Terms of Use

Please read these terms carefully. These Terms of Use (“Terms”) are a contract between you and Syndicate Room Ltd (“SyndicateRoom”, “we”, “us”). They govern your use of Sonde Data (the “Service”). By creating an account or using the Service you confirm that you accept these Terms.

Who can use the Service. The Service is intended for professional and business use — in particular by angel investors, fund managers, advisers and other professionals carrying out research on UK companies. You must be at least 18 and have authority to accept these Terms on behalf of any organisation you represent.

Important — the Service is in soft launch (beta)

• Features, data coverage and outputs may change at any time.
• There is no service-level agreement (SLA): availability is best-efforts.
• Outputs are derived from public data and may contain errors. Always verify before relying on them.
• The Service does not provide investment advice. See section 5.

1. About the Service

The Service is a research tool that draws on information from the UK Companies House register and other public sources to help you research UK companies, the people connected with them, and their ownership and funding history. It includes tools that derive estimates and tags from that information — for example an indicative share value, an estimated MOIC/IRR for a portfolio, and tags suggesting sector, funding stage or founder identity.

Syndicate Room Ltd is a company registered in England and Wales (company number 07697935). SyndicateRoom is authorised and regulated by the Financial Conduct Authority for its regulated fund-management activities. The Service itself is a research and information tool and is not a regulated investment service.

2. Your account

• You must register an account to use the Service. Keep your login details confidential and do not share your account with others.
• You are responsible for activity that takes place under your account. Tell us promptly if you suspect any unauthorised access.
• We may suspend or close your account if we reasonably believe these Terms have been breached, or if your use puts the Service, other users or third parties at risk.

3. How you can and cannot use the Service

You may use the Service for legitimate professional research purposes — for example, investment screening, due diligence and market mapping.

You must not:

• Re-identify individuals beyond what is required for legitimate professional research, or attempt to derive sensitive personal data (such as home addresses) from the information in the Service.
• Extract data in bulk, scrape, harvest, or systematically copy information from the Service, whether manually or by automated means.
• Share or onward-distribute Service content to people outside your organisation, or otherwise make the information available as a product or service of your own.
• Use the Service for unsolicited marketing to individuals identified through it, or in a way that breaches direct-marketing rules (including UK GDPR and PECR).
• Interfere with the Service — attempt to disrupt, reverse-engineer, probe for vulnerabilities, or circumvent authentication, rate limits or access controls.
• Use the Service unlawfully — including in any way that infringes another person’s rights or breaches applicable law.

Direct marketing and PECR. If you choose to contact any individual you identify through the Service, you are responsible as an independent controller for ensuring that contact complies with UK GDPR, PECR, and any applicable direct-marketing rules. We do not authorise the use of the Service to build marketing lists.

4. Data and accuracy

Source data. The Service contains public sector information licensed under the Open Government Licence v3.0. Source: Companies House. We also use a small amount of publicly available company-level information retrieved via third-party services.

Derived and estimated outputs. Several outputs in the Service are estimates we calculate or tags we apply heuristically. These include, but are not limited to:

• Indicative share value — an estimate produced by applying share prices from SH01 filings to a holding. It does not reflect later funding rounds, dilution, different share classes, buy-backs, or any private arrangements between shareholders.
• Portfolio analysis (MOIC / IRR) — estimates derived by correlating CS01 cap-table changes with SH01 share prices. They are point-in-time estimates from public filings and may differ materially from real returns.
• Tags (for example, founder identity, sector, funding stage) — these are produced by heuristic methods and may be incorrect.

No warranty of accuracy. Companies House filings can themselves contain errors and our parsing of them may also contain errors. The Service is provided on an “as is” basis. We do not warrant that the information is accurate, complete or current, and you should verify anything you intend to rely on against the original filings or other authoritative sources.

Removal requests from individuals. Individuals named in the Service may ask to be removed (see our Privacy Notice). When we suppress someone’s record, the underlying picture you see may change.

5. Not investment advice or a financial promotion

The Service is informational and research-support only. Nothing in the Service is, or is intended to be:

• investment advice, a personal recommendation or any other regulated investment service;
• a financial promotion, an invitation or inducement to engage in investment activity;
• an offer to buy or sell any security or interest, or a solicitation of any such offer; or
• legal, tax, accounting or other professional advice.

