Terms of Service

These Terms of Service (“Terms”) govern your access to and use of the Sherlocq website, web application, mobile applications (iOS and Android), and all related services (collectively, the “Services”). Please read these Terms carefully before using the Services.

By accessing or using the Services, you confirm that you have read, understood, and agree to be bound by these Terms and our Privacy Policy, which is incorporated into these Terms by reference. If you do not agree, you must not use the Services.

These Terms constitute a legally binding agreement between you and Sherlocq Inc., a Delaware corporation (“Sherlocq,” “we,” “our,” or “us”).

1. About Sherlocq

Sherlocq Inc. is incorporated in the State of Delaware, USA. Sherlocq operates a multi-jurisdiction AI-powered regulatory intelligence platform designed for compliance professionals, lawyers, risk managers, and other regulated-industry practitioners.

The Services are available via web, iOS, and Android applications and are intended for professional research and informational use only.

2. Eligibility

To use the Services, you must:

• Have the legal capacity to enter into a binding agreement
• Not be prohibited from using the Services under applicable law
• If using on behalf of an organisation, have authority to bind that organisation to these Terms

The Services are designed for professional use by compliance officers, lawyers, risk managers, regulatory professionals, and other qualified practitioners. By using the Services, you confirm that you understand the informational nature of AI-generated outputs and will apply appropriate professional judgment before acting on them.

3. Account Registration

To access the Services, you must register for an account. When registering, you agree to:

• Provide accurate, current, and complete information
• Maintain and promptly update your account information
• Keep your login credentials confidential and not share them with any third party
• Notify us immediately if you suspect any unauthorised access to your account

You are responsible for all activity that occurs under your account. Sherlocq is not liable for any loss or damage arising from your failure to maintain account security. We reserve the right to disable any account where we reasonably believe security has been compromised.

4. Plans, Subscriptions, and Payments

4.1 Available Plans

Plan	Access	Price
Free	Entry-level access as described on our pricing page at www.sherlocq.ai	No charge
Pro	Enhanced access including additional document analyses and unlimited regulatory research queries, as described on our pricing page at www.sherlocq.ai	As published at www.sherlocq.ai

Sanctions top-up credits are available as a standalone purchase for users who require additional capacity beyond their plan allowance. Full details of all current plans and pricing are available at www.sherlocq.ai.

4.2 Payments

All payments are processed securely by Stripe Inc. By subscribing to a paid plan, you authorise Sherlocq to charge your designated payment method on a recurring basis at the applicable plan rate. Prices are stated in US dollars and are exclusive of applicable taxes unless stated otherwise.

4.3 Cancellation and Refunds

You may cancel your subscription at any time through your account settings. Cancellation takes effect at the end of the current billing period. Sherlocq does not provide refunds for partial billing periods except where required by applicable law.

4.4 Changes to Pricing

Sherlocq reserves the right to change subscription pricing at any time. We will notify existing subscribers of any price change by email or by posting notice on the Services. Continued use of the Services after the effective date of a price change constitutes acceptance of the new pricing.

5. Acceptable Use

You agree to use the Services only for lawful purposes and in accordance with these Terms. The following subsections set out specific prohibited conduct and professional obligations.

5.1 General Prohibitions

• Use the Services for any unlawful purpose or in violation of any applicable law or regulation
• Reproduce, distribute, modify, or create derivative works from any part of the Services without our prior written consent
• Attempt to reverse-engineer, decompile, disassemble, or otherwise derive the source code of the Services
• Use automated tools, bots, scrapers, or scripts to access, extract, or index the Services without authorisation
• Circumvent, disable, or otherwise interfere with security features of the Services
• Transmit viruses, malware, or other harmful code through the Services
• Attempt to gain unauthorised access to any part of the Services or related systems
• Use another user’s account or impersonate any person or entity
• Share, sublicense, or resell access to the Services to any third party

