TERMS OF SERVICE
OM Intelligence Inc.
A Delaware Corporation
Effective Date: March 24, 2026
Last Revised: March 24, 2026
These Terms of Service (“Terms”) govern your access to and use of the website, platform, software, APIs, exports, outputs, and all related services provided by OM Intelligence Inc., a Delaware corporation (“Company,” “we,” “us,” or “our”), including the website at om-intelligence.com and any subdomains, mobile applications, or successor services (collectively, the “Service”). By accessing or using the Service in any manner, you agree to be bound by these Terms. If you do not agree to all of these Terms, you must not access or use the Service.
The Service is a software-as-a-service platform for commercial real estate (“CRE”) investment analysis. The platform enables users to upload offering memorandums, financial documents, rent rolls, operating statements, appraisals, buyer models, and related materials for AI-assisted data extraction, deterministic underwriting calculations, scenario analysis, waterfall distributions, and generation of reports and exports.
The Service does not facilitate, execute, broker, or participate in any transaction and does not act as an intermediary, agent, or representative in any real estate, securities, or financial transaction.
The Service includes, but is not limited to, the following capabilities:
The Service operates in multiple distinct stages. Data extraction may involve probabilistic AI models whose outputs are inherently uncertain. Subsequent validation, scoring, resolution, and calculation processes are deterministic, meaning that identical inputs will produce identical outputs. Deterministic processing refers solely to computational consistency and does not imply correctness, validation, or accuracy of outputs. The accuracy of all deterministic outputs depends entirely on the accuracy, completeness, and appropriateness of the underlying extracted data and user-provided assumptions. Users acknowledge that resolved (“committed”) values are system-generated determinations based on predefined rules and may not reflect the actual, complete, or most accurate interpretation of the underlying source data. The Service does not establish or confirm any ground truth with respect to extracted or resolved values.
The Service applies predefined rules, scoring models, validation logic, and threshold-based decision processes to extract, evaluate, and resolve data. Users acknowledge that system behavior is governed by these rules and may not reflect subjective, alternative, or context-specific interpretations of data. The same underlying data may support multiple reasonable interpretations or representations; the Service applies predefined rules to select or present values, which may differ from alternative interpretations that a human analyst might reach. System rules, scoring models, and validation logic may be updated as part of ongoing platform development, which may affect outputs for the same underlying data.
ALL OUTPUTS, CALCULATIONS, PROJECTIONS, ANALYSES, CHAT RESPONSES, REPORTS, EXPORTS, AND OTHER MATERIALS GENERATED BY THE SERVICE (COLLECTIVELY, “SERVICE OUTPUTS”) ARE PROVIDED FOR INFORMATIONAL PURPOSES ONLY AND SHOULD NOT BE RELIED UPON AS THE SOLE BASIS FOR ANY INVESTMENT DECISION.
Your use of the Service and all Service Outputs is at your sole risk. Users expressly agree that the Service is not a decision-making system and shall not be relied upon as the sole basis for any investment, financing, acquisition, disposition, or other transaction decision. No fiduciary, advisory, agency, or trust relationship is created between the Company and any user by virtue of access to or use of the Service. The Company does not owe any duty of care to users with respect to the Service or any Service Outputs. The Company is not responsible for any decisions, actions, or outcomes resulting from your use of the Service or reliance on Service Outputs.
The Service is not designed to satisfy regulatory, accounting, or audit requirements under any applicable law, regulation, or professional standard unless expressly agreed in a separate written agreement between the Company and the user. The Service is not intended for use in any regulated reporting, filing, or compliance process unless expressly agreed in writing.
Service Outputs are intended solely for use by the user to whom they are provided. The Company disclaims any liability to any third party who may access, receive, rely upon, or otherwise use Service Outputs, whether or not such access was authorized by the user and whether or not such third-party reliance was foreseeable.
Service Outputs do not constitute and shall not be construed as investment advice, financial advice, legal advice, tax advice, accounting advice, real estate brokerage advice, or professional recommendations of any kind. The Company is not a registered investment adviser, broker-dealer, financial planner, accountant, attorney, or real estate broker. Nothing in the Service or Service Outputs should be interpreted as a recommendation to buy, sell, hold, finance, or otherwise transact in any real estate asset or security.
The Service uses artificial intelligence and machine learning models to extract data from uploaded documents. AI extraction is inherently probabilistic and may contain errors, omissions, misclassifications, or inaccuracies. Extraction confidence scores represent statistical estimates of extraction quality at the extraction stage only and do not represent the accuracy, reliability, or correctness of any final resolved value, calculation, or Service Output. The Company does not independently verify the accuracy, authenticity, or completeness of any source documents or underlying data and does not establish or confirm any ground truth with respect to extracted or resolved values. Users are solely responsible for verifying all extracted data against original source documents before relying on such data for any purpose.
The Intelligence Chat feature uses large language models to retrieve and format information from the deal’s extracted data. Despite system constraints designed to limit the chat to data retrieval and formatting, large language models may produce responses that are inaccurate, incomplete, misleading, or inconsistent with the underlying data. The Company makes no representation or warranty regarding the accuracy, completeness, or reliability of any chat response. Users must independently verify all information presented through the Intelligence Chat.