Make your own decisions. You must rely on your own due diligence and, where appropriate, take advice from suitably qualified professionals before making any investment decision. Indicative values, MOIC/IRR estimates and tags are research support only, not statements of value or recommendations.

SyndicateRoom’s regulated activities. SyndicateRoom is FCA-authorised for its fund-management activities, which are conducted separately under SyndicateRoom’s regulated terms and disclosures. Your use of the Service does not create any client relationship with SyndicateRoom in respect of those regulated activities.

6. Intellectual property

• Our materials. The Service — including its software, design, structure, tags, derived outputs and presentation — is owned by or licensed to SyndicateRoom. We grant you a non-exclusive, non-transferable, revocable licence to use the Service for the purposes described in these Terms.
• Companies House data. Underlying Companies House data is public sector information licensed under the Open Government Licence v3.0. You must comply with the OGL terms when using any such data downloaded or copied from the Service.
• Third-party content. The Service may display content (for example, company websites and descriptions) sourced from third parties. We do not own that content; your use of it is subject to the third party’s own terms.
• Feedback. If you give us suggestions or feedback about the Service, you grant us a perpetual, royalty-free licence to use it to improve the Service.

7. Privacy

Our handling of personal data is described in the Service’s Privacy Notice. By using the Service you confirm you have read it. Where you use information from the Service to process personal data for your own purposes, you do so as an independent controller and are responsible for your own compliance with UK GDPR and PECR.

8. Availability and changes to the Service

• During soft launch the Service is provided on a best-efforts basis with no SLA. We may make features unavailable, change them, or withdraw them at any time.
• We may carry out maintenance and updates that affect availability.
• We may add, change or remove data sources, tags and derived outputs as the Service develops.

9. Limitation of liability

Nothing in these Terms limits liability that cannot be limited under English law (including liability for death or personal injury caused by negligence, or for fraud).

Subject to that:

• The Service is provided “as is” and we exclude, so far as the law allows, all implied warranties (including as to accuracy, completeness, fitness for a particular purpose, or non-infringement).
• We are not liable for any loss arising from your reliance on outputs of the Service, including investment losses, missed opportunities, or losses caused by inaccurate, incomplete or out-of-date information.
• We are not liable for indirect or consequential loss, loss of profits, loss of revenue, loss of business, loss of anticipated savings, loss of goodwill, or loss of data.
• Our total aggregate liability to you under or in connection with these Terms in any twelve-month period is limited to the greater of (a) the fees you paid for the Service in that period or (b) £100.

Professional users. Because the Service is intended for professional use and outputs are estimates and heuristics, you accept that exercising your own judgement and verification is part of using it properly.

10. Suspension and termination

• You can stop using the Service and close your account at any time by contacting us.
• We can suspend or terminate your access if we reasonably believe you have breached these Terms, if continued use poses a risk to the Service or other users, or if we are required to do so by law.
• On termination, your right to use the Service ends. Sections of these Terms that by their nature should survive termination (for example, intellectual property, liability, and governing law) will continue.

11. Changes to these Terms

We may update these Terms from time to time. If a change is significant we will take reasonable steps to bring it to your attention (for example, by notifying you in the Service or by email). Continuing to use the Service after a change means you accept the updated Terms.

12. Other legal terms

• Entire agreement. These Terms, together with the Privacy Notice, are the entire agreement between you and SyndicateRoom in relation to the Service.
• No waiver. If we delay or do not enforce a right under these Terms, that does not waive it.
• Severability. If any part of these Terms is held to be unenforceable, the rest will continue in force.
• Assignment. You may not transfer your rights under these Terms without our consent. We may transfer ours, including to a successor entity or as part of a corporate transaction.
• Third parties. These Terms do not give rights to third parties under the Contracts (Rights of Third Parties) Act 1999.
• Governing law and jurisdiction. These Terms are governed by the law of England and Wales. The courts of England and Wales have exclusive jurisdiction, except that we may bring proceedings against you in any jurisdiction where you operate.

13. Contact

Questions about these Terms or the Service can be sent to support@sondedata.co.uk. Privacy questions and rights requests go to privacy@sondedata.co.uk — see the Privacy Notice.