Terms & Conditions
These Terms and Conditions (the “Terms”) govern your access to and use of the Verdict™ platform and ODDS™ investment memo service (the “Service”), including any related websites, applications, mobile applications, APIs, and any associated software, data, algorithms, analytics, dashboards, reports, and outputs (collectively, the “Platform”). The Service is provided by Verdict Private Limited (“Verdict™,” “we,” “us,” or “our”), a company incorporated in Singapore with its registered address at 320 Serangoon Rd, #13-05 Centrium Square, Singapore 218108 and UEN 202219620N.
1. Introduction and Scope of Service
1.1 Description of Service. Verdict™ is a platform that generates ODDS™ investment memos for venture capital firms, private equity firms, institutional investors, corporate venture arms, family offices, and other professional investors (collectively, “Investment Professionals”) in their investment research, due diligence, portfolio monitoring, and decision-making processes. The Service incorporates artificial intelligence, machine learning, natural language processing, and data analytics capabilities to analyse data and generate insights, scores, benchmarks, summaries, forecasts, alerts, and other information (collectively, “Outputs”).
1.2 Nature of Platform. The Service is a technology platform and information system. It is not a licensed legal, financial, or investment advisory service. Verdict™ is not registered as an investment adviser, fund manager, broker-dealer, or digital token service provider under the Monetary Authority of Singapore (“MAS”) Act, the Securities and Futures Act (Cap. 289), the Financial Advisers Act (Cap. 110), the Payment Services Act 2019, or the Financial Services and Markets Act 2022 (“FSMA”). Nothing in these Terms shall be construed as creating an adviser-client relationship between you and Verdict™.
1.3 User Qualifications. The Service is intended for use by sophisticated Investment Professionals who are capable of evaluating the Outputs and making independent investment decisions. By using the Service, you represent that you possess sufficient knowledge and experience in financial and investment matters to evaluate the merits and risks of any information or Outputs provided through the Service.
1.4 Definitions
- “Effective Cause” means that a communication, introduction, or interaction facilitated by the Platform is determined to be the direct and proximate cause of a subsequent investment. An Introduction shall be presumed to be the Effective Cause of any Qualifying Transaction occurring between a Founder and an Introduced Investor within the Success Fee Period.
- “Founder” means a User who registers on the Platform for the purpose of seeking capital, investment, or acquisition for their business entity.
- “Introduction” means any instance where a Founder and an Investor are connected, communicate, or exchange information through the Platform, including but not limited to Investor requests for introduction, Founder acceptance of such requests, usage of anonymised relay chats, or access granted to a Verdict™-hosted data room.
- “Introduced Investor” means any Investor (or any of their affiliates, partners, employees, successors, or assigns) who: (a) views a Founder’s profile via the Platform; (b) requests an Introduction to a Founder; (c) receives an Introduction to a Founder; or (d) communicates with a Founder through the Platform.
- “Investor” means a User who registers on the Platform for the purpose of identifying and evaluating investment opportunities.
- “ODDS™” means the proprietary investment memo generated by the Platform that includes a probabilistic assessment of a founder’s potential to build a $100M+ revenue business.
- “Qualifying Transaction” means any investment of capital, debt, or equity into a Founder’s business entity by an Introduced Investor, including but not limited to convertible notes, SAFE agreements, priced equity rounds, venture debt, or acquisitions.
- “Success Fee” means the fee payable by a Founder to Verdict™ as detailed in Section 8.
- “Success Fee Period” means the period commencing on the date of an Introduction and ending twenty-four (24) months thereafter.
2. Compliance with MAS Regulations
2.1 Regulatory Status. Verdict™ provides the Service as a technology platform and information system. We do not conduct activities regulated by MAS under the Securities and Futures Act, Financial Advisers Act, Payment Services Act 2019, or FSMA Part 9 (Digital Token Service Providers) unless we have obtained the requisite licences and explicitly notified you in writing.
2.2 No MAS Licence. Unless we have expressly informed you otherwise in writing: (a) Verdict™ is not licenced by MAS under any relevant regulatory regime; (b) the Service is not regulated by MAS; and (c) you are not entitled to the protections afforded to clients of licenced financial institutions under Singapore law, including but not limited to the MAS-Levy (Composite) Rules or dispute resolution schemes administered by the Financial Industry Disputes Resolution Centre Ltd (FIDReC).
