Terms of Service

1. Who we are and acceptance of these Terms

Tentadeal is operated by Bravae Business Services SLU, a company registered in Spain and part of Feu Du Nord Investments (“Tentadeal”, “we”, “us”).

Tentadeal is a confidential pre-M&A introduction platform designed to enable companies and potential buyers or investors to explore possible strategic interest before a formal transaction process exists.

By creating or using an account, you accept these Terms of Service and our Privacy Policy.

Tentadeal is intended exclusively for professional and business use. You confirm that you are acting in a professional or business capacity and that you have sufficient authority to act for the entity you represent.

You are responsible for ensuring that all information you provide is accurate to the best of your knowledge, that you are entitled to provide it, and that your use of Tentadeal complies with applicable law and any duties you owe to third parties.

2. What Tentadeal is — and is not

Tentadeal provides technology and functionality intended to facilitate discovery, matching and introductions between participants.

Tentadeal does not provide investment, legal, tax, accounting or financial advice; does not act as an investment adviser, broker, investment services firm, fiduciary, agent or representative of any participant; is not a marketplace for regulated financial instruments; and is not a party to any acquisition, investment, negotiation or other transaction between participants.

Tentadeal does not negotiate transactions on behalf of participants and has no authority to bind any participant.

Conversation Ranges, indications of interest, matching results, rankings, compatibility indicators and any other information or signals generated or exchanged through Tentadeal are indicative and non-binding only. They do not constitute a valuation, fairness opinion, recommendation, offer, commitment, representation or assurance that a transaction is possible or appropriate.

Participants remain solely responsible for their own commercial, financial, legal and investment decisions and for carrying out any due diligence they consider necessary.

3. Accounts, participants and eligibility

Access to Tentadeal is subject to application, acceptance and, where applicable, private review.

Tentadeal may use reasonable procedures to review participants, but does not verify or guarantee the identity, authority, financial capacity, creditworthiness, intentions, suitability, accuracy, reliability or good faith of any participant.

Acceptance of a participant into Tentadeal must not be interpreted as endorsement, certification, validation or recommendation by Tentadeal.

You must keep your account credentials confidential and must not allow unauthorised persons to use your account.

You are responsible for activity carried out through your account unless caused directly by a security failure within systems controlled by Tentadeal.

Tentadeal may restrict, suspend or terminate access where reasonably necessary to protect the security, confidentiality, integrity, reputation or proper functioning of the platform, to investigate suspected misuse, to comply with law, or following a breach of these Terms.

4. Confidentiality, anonymity and platform information

Tentadeal processes information submitted by participants only for purposes reasonably connected with providing, administering, securing, improving and auditing the platform, including matching, discovery, review, notifications, support, fraud prevention and related functionality, as further described in the Privacy Policy.

Information may be presented to other participants in anonymised, aggregated or non-identifying form where this is part of Tentadeal's matching or discovery functionality.

Information designated by Tentadeal as Reveal-protected information, including participant identity and contact details, will not be intentionally disclosed by Tentadeal to another participant before a completed Reveal, except where the participant has expressly authorised such disclosure or where disclosure is required by applicable law.

Tentadeal applies appropriate technical and organisational measures intended to protect information under its control. However, no internet-based service or security system can guarantee absolute confidentiality, security, anonymity or immunity from unauthorised access, cyber incidents or attempts to infer identity.

Participants acknowledge in particular that anonymisation reduces but cannot completely eliminate the possibility that another person may infer an identity by combining available information with external information or prior knowledge.

You therefore agree not to attempt to identify, reverse-engineer the identity of, contact or solicit an anonymous participant outside Tentadeal before a completed mutual Reveal.

You must not include names, contact details or other directly identifying information in fields intended by Tentadeal to remain anonymous.

5. Reveal and information exchanged outside Tentadeal

A Reveal occurs when the participants concerned have given the explicit consents required by the platform to disclose their identities and the applicable Reveal fee, if any, has been settled.

The Reveal functionality governs disclosure by Tentadeal through the platform. It does not constitute a non-disclosure agreement, confidentiality agreement, exclusivity agreement or other contractual arrangement between participants.

Following a Reveal, participants decide independently whether, how and under what conditions to communicate or exchange additional information.

Participants wishing to exchange confidential, commercially sensitive, personal or due-diligence information following a Reveal are responsible for entering into any separate NDA, confidentiality agreement or other protections they consider appropriate.

Once information has been lawfully disclosed through a Reveal, or subsequently downloaded, copied, exported, transmitted, communicated or otherwise transferred by a participant outside systems controlled by Tentadeal, its storage, security, processing, use and onward disclosure are outside Tentadeal's control.

To the maximum extent permitted by law, Tentadeal is not responsible for the subsequent storage, use, misuse, loss, copying, transmission, disclosure or security of information after it has lawfully passed outside systems controlled by Tentadeal.

This limitation does not apply where the relevant disclosure or loss results directly from Tentadeal's own breach of these Terms or from a legal, data-protection or security obligation that cannot lawfully be excluded or limited.

6. Participant content and responsibility for information

You retain ownership of the information and content you submit to Tentadeal.

