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Deal Pros Platform Terms of Service

Last updated: October 1, 2026 · Version 2026-10-01

These Platform Terms of Service (the "Platform Terms") govern access to and use of the Deal Pros subscription platform and related services. Deal Pros, LLC, a Wisconsin limited liability company ("Deal Pros," "we," "us"), provides them. They apply to the organization that subscribes (the "Customer" or "Subscriber") and to every person who uses the platform under the Customer's account.

The public website at dealpros.co is governed by the separate Website Terms of Use. The Customer's Subscription Agreement incorporates these Platform Terms. That includes the co-listing requirement in Section X of the Subscription Agreement for the Deal Management and Full Deal Ops Support plans.

1. Definitions

  • "Service" means the Deal Pros platform, including its workspaces, CRM, pipelines, Data Rooms, portals, forms, e-signature requests, AI features, reports, mobile and web interfaces, and any related administrative-support services included in the Customer's plan.
  • "Customer Data" means all data, files, documents and other content that the Customer, its Users or its Guests submit to the Service, or that the Service collects from a third-party service the Customer connects. It does not include Usage Data.
  • "User" means an individual the Customer authorizes to use the Service under its account, such as an owner, admin, advisor, agent or staff member.
  • "Guest" means a person the Customer or a User invites into a limited part of the Service, such as a buyer, seller, client, attorney or lender given access to a Data Room, portal, form or signature request.
  • "Organization Owner" means the User who holds the owner role for the Customer's organization in the Service.
  • "Usage Data" means technical and usage information about the operation of the Service, such as feature usage, performance, error reports and security logs. It does not identify Customer Data content.
  • "AI Features" means features of the Service that send content to an artificial-intelligence provider to generate output.
  • "Documentation" means the Deal Pros AI Policy, the Acceptable Use Policy, the Data Processing Addendum, the Platform Privacy Notice, the Subprocessor List and the in-product help content, each as updated under Section 17.

2. The Service

2.1 Access. Subject to these Platform Terms and payment of fees, Deal Pros grants the Customer a non-exclusive, non-transferable right during the subscription term for its Users and Guests to access and use the Service for the Customer's internal business purposes.

2.2 Plans. The features and support included are those of the Customer's plan as described at dealpros.co/plans and in the Service at the time of purchase:

  • Platform Access is software only.
  • Deal Management adds managed transaction workflow.
  • Full Deal Ops Support adds back-office deal operations and ongoing operational guidance.

Optional add-ons, such as AI credit add-ons and the Managed Website service, are governed by these Platform Terms plus any add-on terms shown at purchase.

2.3 Administrative support only. Deal Pros is a software and administrative-support provider. Deal Pros is not a business broker, broker-dealer, real estate broker, investment bank, law firm, accounting firm, lender, valuation firm or compliance advisor. Deal Pros does not:

  • act as broker of record for the Customer;
  • lead any transaction;
  • negotiate with, advise or represent the Customer's clients, buyers or sellers.

The Customer and its Users are solely responsible for their professional services, licensing, client relationships and transactions. Deal Pros may advise the Customer on growing and managing its own agency, as described in the Subscription Agreement.

2.4 Changes to the Service. Deal Pros may improve, change or discontinue features. Deal Pros will not materially reduce the core functionality of the Customer's plan during a paid billing period. Where a change materially reduces that functionality, Deal Pros will give at least 30 days' notice, and the Customer may cancel before the change takes effect.

2.5 Availability and support. Deal Pros will use commercially reasonable efforts to keep the Service available and to respond to support requests sent to support@dealpros.co during normal business hours (Central Time, Monday through Friday, excluding U.S. federal holidays). The Service may be unavailable for maintenance, emergency fixes, or events outside Deal Pros' reasonable control. No service-level credits apply unless a separate written agreement provides them.

2.6 Third-party services. The Service can connect to third-party services the Customer chooses to enable, such as Microsoft Outlook or Teams, Dropbox, Dropbox Sign, DocuSign, Google services and payment providers. The Customer's use of a third-party service is governed by that provider's terms. Deal Pros is not responsible for third-party services, their availability, or changes to them. When the Customer connects a third-party service, it authorizes Deal Pros to exchange Customer Data with that service as needed to provide the connected feature.

3. Accounts and security

3.1 Users. The Customer is responsible for:

  • who it authorizes as Users and Guests;
  • the roles and permissions it assigns them;
  • all activity under its account.

Users must be at least 18 years old. Each User must use their own login. Logins may not be shared.

3.2 Credentials and two-factor authentication. Users must keep their credentials confidential. Two-factor authentication is available to every User. Deal Pros requires it for Deal Pros platform staff, and may require it for other roles after giving notice. The Customer must notify Deal Pros promptly at support@dealpros.co if it suspects unauthorized access to its account.