2.3 No Regulated Activities. Verdict™ does not: (a) engage in any form of fund management; (b) provide any financial advice; (c) deal in capital markets products; (d) operate a payment system or provide payment services; or (e) provide any digital token service, in each case as defined under applicable Singapore legislation.
2.4 Capital Markets Services. Verdict™ does not provide capital markets services, advise on the merits of any investment, or deal in capital markets products as defined under the Securities and Futures Act (Cap. 289). Nothing in these Terms or in any Output shall be construed as advice on whether to buy, sell, or hold any security or investment product.
2.5 Financial Adviser Status. Verdict™ is not a licensed financial adviser under the Financial Advisers Act (Cap. 110) and does not hold a financial adviser’s licence. Users should seek independent, licensed financial advice before making any investment or capital allocation decision.
2.6 No Marketing to Retail Investors. You agree not to use the Service to market, offer, or sell any investment product or digital token to retail investors in Singapore unless you have complied with all applicable MAS requirements, including prospectus registration requirements under the Securities and Futures Act.
3. Eligibility and Registration
3.1 Eligibility. The Service is available only to: (a) individuals who are at least 18 years old, capable of forming legally binding contracts under applicable law, and who are acting on behalf of a business entity or as accredited investors; and (b) corporations, partnerships, limited liability companies, trusts, or other legal entities validly organised and existing under the laws of their jurisdiction of incorporation and engaged in professional investment activities.
3.2 Registration. To use certain features of the Service, you must register for an account and provide accurate, current, and complete information as prompted by the registration form. You agree to maintain and promptly update your account information. Verdict™ reserves the right to suspend or terminate your account if any information provided is found to be inaccurate, false, or misleading.
3.3 Account Non-Transferability. Accounts are personal to the registered user and may not be sold, transferred, or assigned to any third party without Verdict™’s prior written consent. Any unauthorised transfer or assignment is void and constitutes grounds for immediate account termination.
3.4 Account Security. You are responsible for safeguarding your login credentials and for all activities that occur under your account. You agree to notify Verdict™ immediately of any unauthorised use of your account at [email protected].
4. Intellectual Property Rights
4.1 Ownership of Verdict™ IP. All intellectual property rights in and to the Service, the Platform, and all contents thereof — including all design, text, graphics, logos, icons, images, data compilations, algorithms, machine learning models, software code, interfaces, APIs, documentation, and the look and feel of the Service — are and shall remain the sole and exclusive property of Verdict™ and/or its licensors. They may not be reproduced, transmitted, published, performed, broadcast, stored, adapted, distributed, displayed, licenced, altered, hyperlinked, framed, mirrored, or otherwise used in whole or in part in any manner without our prior written consent.
4.2 Trademarks. Verdict™, VALLARIS™, WACCFINDER™, PitchScore™, VerdictStar™, VerdictStar Teams™, DRIVE™, PathProven™, PathProven MRR™, PathProven ARR™, PathProven Reach™, The $100M Path™, ODDS™, ODDS Score™, Contrarian ODDS™, Contrarian ODDS Score™, Rollup Score™, ODDS Memo™, Rollup Memo™, Mandate Match™, Scout Rules™, Leaderboard™, First Look™, Call Brief™, Deal Room™, Fund Intelligence™, Verdict Insight™, Verdict Advise™, VerdictCredits™, Verdict Verified™, Raise Room™, MoatMap™, Founder’s Mindset™, Maverick Mission™, Market Instinct™, Money Instinct™, Machine Mode™, Active Founder™, 5M Proven™, and Verdict Index™ are trademarks of Verdict Private Limited. No licence or right is granted to use any Marks appearing on the Service without our prior written consent.
4.3 Licence to Use. Subject to compliance with these Terms and payment of all applicable fees, Verdict™ grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable licence to access and use the Service solely for your internal business purposes during the Term. This licence does not include any right to reverse engineer, decompile, copy, or distribute the Service, or to develop a competing product or service.
5. Artificial Intelligence and Outputs
5.1 Nature of AI Outputs. Outputs generated by the Service’s artificial intelligence systems: (a) may not be accurate, complete, reliable, or suitable for any particular purpose; (b) may contain errors, omissions, hallucinations, or inaccuracies; (c) may reflect biases present in the underlying training data; (d) should not be relied upon without independent verification; and (e) are not a substitute for your own research, due diligence, professional judgment, or advice from qualified legal, financial, or tax professionals.
