Terms of Service
These Terms of Service (“Terms”) govern your access to and use of the Atlas platform and related services. Atlas is a product under OnyxLabs, a brand operated by Onyx Management, LLC (“we”, “us”, or “our”). By accessing or using Atlas, you agree to be bound by these Terms.
1. Acceptance of Terms
By accessing or using the Atlas platform, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you are using Atlas on behalf of an organization, you represent that you have the authority to bind that organization to these Terms.
If you do not agree to these Terms, do not access or use the platform.
2. Description of Service
Atlas is a structured AI assessment platform purpose-built for private equity. Each engagement is scoped to a specific company and includes document analysis, stakeholder interview processing, multi-stream AI assessment, and source-attributed deliverables.
Engagements are led by a forward-deployed engineer who selects inputs, calibrates the methodology, reviews outputs, and ensures quality. Atlas is not a self-service platform.
3. User Accounts
Access to the Atlas platform requires an account. You are responsible for:
- Maintaining the confidentiality of your account credentials.
- All activities that occur under your account.
- Notifying us immediately of any unauthorized use of your account.
We reserve the right to suspend or terminate accounts that violate these Terms or that we reasonably believe have been compromised.
4. Engagement Data Ownership
You retain all rights to the documents, data, and materials you provide to Atlas during an engagement (“Client Data”). We do not claim any ownership interest in Client Data.
Client Data is used solely for the purpose of producing assessment deliverables within the scope of the commissioned engagement. Client Data is never used across engagements, shared with other clients, or used for purposes other than the specific assessment.
5. Intellectual Property
All deliverables and outputs produced by Atlas during an engagement, including AI-generated analysis, findings, and reports, are owned by the client upon delivery. You are free to use, distribute, and modify deliverables without restriction.
The Atlas platform itself, including its methodology, software, user interface, and underlying technology, remains the intellectual property of Onyx Management, LLC. These Terms do not grant you any rights to the platform beyond the scope of your engagement.
6. AI-Generated Content Disclaimer
Atlas produces analysis outputs using artificial intelligence. While a forward-deployed engineer reviews all outputs for accuracy and coherence, AI-generated content may contain errors, omissions, or inaccuracies.
Atlas deliverables are intended to inform decision-making, not replace professional judgment. You are responsible for independently evaluating all findings and making your own business decisions. Atlas does not provide legal, financial, or investment advice.
7. Acceptable Use
You agree not to:
- Use the platform for any unlawful purpose or in violation of any applicable law or regulation.
- Attempt to gain unauthorized access to the platform, other accounts, or any systems or networks connected to Atlas.
- Reverse engineer, decompile, or disassemble any portion of the platform.
- Upload materials that contain malware, viruses, or other harmful code.
- Use the platform to process data on behalf of third parties without our written consent.
- Resell, sublicense, or redistribute access to the platform or its outputs without authorization.
8. Data Processing
Our collection, use, and protection of information is governed by our Privacy Policy, which is incorporated into these Terms by reference.
Your data is not used to train, fine-tune, or improve any AI models. All AI processing is performed via API calls to third-party providers under data processing agreements. For a list of third-party services used, see our Privacy Policy.
9. Service Availability
We make reasonable efforts to maintain the availability of the Atlas platform but do not guarantee uninterrupted or error-free service. The platform may be unavailable due to maintenance, updates, or circumstances beyond our control.
We are not liable for any loss or damage resulting from service interruptions or downtime.
10. Limitation of Liability
To the maximum extent permitted by applicable law, Onyx Management, LLC and its officers, directors, employees, and agents shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits, data, or goodwill, arising out of or in connection with your use of the platform.
Our total aggregate liability for any claims arising under these Terms shall not exceed the fees paid by you for the specific engagement giving rise to the claim.
11. Termination
Either party may terminate an engagement at any time upon written notice. Upon termination:
- You may export all engagement data and deliverables in standard formats prior to termination taking effect.
- After a reasonable period following termination, all engagement data will be permanently deleted from Atlas systems.
- Provisions of these Terms that by their nature should survive termination will continue to apply, including intellectual property, limitation of liability, and governing law.
We reserve the right to terminate your access immediately if you violate these Terms.
12. Governing Law
These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of laws provisions.
Any disputes arising under these Terms shall be resolved in the state or federal courts located in Delaware. You consent to the personal jurisdiction of such courts.
If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force and effect.
13. Confidentiality
Each party agrees to treat as confidential all non-public information disclosed by the other party in connection with the use of Atlas, including engagement materials, analysis outputs, business data, and technical configurations.
Confidential information shall not be disclosed to any third party without prior written consent, except as required by law or to professional advisors bound by equivalent confidentiality obligations.
This obligation survives the termination of these Terms for a period of two (2) years.
14. Indemnification
Each party agrees to indemnify, defend, and hold harmless the other party from and against any third-party claims, damages, losses, and expenses (including reasonable legal fees) arising from: (a) a breach of these Terms by the indemnifying party; or (b) any third-party claim that the indemnifying party's content or use of the platform infringes intellectual property rights.
The indemnified party shall provide prompt notice of any claim and reasonable cooperation in the defense thereof.
15. Force Majeure
Neither party shall be liable for any failure or delay in performing its obligations under these Terms to the extent that such failure or delay results from events beyond its reasonable control, including but not limited to natural disasters, acts of government, pandemic, internet or telecommunications failures, or third-party service outages.
The affected party shall notify the other party promptly and use reasonable efforts to mitigate the impact of the force majeure event.
Contact
Questions about these Terms? Contact us at hello@onyxlabs.ai.