting summaries.

The results identify Funds that may be a fit for your company and may include supporting reasoning, team information, and related materials.

2. Eligibility

To use the Platform, you must:

• Be at least 18 years old; and
• Have authority to bind the company or organization you represent.

By using the Platform, you represent and warrant that you meet these requirements and that your use complies with all applicable laws.

3. Accounts, Access, and Security

Certain areas of the Platform require access credentials, which may include a site or beta access password, an account you create, sign-in through a third-party provider (such as Google or LinkedIn), an advisor-team password, or a fund self-service verification link. You are responsible for:

• Maintaining the confidentiality of any credentials provided to or created by you;
• All activity that occurs under your account or credentials; and
• Promptly notifying us of any unauthorized access or use.

If you sign in through a third-party provider, your use of that provider remains subject to the provider's own terms and privacy policy. We may suspend or revoke access at any time as described in Section 16 (Termination).

4. Information You Provide

You are responsible for all information you submit to the Platform, including:

• Company, business, and funding information;
• Team and founder information, including names, titles, and LinkedIn profile URLs;
• Your company website or other URLs you provide for analysis; and
• Optional materials such as pitch decks, documents, or investor preferences.

You represent and warrant that:

• All information you provide is accurate and not misleading;
• You have all rights, consents, and permissions necessary to provide it, including any personal information about team members, founders, advisors, or other individuals; and
• Your submission and our processing of that information will not violate any law or any third party's rights.

We are not responsible for verifying the accuracy or completeness of information you or any Fund provide.

5. Automated Data Collection and Processing

You acknowledge and agree that, to operate the Platform and the Matching Process, we use automated means to collect and process data, including:

• Website and document analysis. When you provide a company URL or upload a pitch deck or other document, we may retrieve, scrape, and extract text and data from those sources, including relevant subpages, to help complete your profile and improve matching.
• Public and third-party data. We collect Fund, investor, and professional information from public and third-party sources, which may include company and team websites, public professional profiles, regulatory filings (such as SEC filings), and licensed data providers.
• AI processing. We use third-party AI services to extract, summarize, classify, enrich, and analyze the information described above and to help generate match reasoning and draft communications. See Section 7 (AI and Automated Outputs).

You grant us a non-exclusive, worldwide, royalty-free license to host, store, reproduce, process, and analyze the information you submit, and to create de-identified, aggregated, or anonymized data from it, in each case for the purposes described in these Terms and our Privacy Policy.

6. Use of Data and Information Sharing

You acknowledge and agree that:

(a) Use of Data

We may collect, store, analyze, and use the information described in these Terms (including personal data) to:

• Operate, maintain, improve, and personalize the Platform and Matching Process;
• Develop analytics, metrics, models, and insights about funding trends and investor activity; and
• Communicate with you about matches, Platform updates, or related opportunities.

(b) Data Sharing

We may share your information, including identifiable company and team data, with:

• Specific partner and advisor organizations assigned to support your company through a team-specific link created by a Platform administrator, with which your company has an affiliation, referral, advisory, or other support relationship, or that an authorized member of your team asks us to link or otherwise consents to, in each case to support your fundraising or facilitate introductions (see Section 8);
• Service providers and sub-processors who help us operate the Platform; and
• Funds or investors, as further described below and in our Privacy Policy.

(c) Contact with Funds

We will not contact, or share your company's identifiable information with, any Fund that appears in the results delivered to you through the Platform unless you separately authorize us to do so. We may contact, or share information with, other Funds that are not included in your specific results for purposes of expanding our database, improving the Matching Process, or exploring other business relationships.

(d) Aggregated and Anonymized Use

We may use and share aggregated or anonymized data that does not personally identify your company or its personnel for statistical, research, benchmarking, or marketing purposes without restriction.

(e) Privacy Policy

Additional detail about our data practices, including your privacy rights, is provided in our Privacy Policy.

7. AI and Automated Outputs

The Platform uses algorithms and AI to produce matches, scores, summaries, profile enrichment, and draft communications. You understand and agree that:

• AI-generated and automated outputs may be incomplete, inaccurate, outdated, or otherwise unreliable, and may not reflect the current status of any Fund or individual;
• Outputs are not endorsements, guarantees, recommendations, or professional advice;
• The Matching Process is decision support only and is not intended to produce legal or similarly significant decisions about any individual without human involvement; and
• You are responsible for independently reviewing and verifying any output before relying on or acting on it.

We do not use founder-submitted content to train third-party foundation models. Third-party AI providers process that content only to provide services to us and are not permitted to use it for their own model training.

8. Advisor Collaboration

The Platform supports an advisor collaboration feature through which organized advisor groups (such as accelerators, venture studios, or consulting firms) may access and support startups associated with them. Startup information is not made available to advisor organizations generally. It may be made available to a specific advisor team when a Platform administrator creates a team-specific link so that team can support the startup, including based on an affiliation, referral, advisory, or other support relationship, or when an authorized member of the startup team accepts or requests the link or otherwise consents to the access. If you participate as, or interact with, an advisor team:

• Authorized members of an advisor team may view submission data and match results for startups linked to that team, manage relationship/pipeline notes, suggest changes, and indicate willingness to facilitate introductions;
• Advisor teams may upload their members' professional contacts and LinkedIn connection data so that potential warm-introduction paths to Funds can be identified; and
• If you upload contact or connection data, you represent that you have the rights and permissions necessary to do so and to have us process it for these purposes.

Advisor access is intended to support, and does not replace, your own independent evaluation and decision-making.