5.2 Professional Use Obligations

• You must not present AI-generated outputs from the Services as your own independent professional analysis without appropriate review and verification in accordance with your own professional requirements and company policy
• You must not use AI-generated outputs as the sole basis for regulatory filings, legal opinions, sanctions decisions, or other high-consequence professional determinations
• You must not use the Services to produce or distribute content that is misleading, fraudulent, or designed to deceive regulators, courts, clients, or counterparties

5.3 Sanctions and Financial Crime

• You must not use the Services to facilitate, conceal, or support any activity that violates applicable sanctions regimes, anti-money laundering laws, or counter-terrorism financing obligations
• Sanctions intelligence outputs must always be subject to human review before any adverse action is taken
• You must not use the Services to screen transactions or counterparties in a manner designed to circumvent regulatory obligations

Sherlocq reserves the right to investigate any suspected breach of this Section and to suspend or terminate access where a breach is confirmed or reasonably suspected.

6. AI-Generated Content and Outputs

All AI-generated content produced by the Services is provided for informational and research purposes only. Sherlocq makes no warranty as to the accuracy, completeness, currency, or fitness for purpose of any AI-generated output.

You acknowledge and agree that:

• AI models can produce outputs that are incomplete, imprecise, or factually incorrect, including through the phenomenon known as hallucination
• Regulatory content evolves continuously and outputs may not reflect the most current legal position
• All AI-generated outputs must be independently verified against primary regulatory sources before being acted upon
• Any action taken in whole or in part on the basis of AI-generated outputs is solely your responsibility
• Sherlocq expressly disclaims all liability for decisions made in reliance on AI-generated outputs from the Services

For further detail on how AI operates within the Services, including connector governance and data handling, please refer to the Sherlocq AI Policy, available at www.sherlocq.ai.

7. Intellectual Property

7.1 Sherlocq IP

All intellectual property rights in and to the Services, including the software, algorithms, models, user interface, branding, and underlying technology, are owned by Sherlocq Inc. and are protected by applicable intellectual property laws. Nothing in these Terms transfers any ownership of Sherlocq’s intellectual property to you.

You are granted a limited, non-exclusive, non-transferable, revocable licence to access and use the Services solely for your professional purposes in accordance with these Terms. This licence does not permit you to sublicense, resell, or otherwise commercialise access to the Services.

7.2 User Content

You retain ownership of any documents, queries, or content you submit to the Services (“User Content”). By submitting User Content, you grant Sherlocq a limited, non-exclusive licence to process and use that content solely for the purpose of delivering the Services to you, in accordance with the Privacy Policy.

You represent and warrant that you have all necessary rights to submit User Content to the Services and that doing so does not infringe any third-party rights or violate any applicable law.

7.3 Output Ownership

Subject to compliance with these Terms, AI-generated outputs produced in response to your queries are provided for your use. You may use such outputs for your own professional purposes. You must not represent AI-generated outputs as independently authored work without disclosure that they were produced with AI assistance.

8. Privacy and Data

Your use of the Services is subject to our Privacy Policy, which is incorporated into these Terms by reference and available at www.sherlocq.ai. The Privacy Policy describes how we collect, use, and protect your personal data, including how data is handled in connection with AI processing and third-party connectors.

9. Confidentiality

Each party agrees to keep confidential any non-public information disclosed by the other party in connection with the Services that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and circumstances of disclosure.

This obligation does not apply to information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was already known to the receiving party prior to disclosure; (c) is independently developed by the receiving party without reference to the confidential information; or (d) is required to be disclosed by law or regulatory order, provided that the receiving party gives prompt prior written notice to the disclosing party where legally permitted to do so.

10. Disclaimers

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, SHERLOCQ EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

Sherlocq does not warrant that: (a) the Services will be uninterrupted or error-free; (b) any defects will be corrected; (c) the Services or the servers that make them available are free of viruses or harmful components; or (d) AI-generated outputs will be accurate, complete, or current.

Users on the Free plan acknowledge that access is provided without charge and without any service level commitment, and that use is at their own risk.

11. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, SHERLOCQ AND ITS OFFICERS, DIRECTORS, EMPLOYEES, ADVISERS, AND LICENSORS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITY, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Sherlocq’s total cumulative liability to you for any claims arising out of or relating to these Terms or the Services shall not exceed the total fees paid by you to Sherlocq in the three months immediately preceding the event giving rise to the claim.

Nothing in these Terms excludes or limits liability for: (a) fraud or fraudulent misrepresentation; or (b) any other liability that cannot be excluded or limited under applicable law.

12. Suspension and Termination

12.1 Termination by You

You may terminate your account at any time through your account settings. Termination takes effect at the end of your current billing period for paid plans. Fees paid prior to termination are non-refundable except where required by applicable law.

12.2 Termination by Sherlocq

Sherlocq may suspend or terminate your access to the Services immediately and without prior notice if:

• You breach any provision of these Terms
• We reasonably suspect fraudulent, abusive, or unlawful use of the Services
• Your use poses a security risk to the Services or other users
• We are required to do so by law or regulatory obligation

12.3 Effect of Termination

Upon termination: (a) your right to access and use the Services ceases immediately; (b) Sherlocq may delete your account and associated data in accordance with the Privacy Policy; and (c) provisions of these Terms that by their nature should survive termination shall do so, including Sections 6, 7, 9, 10, 11, 14, and 15.

13. Changes to the Services and Terms

Sherlocq reserves the right to modify, suspend, or discontinue any part of the Services at any time, with or without notice. We will make reasonable efforts to notify users of material changes to the Services that affect existing functionality.

We may update these Terms from time to time. Where changes are material, we will notify you by email to the address associated with your account and by posting notice on the Services. Your continued use of the Services after the effective date of updated Terms constitutes your acceptance of those Terms. If you do not agree to updated Terms, you must stop using the Services before the effective date.

14. Governing Law and Dispute Resolution

14.1 Governing Law

These Terms and any dispute or claim arising out of or in connection with them shall be governed by and construed in accordance with the laws of the State of Delaware, USA, without regard to its conflict of law principles.

14.2 Dispute Resolution

In the event of any dispute arising out of or in connection with these Terms or the Services, the parties shall first attempt to resolve the dispute through good faith negotiation. If the dispute is not resolved within 30 days of written notice, either party may refer the matter to arbitration.

All disputes shall be finally settled under the Rules of Arbitration of the International Chamber of Commerce (ICC) by one or more arbitrators appointed in accordance with those Rules. The seat of arbitration shall be Wilmington, Delaware, USA. The language of arbitration shall be English. The arbitral award shall be final and binding on the parties.

Nothing in this Section prevents either party from seeking urgent injunctive or other equitable relief from a court of competent jurisdiction.

15. General Provisions

15.1 Entire Agreement

These Terms, together with the Privacy Policy and AI Policy, constitute the entire agreement between you and Sherlocq relating to the Services and supersede all prior agreements, representations, and understandings.

15.2 Severability

If any provision of these Terms is found to be invalid, unlawful, or unenforceable, that provision shall be severed and the remaining provisions shall continue in full force and effect.

15.3 Waiver

Sherlocq’s failure to enforce any provision of these Terms shall not constitute a waiver of its right to enforce that provision in the future. No waiver of any provision shall be effective unless made in writing.

15.4 Force Majeure

Sherlocq shall not be liable for any failure or delay in performance resulting from causes beyond its reasonable control, including acts of God, natural disasters, pandemic, war, civil unrest, government action, power or internet outages, or failure of third-party services.

15.5 Assignment

You may not assign or transfer any rights or obligations under these Terms without Sherlocq’s prior written consent. Sherlocq may assign these Terms in connection with a merger, acquisition, restructuring, or sale of all or substantially all of its assets, provided that the assignee assumes all obligations under these Terms.

16. Contact Us

For questions, feedback, or concerns relating to these Terms or the Services, please contact us at:

Sherlocq Inc.
Incorporated in the State of Delaware, USA
Email: feedback@sherlocq.com
Website: www.sherlocq.com