While the underwriting engine is deterministic (identical inputs produce identical outputs), the accuracy of all calculations, including but not limited to IRR, NOI, cap rate, DSCR, equity multiple, waterfall distributions, LP/GP allocations, and all other financial metrics, depends entirely on the accuracy, completeness, and appropriateness of the input data and assumptions. The Company does not guarantee, warrant, or represent that any calculation or projection reflects actual, achievable, or probable financial outcomes.
Waterfall distribution calculations model hypothetical allocation scenarios based on user-defined parameters. They do not constitute legal interpretations of partnership agreements, operating agreements, or other governing documents. The Service does not interpret, enforce, or validate legal agreements, and users remain solely responsible for ensuring that modeled waterfall structures align with governing documents. Actual distributions are governed by the specific terms of applicable legal agreements and may differ materially from modeled outputs. Users must consult qualified legal counsel to interpret and apply the terms of any actual distribution agreement.
All exports and reports generated by the Service, including IC Memo PDFs, Pro Forma PDFs, Parameters PDFs, Excel models, and waterfall workbooks, are generated from extracted and user-supplied data. They are working documents intended to support, not replace, independent professional analysis. Any references to “audit,” “validation,” “certification,” or “governance” within the Service or Service Outputs refer solely to internal system processes and do not constitute independent third-party audit, assurance, or professional certification of any kind.
The Service may intentionally leave certain data fields unresolved, uncommitted, or flagged for review where system confidence or scoring thresholds are not met. The absence of a resolved value does not indicate the absence of underlying data in the source documents, nor does it indicate a defect in the Service. Users acknowledge that threshold-based non-commitment is an intentional system behavior designed to prevent low-confidence data from being automatically accepted.
Any modifications, overrides, or adjustments made by users to extracted, resolved, or computed data are the sole responsibility of the user. The Company assumes no liability for Service Outputs resulting from user-applied overrides or modifications, including but not limited to downstream calculations, waterfall distributions, scenario analyses, and exported reports that incorporate user-modified values.
PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE RESULTS. PROJECTIONS AND FORWARD-LOOKING ESTIMATES ARE INHERENTLY UNCERTAIN AND SUBJECT TO SIGNIFICANT RISKS AND UNCERTAINTIES. ACTUAL RESULTS MAY DIFFER MATERIALLY FROM ANY PROJECTIONS GENERATED BY THE SERVICE. THE COMPANY EXPRESSLY DISCLAIMS ANY RESPONSIBILITY FOR INVESTMENT DECISIONS MADE IN RELIANCE ON SERVICE OUTPUTS.
The Service may evolve over time, including changes to extraction models, scoring logic, resolution rules, validation thresholds, grading formulas, and other system components. Such changes may affect Service Outputs for the same underlying data. Users acknowledge that changes to system logic may result in different outputs for the same underlying data across different points in time. The Company does not guarantee that prior outputs can be reproduced or reconstructed, even where underlying data appears unchanged. The Company reserves the right to update extraction models, scoring logic, resolution rules, and other system components at any time without prior notice.
The Company has no obligation to update, correct, or notify users of any errors or inaccuracies in previously generated Service Outputs. Service Outputs may contain errors, omissions, or inaccuracies, including material errors.
You must be at least 18 years old and have the legal authority to enter into these Terms. You represent and warrant that you are accessing the Service on behalf of yourself or an entity for which you have authority to bind. By using the Service, you represent that all information you provide is accurate, current, and complete.
Certain features of the Service require creation of an account. You are solely responsible for maintaining the confidentiality of your login credentials and for all activities that occur under your account, whether or not authorized by you. You must notify us immediately at support@om-intelligence.com of any unauthorized use or suspected security breach. The Company shall not be liable for any loss or damage arising from your failure to maintain account security.
You retain all ownership rights in all documents, data, and information you upload, input, or otherwise provide to the Service (“User Content”).
By uploading or inputting User Content, you grant the Company a limited, worldwide, non-exclusive, royalty-free, sublicensable license to access, process, store, analyze, extract data from, and display such User Content solely as necessary to provide, maintain, improve, and develop the Service. This license terminates upon deletion of your User Content from the Service, subject to reasonable backup retention periods.
You represent and warrant that you own or have sufficient rights to upload all User Content and that such User Content does not violate any third-party rights, including intellectual property rights, confidentiality obligations, or contractual restrictions.
The Company has no obligation to monitor, validate, review, or ensure the integrity, consistency, accuracy, legality, or completeness of User Content or any data processed through the Service. The Company does not screen User Content for errors, fraud, inconsistencies, or legal compliance.
You agree not to:
Uploaded documents are processed for data extraction and stored in association with your account. Documents may be deleted at your request or in accordance with the Company’s data retention policies.
Structured deal data (extracted fields, evidence candidates, assumptions, scenarios, overrides, traced values, audit trails) is stored in your account for your ongoing use and is subject to the Privacy Policy.