5.2 No Guarantee of Performance. Verdict™ does not guarantee the performance, returns, outcomes, or results of any investment decisions made based on AI Outputs. Past performance, simulated performance, or forward-looking statements contained in Outputs do not guarantee future results.
5.3 Data Sources. AI Outputs are generated using data provided by Users, third-party data providers, and publicly available information. Verdict™ does not independently verify the accuracy or completeness of third-party data used to generate Outputs and accepts no liability for errors or omissions in such data.
5.4 No Professional Advice. Outputs do not constitute legal, financial, investment, tax, or accounting advice. You should seek professional advice at all times and obtain independent verification of any Outputs before making any decision based on such Outputs.
5.5 Liability for User-Submitted False Data. Verdict™ bears no liability for Outputs derived from User Content that proves to be inaccurate, false, or fraudulent. Where a User submits false, manipulated, or misleading data — including pitch deck content, financial information, team credentials, or any other information — and AI-generated Outputs are derived from or influenced by such data, liability for any loss or damage arising from reliance on such Outputs rests solely with the User who submitted the false data.
5.6 PathProven MRR™ Verification Scope. PathProven MRR™ reflects only revenue data from payment processors connected by the Founder at the time of verification (Airwallex, ChargeBee, Stripe, or other authorised integrations). It does not represent total company revenue from all sources, is not an audit, and is not a guarantee of the accuracy of the Founder’s overall financial position. Investors should treat PathProven MRR™ as a verified data point from connected sources only, not as a comprehensive financial statement.
6. Data Protection and Privacy
6.1 Personal Data. Your use of the Service is subject to our Privacy Policy, which is incorporated into these Terms by reference. The Privacy Policy explains how we collect, use, disclose, and protect personal data in connection with the Service, including our compliance with the Personal Data Protection Act 2012 (as amended by the Personal Data Protection (Amendment) Act 2020) (“PDPA”).
6.2 User Content. You retain all ownership rights to any data, information, documents, materials, or content that you submit, upload, or display through the Service (“User Content”). By submitting User Content, you grant Verdict™ a worldwide, royalty-free, non-exclusive licence to host, store, reproduce, process, and use your User Content solely to: (a) provide, maintain, and improve the Service; (b) develop and train our AI models and algorithms (without disclosing your confidential information to other users); and (c) generate aggregated, anonymised statistical data for product development and benchmarking purposes.
6.2A VerdictStar™ Psychological Assessment Data. The collection and use of personality and psychological assessment data submitted through the VerdictStar™ assessment is governed by a separate, explicit consent process. The general User Content licence in Section 6.2(b) does not extend to VerdictStar™ psychological data beyond the purposes explicitly named in the VerdictStar™ Consent. Founders may withdraw VerdictStar™ Consent at any time by contacting [email protected].
6.4 Data Security. Verdict™ implements reasonable technical and organisational measures to protect User Content, including encryption of data in transit (TLS 1.3) and at rest (AES-256), and multi-factor authentication for all administrative access, aligned with MAS Notice FSM-N30 on Technology Risk Management and MAS Notice FSM-N31 on Cyber Hygiene.
6.5 Investor Confidentiality Undertaking. Every Investor agrees to this confidentiality undertaking on registration as a condition of access, and it applies platform-wide to all Founder information accessed through the Service. “Confidential Information” means any non-public information about a Founder or its business disclosed to or accessed by an Investor through the Platform, including profiles, PitchScore™ results, ODDS™ analyses, financial data, metrics, documents, data-room contents, and the existence and contents of any Introduction. The Investor agrees to: (a) use Confidential Information solely to evaluate a potential investment in the disclosing Founder; (b) not disclose it to any third party except to the Investor’s professional advisers or investment committee on a need-to-know basis and under equivalent confidentiality obligations; (c) not use it to compete with, replicate, or solicit away the business of the Founder; and (d) on the Founder’s request or on termination, cease use and destroy or return such information, subject to retention required by law or bona fide internal record-keeping. This undertaking survives termination of the account for three (3) years from disclosure, save for trade secrets, which remain protected for as long as they qualify as such.