9. Matching Process and Disclaimers

• Matches are not endorsements, guarantees, or recommendations.
• We make no representation that any Fund will invest in your company or that any listed Fund is legitimate, active, available, or suitable for your purposes.
• The accuracy of matches depends on the completeness and accuracy of the information provided and on third-party data sources we do not control.
• We do not perform due diligence on Funds, advisors, or their representatives.
• You are solely responsible for conducting your own due diligence before contacting or engaging with any Fund, advisor, or investor.

10. Acceptable Use

You agree not to:

• Copy, modify, reverse-engineer, decompile, or create derivative works of any part of the Platform;
• Use bots, scrapers, or other automated means to access or extract data from the Platform, or attempt to circumvent any access controls or rate limits;
• Submit false, misleading, infringing, or unlawful information, or information you lack the right to provide;
• Upload malicious code or interfere with, disrupt, or impose an unreasonable load on the Platform or its infrastructure;
• Use the Platform to send spam or unsolicited communications, or to harass any person;
• Access another user's account or data without authorization, or use the Platform to violate any third party's rights; or
• Use the Platform for any purpose that is unlawful or prohibited by these Terms.

11. Intellectual Property

The Platform and all related content, algorithms, models, data compilations, and software are owned by or licensed to us and are protected by applicable intellectual property laws. Except for the limited right to access and use the Platform in accordance with these Terms, no rights are granted to you. You retain ownership of the information you submit, subject to the license granted in Section 5.

12. Third-Party Services and Links

The Platform integrates with and links to third-party services, including authentication providers, AI providers, data providers, and other tools. Your use of any third-party service is governed by that third party's terms and privacy policy. We are not responsible for the content, practices, or availability of any third-party service, and integration does not constitute an endorsement.

13. No Investment Advice

• Registered as a broker-dealer, investment adviser, or funding portal; or
• Providing investment, legal, tax, or financial advice.

Nothing on the Platform is an offer or solicitation to buy or sell any security. You should consult your own professional advisors before making any investment or financing decision.

14. Fund and Investor Listings

Fund information on the Platform is compiled from data you and others provide and from public and third-party sources, and may be inaccurate or out of date. Fund representatives may request updates or corrections through the Platform's self-service tools, subject to our review and approval. If you are a Fund representative and wish to update or request removal of your information, please contact us through the Platform.

15. Disclaimer of Warranties

To the fullest extent permitted by law, we disclaim all warranties, including any implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement, and any warranty that the Platform will be uninterrupted, secure, accurate, or error-free.

16. Termination

We may suspend or terminate your access to the Platform at any time, without notice, for any reason, including violation of these Terms or misuse of the Platform. You may stop using the Platform at any time and may request deletion of your account by contacting us. For a voluntary account closure, you may request an export of your account data for 30 days after we confirm the request. We will delete or de-identify personal information associated with a closed account within 90 days after closure, except where retention is necessary for legal obligations, security, fraud prevention, dispute resolution, shared business records, backups, or anonymized and aggregated data. Provisions that by their nature should survive termination (including Sections 5, 6, 11, 15, 17, 18, 21, and 22) will survive.

17. Limitation of Liability

• We will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenue, data, business, or goodwill, arising from or related to your use of the Platform or reliance on its outputs, even if advised of the possibility of such damages; and
• Our total aggregate liability for any claim relating to the Platform will not exceed the greater of the amount (if any) you paid to us for access during the twelve months before the claim arose or US $100.

18. Indemnification

You agree to defend, indemnify, and hold harmless Alnitak Technologies, LLC., and its officers, directors, employees, and affiliates from any claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

• Your use of the Platform;
• The information or materials you submit, including any claim that they infringe or violate a third party's rights; or
• Your violation of these Terms or applicable law.

19. Feedback

If you provide us with suggestions, ideas, comments, or other feedback about the Platform ("Feedback"), you grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, fully paid, sublicensable right to use, reproduce, modify, and otherwise exploit that Feedback for any purpose without compensation or obligation to you. Feedback does not include your confidential business information, personal data, or other content you submit for use on the Platform.

20. Changes to These Terms

We may update these Terms from time to time. Updates will be posted on the Platform with a revised "Effective Date." Material changes may be communicated through the Platform or by other reasonable means. Your continued use of the Platform after updates take effect constitutes your acceptance of the revised Terms.

21. Governing Law and Dispute Resolution

These Terms and any dispute arising under them are governed by the laws of the Commonwealth of Massachusetts, without regard to conflict-of-law principles. You agree that any legal action or proceeding relating to these Terms or the Platform shall be brought exclusively in the state or federal courts located in Suffolk County, Massachusetts, and you consent to the personal jurisdiction of those courts.

22. General Provisions

If any provision of these Terms is held invalid or unenforceable, the remaining provisions will remain in full force and effect. These Terms, together with the Privacy Policy and any supplemental terms that apply to a specific service, are the entire agreement between you and us regarding the Platform and supersede prior agreements on that subject.

Our failure to enforce any provision of these Terms is not a waiver of that provision. You may not assign or transfer these Terms or your rights under them without our prior written consent; we may assign these Terms in connection with a merger, acquisition, reorganization, sale of assets, or by operation of law. We are not liable for a failure or delay in performance caused by circumstances beyond our reasonable control, including natural disasters, labor disputes, utility or telecommunications failures, acts of government, war, terrorism, or internet-service interruptions.

23. Contact

For questions about these Terms, please contact us through the Platform's Contact page or email support@noiro.vc.