User Content may be processed by third-party AI service providers (including but not limited to Anthropic and OpenAI) for extraction and analysis purposes. The Company selects AI providers that maintain appropriate data handling practices; however, the Company makes no representations or warranties regarding the security, confidentiality, or data handling practices of third-party AI providers. By using the Service, you consent to the processing of User Content by such providers as necessary to deliver the Service.
The Service is not intended to serve as a system of record, data repository, or data custody solution. Users remain solely responsible for maintaining independent copies of all User Content and Service Outputs. The Company does not guarantee the retention, availability, or reproducibility of any specific Service Outputs over time. Users are responsible for downloading and retaining copies of any Service Outputs they wish to preserve. Previously generated outputs may not be reproducible due to system updates, data changes, or other factors. The Company strongly recommends that users maintain independent backups of all uploaded documents and Service Outputs they wish to preserve.
The Service, including all underlying software, algorithms, models, prompts, extraction pipelines, scoring formulas, resolver logic, grading systems, governance frameworks, user interface designs, documentation, and other content (excluding User Content) are owned by the Company and protected by copyright, trademark, trade secret, and other intellectual property laws. You are granted a limited, non-exclusive, non-transferable, revocable license to use the Service for your internal business purposes only, subject to these Terms.
THE SERVICE AND ALL SERVICE OUTPUTS ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE.
The Company makes no guarantee regarding the continued availability, operation, or support of the Service. The Company reserves the right to modify, suspend, or discontinue any feature or functionality of the Service at any time without liability. The Company does not guarantee the security, integrity, or confidentiality of any data transmitted to or stored within the Service.
Without limiting the foregoing, the Company does not warrant that:
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES, SUCCESSORS, OR ASSIGNS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION:
ARISING FROM OR RELATED TO YOUR USE OF, INABILITY TO USE, OR RELIANCE ON THE SERVICE OR SERVICE OUTPUTS, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE) AND EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
THE COMPANY’S TOTAL CUMULATIVE LIABILITY FOR ALL CLAIMS ARISING FROM OR RELATED TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE GREATER OF (A) THE TOTAL AMOUNT YOU PAID THE COMPANY IN THE TWELVE (12) MONTHS PRECEDING THE FIRST EVENT GIVING RISE TO LIABILITY, OR (B) ONE HUNDRED DOLLARS (US$100.00).
The limitations of liability in this Section reflect a reasonable allocation of risk and are an essential basis of the bargain between the parties. The Service would not be provided without these limitations.
You agree to indemnify, defend, and hold harmless the Company and its officers, directors, employees, agents, affiliates, licensors, and service providers from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys’ fees and court costs) arising from or related to:
You acknowledge and agree that:
The Service integrates with and relies upon third-party services including but not limited to cloud infrastructure providers (Amazon Web Services), AI model providers (Anthropic, OpenAI), and data services. The Company is not responsible for the availability, accuracy, security, or performance of third-party services. Third-party service outages, errors, data breaches, or changes may affect the availability, functionality, or accuracy of the Service. The Company is not responsible for any errors, losses, or damages arising from integrations, API usage, or external systems that consume or rely on Service Outputs.
We may suspend or terminate your access to the Service at any time for violation of these Terms, for any other reason, or for no reason, with or without notice. Upon termination, your license to use the Service immediately ceases.
Upon termination, you must cease all use of the Service. Sections 3, 6.2, 6.4, 9, 10, 11, 12, 13, 16, and 17 shall survive termination.
Following termination, the Company may delete your account data, including User Content and extracted deal data, after a reasonable retention period. You are responsible for exporting any data you wish to retain prior to termination.
These Terms are governed by and construed in accordance with the laws of the State of Delaware, without regard to conflict of law principles.
Any disputes arising from or relating to these Terms or the Service shall be resolved exclusively in the state or federal courts located in the State of Delaware. You irrevocably consent to the personal jurisdiction and venue of such courts and waive any objection to venue or inconvenience of forum.
EACH PARTY IRREVOCABLY WAIVES THE RIGHT TO TRIAL BY JURY IN ANY ACTION, PROCEEDING, OR COUNTERCLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE.
Any cause of action arising from or related to these Terms or the Service must be commenced within one (1) year after the cause of action accrues, or it is permanently barred.
These Terms, together with the Privacy Policy, constitute the entire agreement between you and the Company regarding the Service, superseding all prior agreements, understandings, and communications.
If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. The invalid or unenforceable provision shall be modified to the minimum extent necessary to make it valid and enforceable.
The failure of the Company to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.
You may not assign or transfer your rights or obligations under these Terms without the Company’s prior written consent. The Company may assign these Terms without restriction.
The Company shall not be liable for any failure or delay in performing its obligations where such failure or delay results from causes beyond the Company’s reasonable control, including but not limited to natural disasters, acts of government, pandemics, failures of third-party services, internet disruptions, or cyberattacks.
We may modify these Terms at any time by posting the revised Terms on the Service. Material changes will be communicated via email or prominent notice on the Service. Your continued use of the Service after such changes constitutes acceptance of the modified Terms.
For questions about these Terms: support@om-intelligence.com
OM Intelligence Inc.
A Delaware Corporation