6.6 Per-Introduction Acknowledgement. At the point an Introduction is accepted, the Investor may be required to record a per-Introduction acknowledgement reaffirming this undertaking in respect of the specific Founder. Such acknowledgement supplements, and does not replace, the platform-wide undertaking in Section 6.5. Verdict™ may log the date, time, and parties of each acknowledgement as a record of the confidentiality relationship.
6.7 No Separate NDA Required. The undertaking in Section 6.5 operates in place of a separate per-deal non-disclosure agreement for information exchanged through the Platform. A Founder and Investor remain free to enter into a separate bilateral NDA for disclosures made outside the Platform.
7. Technology Risk Management
Verdict™ maintains technology risk management and cyber hygiene practices aligned with MAS guidelines, including regular vulnerability assessments, penetration testing, incident response procedures, and business continuity plans. In the event of a security incident materially impacting your User Content, we will take reasonable steps to contain the incident and notify affected users as soon as practicable.
8. Fees and Payment
8.1 Subscription Fees. Certain features of the Service are subject to subscription fees. Current plans are: Pathfinder ($0/month), Closer ($199/month + 4% success fee), Scaler ($699/month + 4% success fee) for founders; and Scout ($0/month), Analyst ($500/month), Principal ($1,500/month) for investors. All subscription fees are non-refundable except as required by applicable law. Annual subscriptions are non-refundable after 30 days. Any approved refunds will be net of applicable taxes, transaction fees, and any accrued but unpaid Success Fee obligations.
8.2 Success Fee. In consideration of the Introduction services provided by the Platform, Founders at Stages 1–5 (below $10M ARR) agree to pay Verdict™ a flat success fee of 4% of the total aggregate consideration of any Qualifying Transaction, capped at $500,000 per transaction. The Success Fee is calculated on gross capital raised before deduction of any taxes, fees, or expenses. At Stage 6 ($10M ARR), the founder transitions to VALLARIS™ (Vallaris Deal Advisory Pte Ltd) for M&A advisory, at which point VALLARIS™’s own Modified Lehman Formula applies under a separate advisory agreement. Verdict™’s 4% capped fee does not apply to transactions facilitated by VALLARIS™.
8.3 Success Fee Payment. The Success Fee is due and payable upon confirmed receipt of capital into the Founder’s nominated account. For transactions processed through our authorised payment partner (Airwallex), funds are held in escrow and released to the Founder’s account once the transaction is verified. The Success Fee is collected at the point of capital release — not at the point of signing or agreement. A Founder’s obligation to pay the Success Fee does not arise until capital has been confirmed received. Verdict™ will issue an invoice upon confirmation of receipt. You authorise Verdict™ to deduct the Success Fee from escrow or proceeds held through Airwallex or any other authorised payment provider at the time of release. Non-payment of the Success Fee within 30 days of invoice will result in suspension of your account and permanent blacklisting from all Verdict™ platforms and affiliated partner networks.
8.4 Non-Circumvention. You agree not to contact any Introduced Investor outside the Platform within the Success Fee Period for the purpose of consummating a transaction that would be a Qualifying Transaction. Any transaction consummated in breach of this clause will be deemed a Qualifying Transaction for the purpose of calculating the Success Fee, regardless of the communication channel used.
8.5 No Refund on Suspension or Termination for Cause. If your account is suspended or terminated for cause under Section 13.3 — including breach of these Terms, the Founder Code of Conduct, or the Investor Code of Conduct — you are not entitled to a refund of any subscription fees paid for the current or any prior billing period. Unused credit in a paid subscription period is forfeited at the point of suspension or termination. Any success fee obligations that accrued prior to suspension or termination remain payable in full. If you believe your account was suspended in error, contact [email protected] within 14 days of suspension.
9. Prohibited Conduct
You agree not to: (a) submit false, inaccurate, or misleading information about your business, revenue, or team; (b) impersonate any person or entity; (c) use the Service in violation of any applicable law or regulation; (d) interfere with or disrupt the integrity or performance of the Service; (e) attempt to gain unauthorised access to any portion of the Service; (f) use the Service to develop a competing product or service; (g) attempt to evade or reduce the Success Fee through any means; or (h) breach the Founder Code of Conduct.