You grant Tentadeal a non-exclusive licence to host, store, reproduce, structure, analyse and otherwise process that information solely to the extent reasonably necessary to provide, operate, secure, administer and improve Tentadeal and its matching functionality, in accordance with these Terms and the Privacy Policy.

You represent that you have the rights, permissions and authority necessary to submit the information you provide.

You remain responsible for deciding what information to submit to Tentadeal.

Unless a specific Tentadeal feature is expressly designed for that purpose, you should not submit highly sensitive due-diligence materials, unnecessary personal data, trade secrets or information whose disclosure would require protections beyond those expressly provided by Tentadeal.

Tentadeal does not independently verify participant-submitted information and is not responsible for errors, omissions, inaccuracies, outdated information, projections, assumptions or misleading information supplied by participants.

Anonymous and aggregated information and statistics may be used by Tentadeal for analytics, platform development and general communication about the platform, provided that such use does not reasonably identify a participant, its specific investment thesis, its counterparties or its activity on Tentadeal.

7. Fees and non-circumvention

Membership is currently free for companies and buyers unless otherwise stated on the Pricing page.

Where applicable, a one-time Reveal fee published on the Pricing page is payable by the buyer when a mutual Reveal is completed, plus applicable taxes.

Payments may be processed by third-party payment providers such as Stripe and may therefore also be subject to their applicable terms.

The Reveal fee is earned when the Reveal completes and is non-refundable except where required by law or where Tentadeal expressly determines otherwise.

Participants must not use information, matches, notifications or discoveries obtained through Tentadeal to identify or contact one another outside the platform for the purpose of avoiding an applicable Reveal fee.

For these purposes, Circumvention means knowingly completing or attempting to complete outside Tentadeal an introduction arising materially from discovery of the other participant through Tentadeal, without completing the applicable Reveal.

Circumvention is a material breach of these Terms. The applicable Reveal fee remains due and Tentadeal may suspend or terminate access and exercise any other rights available under law.

Circumvention does not apply where a participant can reasonably demonstrate that the relevant parties were already in active direct discussions concerning substantially the same acquisition or investment opportunity before the relevant Tentadeal match or discovery occurred.

8. Availability and service interruptions

Tentadeal does not provide or guarantee any service level, minimum uptime, continuous availability or uninterrupted access to the platform.

The platform may be temporarily unavailable, interrupted, delayed, degraded or restricted at any time as a result of maintenance, updates, technical failures, cybersecurity measures, capacity constraints, third-party service failures or other operational reasons.

To the maximum extent permitted by applicable law, temporary unavailability, interruption, delay or degradation of the platform does not constitute a breach of these Terms.

Tentadeal may suspend access to all or part of the platform where reasonably necessary for maintenance, security, technical, legal, regulatory or operational reasons and is under no obligation to provide continuous or uninterrupted service.

Tentadeal does not guarantee:

• continuous or uninterrupted availability of the platform;
• any minimum uptime or service level;
• that the platform will always be free from defects, interruptions, errors or cyber incidents;
• any minimum number or quality of participants, opportunities or matches;
• that a match will result in a Reveal;
• that a Reveal will result in a conversation, negotiation or transaction;
• that any participant will respond or continue discussions;
• that information provided by another participant is complete or accurate; or
• that any transaction will be commercially, legally or financially appropriate.

Tentadeal does not assume responsibility for preserving any particular match, opportunity, indication of interest, message, Reveal, negotiation or other commercial opportunity during a period of platform unavailability or degradation.

Tentadeal may modify, improve, replace, suspend or discontinue functionality where reasonably required for technical, security, legal, regulatory, product or operational reasons.

9. Limitation of liability

The platform is provided on an “as is” and “as available” basis.

To the maximum extent permitted by applicable law, Tentadeal is not liable for losses arising from or relating to:

• temporary or permanent unavailability, interruption, delay or degradation of the platform;
• maintenance, updates, modifications or suspension of platform functionality;
• failures of hosting providers, cloud infrastructure, telecommunications networks, internet services, payment processors or other third-party systems;
• cybersecurity incidents or unauthorised activity not caused by a breach by Tentadeal of obligations that cannot lawfully be excluded or limited;
• information supplied by participants;
• errors, omissions or inaccuracies in participant information;
• acts or omissions of participants;
• decisions made in reliance on platform information;
• unsuccessful or abandoned matches, Reveals, introductions, negotiations or transactions;
• inability to communicate with another participant;
• inability to complete or delay in completing a Reveal;
• loss of a potential acquisition, investment, financing or other commercial opportunity;
• the commercial, financial, legal or strategic terms or outcome of any transaction;
• misuse of information by another participant following lawful disclosure;
• conduct occurring between participants outside systems controlled by Tentadeal;
• loss of opportunity, anticipated profits, revenue, goodwill, business or anticipated savings;
• loss or corruption of data outside systems controlled by Tentadeal;
• indirect, incidental, consequential, exemplary or special damages; or
• events or systems outside Tentadeal's reasonable control.

