Terms & Conditions of Use

1. Nature of Services

1.1 The Platform provides automated valuation outputs generated using artificial intelligence, algorithmic models, and proprietary methodologies based on data supplied by the User and/or obtained from third-party sources.

1.2 The Platform operates without human review or professional judgment.

1.3 ClaimFactor does not provide professional valuation, expert witness, financial, legal, accounting, or investment advisory services.

1.4 Use of the Platform does not create any advisory, fiduciary, expert, agency, partnership, or professional relationship between ClaimFactor and the User.

2. No Professional Advice / No Expert Engagement

2.1 Reports are automated preliminary outputs for informational and internal assessment purposes only.

2.2 Reports are not:

• expert evidence,
• valuation opinions,
• financial advice,
• legal advice,
• accounting advice,
• investment advice,
• or recommendations of any kind.

2.3 Reports must not be submitted, relied upon, or referred to as expert evidence in any judicial, arbitral, regulatory, or dispute resolution proceeding.

2.4 Users must obtain independent professional advice before relying on any output.

3. User Representations and Warranties

3.1 The User represents and warrants that:

1. all data submitted is accurate, complete, and lawfully obtained;
2. the User has authority to provide such data;
3. the User understands the automated and non-advisory nature of the Platform;
4. the User will not misuse the Platform;
5. the User will not use Reports as expert evidence.

4. Automated Model Limitations

4.1 Automated valuation models have inherent technical, analytical, and methodological limitations.

4.2 Outputs may be materially affected by:

• data inaccuracies,
• incomplete inputs,
• modelling assumptions,
• market volatility,
• company-specific factors,
• and circumstances not captured by automated systems.

4.3 ClaimFactor does not verify input data.

4.4 Reports are provided strictly on an “as is” and “as available” basis.

5. No Reliance

5.1 The User assumes all risks associated with reliance on Reports.

5.2 Reports are indicative only and must not be relied upon as definitive valuation conclusions.

5.3 No third party may rely on any Report without prior written consent of ClaimFactor’s authorised representative.

6. Fees and Payment

6.1 All fees must be paid in advance.

6.2 All fees are strictly non-refundable, including where:

• the User chooses not to use the Report,
• the User disagrees with valuation outputs,
• the User’s dispute or transaction does not proceed,
• or the User later obtains a different valuation result.

6.3 No refunds shall be provided except where required by mandatory Singapore law.

7. Intellectual Property

7.1 All intellectual property rights in the Platform, the Platform’s models, Reports, and underlying methodologies remain the exclusive property of ClaimFactor and its affiliates.

7.2 Users may use Reports internally but may not:

• resell,
• distribute,
• commercialise,
• reverse engineer,
• or replicate the Platform or its models.

8. Limitation of Liability

8.1 To the fullest extent permitted by Singapore law, ClaimFactor and its affiliates, officers, employees, agents, contractors, and licensors shall not be liable for any loss or damage arising out of or in connection with:

• use of the Platform,
• reliance on Reports,
• inability to use the Platform,
• errors in outputs,
• business decisions based on Reports,
• dispute outcomes,
• or third-party reliance.

8.2 Excluded losses include (without limitation):

• loss of profits,
• loss of opportunity,
• litigation losses,
• funding losses,
• settlement losses,
• and reputational harm,
• indirect or consequential losses.

8.3 Liability is excluded whether arising in contract, tort (including negligence), statute, misrepresentation, or otherwise, except to the extent that such exclusion or limitation is prohibited by applicable law.

8.4 Where liability cannot legally be excluded, the total aggregate liability of ClaimFactor and its affiliates (including but not limited to ClaimFactor’s officers, directors, shareholders, employees, and contractors) shall not exceed the fees paid for the relevant Report.

8.5 Any claim arising out of or in connection with the use of the Platform must be commenced within one (1) year from the date of the relevant Report, failing which such claim shall be absolutely barred.

8.6 The User agrees not to bring any legal action against any of ClaimFactor’s and its affiliates’ employees, officers, directors, shareholders, consultants, subcontractors and agents personally.

8.7 For the purposes of these Terms, the User acknowledges that ClaimFactor’s affiliates include amongst others TIVACO PTE. LTD. and its officers, directors, shareholders, agents, contractors, and other affiliates.

9. Indemnity

The User agrees to fully indemnify and hold harmless ClaimFactor and its affiliates from any and all claims, liabilities, losses, damages, costs, and expenses (including legal costs on a full indemnity basis) arising from:

1. User’s misuse of the Platform;
2. User’s breach of these Terms;
3. inaccurate or unlawful data provided by the User;
4. third-party reliance on Reports and any other claims made by a third-party in connection with or arising from the use of the Platform;
5. use of Reports in dispute proceedings;
6. claims by opposing parties, funders, or regulators.

10. Conflict of Interest

10.1 Automated generation of Reports does not create any conflict-of-interest relationship.

10.2 ClaimFactor and its affiliates may provide services to parties whose interests differ from or are adverse to those of the User.

10.3 The User waives, to the fullest extent permitted by law, any claims arising from alleged conflicts relating to automated provision of Reports.

10.4 For the avoidance of doubt, the User expressly agrees that its use of the Platform and/or the Reports shall not restrict, limit, or preclude ClaimFactor and its affiliates from: (a) providing the same, similar, or other professional services to any other person or entity, including parties whose interests may be potentially or actually adverse to the User; and (b) accepting any engagement that involves the same or related subject matter, provided that ClaimFactor and its affiliates do not knowingly use or disclose the User’s confidential information in breach of these Terms. The User waives any claim that the mere receipt of confidential information under these Terms gives rise to a conflict of interest, duty of exclusivity, or restriction on ClaimFactor and its affiliates’ professional activities.

11. Confidentiality

11.1 ClaimFactor will treat User data confidentially.

11.2 ClaimFactor may use anonymised and aggregated data for model improvement and analytics.

12. Suspension and Termination

ClaimFactor may suspend or terminate User’s access to the Platform where:

• misuse is suspected,
• legal risk arises,
• reputational risk arises,
• payments are not received,
• regulatory concerns arise.

13. Disclaimer of Warranties

To the fullest extent permitted by law, all warranties (express or implied), including merchantability, fitness for purpose, and accuracy, are disclaimed.

14. Governing Law and Dispute Resolution

The User agrees that (i) its use of the Platform and these Terms shall be governed and be construed in accordance with the laws of Singapore and (ii) any dispute or claims arising out of its use of the Platform and these Terms and concerning its validity, interpretation, performance or non-performance that are not settled amicably between the User and ClaimFactor within a period of 30 days shall be referred to and finally resolved by arbitration in Singapore in accordance with the Arbitration Rules of the Singapore International Arbitration Centre ("SIAC Rules") for the time being in force, which rules are deemed to be incorporated by reference in this clause. The seat of arbitration shall be Singapore. The Tribunal shall consist of a single arbitrator to be appointed by the Chairman of the SIAC. The language of the arbitration shall be English. The award of the arbitrator shall be final and binding upon the User and ClaimFactor.

15. Severability

If any provision is invalid under Singapore law, the remaining provisions remain enforceable.

16. Entire Agreement

These Terms constitute the entire agreement between ClaimFactor and the User regarding use of the Platform.

17. Acceptance

By clicking acceptance, the User confirms:

• understanding of the automated nature of the Platform,
• acceptance of all limitations of liability and these Terms,
• waiver of reliance claims,
• agreement that fees are non-refundable.