10. Disclaimer of Warranties
THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. VERDICT™ DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, COMPLETELY SECURE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
11. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, VERDICT™ AND ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, AND LICENSORS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, REVENUE, DATA, BUSINESS, OR GOODWILL, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SERVICE, EVEN IF VERDICT™ HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL VERDICT™’S TOTAL CUMULATIVE LIABILITY EXCEED THE GREATER OF (A) THE TOTAL SUBSCRIPTION AND PLATFORM FEES PAID BY YOU TO VERDICT™ IN THE THREE MONTHS PRECEDING THE CLAIM, EXCLUDING ANY SUCCESS FEES PAID OR PAYABLE, OR (B) SGD 500.
12. Indemnification
You agree to indemnify, defend, and hold harmless Verdict™ and its directors, officers, employees, agents, and licensors from and against any claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising out of or in any way connected with: (a) your access to or use of the Service; (b) your breach of these Terms; (c) your violation of any applicable law or regulation; (d) your User Content; or (e) your breach of the Founder Code of Conduct.
13. Term and Termination
13.1 Term. These Terms shall remain in effect for as long as you use the Service or maintain an account with us.
13.2 Termination by User. You may terminate your account at any time by contacting [email protected]. Termination does not extinguish any Success Fee obligations accrued prior to termination, nor any obligation arising from an Introduction made prior to termination within the Success Fee Period.
13.3 Termination for Cause. Verdict™ may immediately suspend or terminate your access to the Service, without notice or liability to you, if: (a) you breach these Terms or the Founder Code of Conduct; (b) we are required to do so by law or regulatory authority, including MAS; (c) you provide false or inaccurate information; (d) you fail to pay any fees when due; or (e) you become insolvent or file for bankruptcy.
13.4(f) Blacklisting for Cause. Termination for breach of the Verdict™ Founder Code of Conduct — including but not limited to non-payment or attempted evasion of the Success Fee — will result in permanent blacklisting from all Verdict™ platforms, services, and affiliated partner networks. Information regarding such breach may be shared with partner funds and investors to protect the integrity of the Verdict™ Ecosystem.
13.5 Survival of Success Fee. The obligation to pay any Success Fee that accrued prior to termination, or that arises from an Introduction made prior to termination, shall survive the termination of this agreement indefinitely until satisfied.
13.6 Account Independence. Each User account on Verdict™ is assessed and enforced independently. The suspension or termination of a Founder’s account — for any reason, including breach of the Founder Code of Conduct — does not affect the accounts, subscriptions, or platform access of any Investor. The suspension or termination of an Investor’s account — for any reason, including breach of the Investor Code of Conduct — does not affect the accounts, subscriptions, or platform access of any Founder. The two sides of the marketplace operate independently. No User may seek to extend a sanction against another User’s counterparty account, and no User may use a counterparty’s suspension as grounds to void an existing introduction, avoid a Success Fee obligation, or claim any remedy against Verdict™.
14. Modifications
We reserve the right to modify these Terms at any time. We will provide notice of material changes by posting the updated Terms on our website and, where reasonably practicable, by notifying you by email. Your continued use of the Service after such modifications constitutes your acceptance of the updated Terms.
15. Governing Law and Dispute Resolution
15.1 Governing Law. These Terms are governed by and construed in accordance with the laws of Singapore, without regard to its conflict of law provisions.
15.2 Arbitration. Any dispute, controversy, or claim arising out of or in connection with these Terms — including any question regarding its existence, validity, or termination — shall be referred to and finally resolved by arbitration administered by the Singapore International Arbitration Centre ("SIAC") in accordance with the Arbitration Rules of SIAC 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 one arbitrator. The language of the arbitration shall be English. The arbitral award shall be final and binding on the parties.
15.3 Interim Relief. Notwithstanding Section 15.2, Verdict™ reserves the right to seek urgent injunctive or other equitable relief from the courts of Singapore to preserve its rights pending the constitution of an arbitral tribunal or the issuance of an arbitral award.
15.4 No Class Actions. All disputes must be brought in the parties’ individual capacity. You waive any right to bring or participate in a class action, collective action, or representative proceeding against Verdict™.
16. General
These Terms constitute the entire agreement between you and Verdict™ with respect to the Service and supersede all prior agreements. If any provision of these Terms is found to be invalid or unenforceable, that provision shall be modified to the minimum extent necessary to make it enforceable, and the remaining provisions shall continue in full force. Verdict™’s failure to enforce any right or provision shall not constitute a waiver.
17. Contact
Legal inquiries: [email protected] · Member success: [email protected] · Verdict Private Limited, Singapore.