Tentadeal is not responsible for any alleged reduction in the value of, loss of, delay to or inability to pursue an acquisition, investment, financing, negotiation or other commercial opportunity resulting from the temporary unavailability, malfunction or operation of the platform.

To the maximum extent permitted by applicable law, Tentadeal's aggregate contractual liability to a participant arising from or in connection with the platform, these Terms or any related service shall not exceed the total fees actually paid by that participant to Tentadeal during the twelve months immediately preceding the event giving rise to the claim.

The limitations and exclusions in this section apply, to the extent legally permissible, to Bravae Business Services SLU, its directors, officers, employees, affiliates, contractors and persons acting on behalf of Tentadeal.

Nothing in these Terms excludes or limits liability for fraud or wilful misconduct, or any liability, statutory right or obligation that applicable law does not permit to be excluded or limited.

10. Participant responsibility and indemnification

You are responsible for your use of Tentadeal and for complying with these Terms and applicable law.

To the maximum extent permitted by applicable law, you agree to indemnify and hold Tentadeal harmless against third-party claims, liabilities, losses, damages and reasonable external legal costs arising directly from:

• information or content unlawfully submitted by you;
• your infringement of third-party rights;
• your unauthorised disclosure or misuse of information obtained through Tentadeal;
• fraudulent, unlawful or unauthorised activity carried out through your account;
• your attempt to circumvent Tentadeal or an applicable Reveal fee; or
• a material breach by you of these Terms.

This provision does not apply to the extent that the relevant loss was caused directly by Tentadeal itself.

11. Intellectual property

Tentadeal and its software, interfaces, databases, designs, algorithms, matching systems, documentation, trademarks and other platform materials are owned by Bravae Business Services SLU or its applicable licensors.

No ownership rights in Tentadeal are transferred to participants.

You may use the platform only for its intended professional purposes.

Except where expressly permitted by Tentadeal or applicable law, you may not:

• copy, scrape or systematically extract platform data;
• reproduce or commercially exploit platform content;
• reverse engineer or attempt to derive source code;
• interfere with or attempt to bypass platform security or access controls;
• use automated systems to access or collect information from Tentadeal without permission; or
• use Tentadeal data to create or enrich competing databases, directories or services.

12. Suspension and termination

You may stop using Tentadeal at any time.

Tentadeal may suspend, restrict or terminate an account where reasonably necessary because of:

• breach of these Terms;
• suspected fraud or misuse;
• security or confidentiality concerns;
• attempted Circumvention;
• legal or regulatory requirements;
• material risk to another participant or to Tentadeal;
• conduct inconsistent with the intended professional use of Tentadeal; or
• activity that may reasonably damage the integrity, security or reputation of the platform.

Where circumstances reasonably require it, Tentadeal may act without prior notice.

Termination or suspension does not affect rights, obligations or fees accrued before termination.

Sections that by their nature are intended to survive termination — including provisions relating to fees, Circumvention, information previously disclosed, participant responsibility, intellectual property, limitation of liability, indemnification and governing law — remain applicable following termination.

13. Changes to the platform and these Terms

Tentadeal may change, add, remove or modify platform functionality at any time where reasonably necessary for product, technical, commercial, security, operational, legal or regulatory reasons.

No participant acquires a right to the continued availability of any particular feature, functionality, workflow or platform design.

Tentadeal may also update these Terms where reasonably necessary because of legal, regulatory, security, technical, operational, commercial or product changes.

The version in force and its effective date will be made available through the platform.

Where a change to these Terms is material, Tentadeal will take reasonable steps to notify affected participants before or when the updated Terms take effect.

Continued use of Tentadeal following the effective date of updated Terms constitutes acceptance of those Terms.

If you do not agree with an updated version, you must stop using Tentadeal.

14. General provisions

These Terms, together with the Privacy Policy and any expressly applicable pricing or service conditions, constitute the agreement governing your use of Tentadeal.

No provision of these Terms creates a partnership, joint venture, fiduciary relationship, agency, employment relationship or representation arrangement between Tentadeal and any participant.

Tentadeal has no authority to act on behalf of a participant, and no participant has authority to act on behalf of Tentadeal.

If any provision of these Terms is found invalid, unlawful or unenforceable, that provision shall be applied to the maximum extent legally permissible and the remaining provisions shall continue in effect.

Failure by Tentadeal to enforce any provision on one occasion does not constitute a waiver of that provision or of the right to enforce it subsequently.

You may not assign your rights or obligations under these Terms without Tentadeal's prior written consent.

Tentadeal may assign or transfer these Terms in connection with a merger, acquisition, corporate reorganisation, sale or transfer of the Tentadeal business or substantially all relevant assets, subject to applicable law.

15. Governing law and jurisdiction

These Terms and any dispute arising from or relating to Tentadeal are governed by Spanish law.

Tentadeal is provided exclusively for professional and business use.

To the extent permitted by applicable law, participants agree that the courts of Barcelona, Spain shall have exclusive jurisdiction over any dispute, claim or proceeding arising from or relating to these Terms or the use of Tentadeal, except where applicable law mandatorily requires otherwise.