3.3 Guests. The Customer is responsible for deciding which Guests receive access, and to what. That includes any non-disclosure agreement, approval, or access expiry the Customer applies through the Service. Guests may use the Service only for the purpose for which they were invited.

4. Customer Data

4.1 Ownership. As between the parties, the Customer owns its Customer Data. Deal Pros claims no ownership of Customer Data.

4.2 License to Deal Pros. The Customer grants Deal Pros a limited, non-exclusive, worldwide license to host, copy, process, transmit and display Customer Data. This license is only:

  • to provide, secure, support and maintain the Service for the Customer;
  • to prevent or address technical, security or abuse problems;
  • to comply with law;
  • as the Customer otherwise instructs, including through its settings in the Service.

The Data Processing Addendum governs Deal Pros' processing of personal information within Customer Data.

4.3 No sale; no training by Deal Pros. Deal Pros does not sell Customer Data. Deal Pros does not use Customer Data to train artificial-intelligence or machine-learning models.

4.4 Customer responsibilities. The Customer represents and warrants that it has all rights, consents and authority needed to submit Customer Data to the Service and to have it processed as described in the Documentation. That includes data about its clients, buyers, sellers, businesses and their employees. The Customer is responsible for the accuracy, legality and quality of Customer Data. That includes:

  • confidential information memoranda, financial information and other deal materials it uploads or shares;
  • compliance with any confidentiality agreement, engagement agreement, brokerage policy or professional rule that applies to that information.

4.5 Usage Data. Deal Pros may collect and use Usage Data to operate, secure, support and improve the Service. Deal Pros may also create aggregated, de-identified statistics that do not identify the Customer, any User, Guest or individual, or any transaction. Deal Pros will not use Usage Data to train AI models on Customer Data content.

4.6 Export. While the subscription is active, the Customer can export its data using the export features in the Service. For 30 days after the subscription ends, Deal Pros will, on the Organization Owner's request to support@dealpros.co, either provide read-only access or deliver an export of the Customer's CRM records and Data Room files. The export is provided in Deal Pros' standard formats (for example, CSV and original file formats).

4.7 Deletion. Within 90 days after the subscription ends, Deal Pros will delete the Customer Data in the Service, except as set out below. Database backups containing deleted data expire on their normal schedule, currently within 7 days after deletion. Files stored in Data Rooms and other file storage are not included in database backups, so once deleted they cannot be restored. Copies that the Customer or its Users export, download or back up to services they control, such as a connected Dropbox account, are the Customer's responsibility and are not covered by this Section.

Deal Pros may keep the following:

  • (a) Billing, tax and payment records.
  • (b) Signed agreements and their signature evidence, including the Subscription Agreement and Co-Listing Commission Split Agreements.
  • (c) Security, audit and AI governance records.
  • (d) Data Deal Pros must keep by law.

Deal Pros keeps these for 7 years after the subscription ends. Deal Pros keeps them longer only while needed to establish, exercise or defend legal claims, including claims under Section X.6 of the Subscription Agreement. Any data Deal Pros keeps remains subject to Section 9 (Confidentiality).

5. AI Features

5.1 What AI Features do. AI Features send the content needed for a request to Deal Pros' AI providers to generate output. Every AI request passes through Deal Pros' AI governance controls before it is sent, and those controls deny the request if they cannot confirm it is permitted. How AI Features work is described in the Deal Pros AI Policy at dealpros.co/ai-policy.

5.2 Organization AI Policy. The Organization Owner may configure the Customer's AI policy in the Service. Deal Pros applies the most restrictive applicable setting across the following:

  • the Customer's organization policy and any overrides;
  • protection on the content and anything derived from it;
  • Data Room AI Protection;
  • the categories of data each AI provider is approved to receive.

5.3 Data Room AI Protection. Data Rooms are created with Data Room AI Protection turned on. While it is on, Deal Pros will not send the Data Room's documents, or content Deal Pros derives from them, to an AI provider.

Only the Organization Owner can turn protection off for a Data Room, through the authorization process in the Service. That process requires a typed confirmation and the acknowledgments shown at the time. Deal Pros records each authorization, emails a confirmation and keeps a PDF record. Deal Pros platform staff cannot turn protection off on the Customer's behalf.

The Customer is solely responsible for obtaining any approval required by its brokerage, employer, clients, regulators or others before turning protection off. Deal Pros' records of an authorization are not such an approval.

5.4 Information Users send to AI themselves. Deal Pros can enforce AI restrictions only while information stays within a protected area of the Service or keeps its protected classification. The Customer is responsible for making sure that anything its Users type, paste, upload or otherwise send into an AI Feature is authorized for AI processing. That includes text copied out of a protected area.

5.5 AI output. AI output may be incomplete, inaccurate or inappropriate for the Customer's purpose. It is a draft to assist the professional judgment of the Customer and its Users, not a substitute for it. The Customer is responsible for reviewing AI output before relying on it or sending it to anyone. AI output is not legal, tax, accounting, valuation, lending or compliance advice. Deal Pros does not claim ownership of AI output generated for the Customer. As between the parties, that output is Customer Data.

5.6 AI providers. Deal Pros uses only AI providers listed in its AI provider registry, and only for the categories of data each is approved to receive. The providers currently in use are listed in the Subprocessor List. Deal Pros publishes what it has and has not verified about each provider's retention, training and processing location in the AI Governance compliance packet. Deal Pros will not approve a provider for Data Room or confidential-document content unless it has that provider's retention and training terms in writing.

5.7 AI credits. Some AI Features consume AI credits. Credits included with a plan or bought as an add-on:

  • are usage allowances with no cash value;
  • are not transferable;
  • expire as shown in the Service when they are issued or bought;
  • are non-refundable except as stated in Section 7.6.

The Customer's admins can set monthly AI credit limits for each User, and the Organization Owner can restrict AI use through the organization AI policy.

6. Acceptable use

The Customer and its Users and Guests must comply with the Deal Pros Acceptable Use Policy. Deal Pros may remove content or suspend access under Section 11 for a violation.

7. Fees and payment

7.1 Fees. The Customer will pay the fees for its plan and add-ons as shown at dealpros.co/plans or in the Service at the time of purchase. Those include:

  • the monthly subscription fee;
  • any one-time onboarding fee;
  • add-on fees.

The co-listing commission split under the Deal Management and Full Deal Ops Support plans is governed by Section X of the Subscription Agreement and the Co-Listing Commission Split Agreements. It is paid through the Customer's brokerage at closing, not through the Service.

7.2 Billing. Subscription and add-on fees are billed monthly in advance and charged automatically to the Customer's payment method on file through Deal Pros' payment processor. Onboarding fees are charged once, on the first invoice. Billing history is available in the billing portal.

7.3 Taxes. Fees exclude taxes. The Customer is responsible for applicable sales, use and similar taxes, other than taxes on Deal Pros' income.

7.4 Failed payments. If a payment fails, Deal Pros' payment processor will retry it and Deal Pros will notify the Organization Owner. If payment is still outstanding 15 days after the first failed attempt, Deal Pros may suspend the Service until it is paid. During suspension the Customer Data is retained and can be exported on request.

7.5 Price changes. Deal Pros may change its fees by giving at least 30 days' notice before the change applies to the Customer. The new fees apply from the first billing period that starts after the notice period ends. The Customer may cancel before then.

7.6 No refunds. Fees are non-refundable, including onboarding fees, partial months and unused AI credits, except where:

  • (a) required by law;
  • (b) the Customer terminates under Section 10.3 for Deal Pros' uncured material breach;
  • (c) the Customer terminates under Section 2.4 or the Data Processing Addendum's subprocessor objection process.

In cases (b) and (c), Deal Pros will refund prepaid subscription fees for the unused part of the current billing period.

8. Intellectual property

8.1 Deal Pros property. Deal Pros and its licensors own the Service, the Documentation and all related software, templates, designs and know-how, along with all improvements to them. The Customer receives no rights except those expressly granted in these Platform Terms.

8.2 Restrictions. The Customer will not, and will not allow anyone else to:

  • copy, modify or create derivative works of the Service, except for the Customer's own use of templates provided in the Service;
  • resell, sublicense or provide the Service to third parties other than Users and Guests;
  • reverse engineer the Service, except to the extent law permits despite this restriction;
  • access the Service to build a competing product.

8.3 Feedback. If the Customer gives Deal Pros suggestions or feedback, Deal Pros may use them without obligation, as long as it does not identify the Customer publicly without permission.

9. Confidentiality

9.1 Definition. "Confidential Information" means non-public information that one party (the "discloser") gives the other (the "recipient") and that is marked confidential or would reasonably be understood to be confidential. The Customer's Confidential Information includes Customer Data. Deal Pros' Confidential Information includes non-public details of the Service, its security and its pricing arrangements.

Confidential Information does not include information that:

  • is or becomes public without the recipient's fault;
  • the recipient already lawfully knew;
  • the recipient lawfully receives from a third party without a confidentiality duty;
  • the recipient independently develops.

9.2 Obligations. The recipient will:

  • use Confidential Information only to perform under or exercise its rights under these Platform Terms;
  • protect it with at least reasonable care;
  • disclose it only to its personnel, contractors and subprocessors who need to know it and are bound by confidentiality obligations at least as protective as these.

The recipient may disclose Confidential Information when required by law, after giving the discloser reasonable notice where the law allows.

9.3 Duration. These obligations last during the subscription term and for 5 years after it ends. For Customer Data and trade secrets, they last for as long as the recipient holds the information.

10. Term and termination

10.1 Term. The subscription renews automatically each month until it is cancelled.

10.2 Cancellation. The Organization Owner may cancel at any time in the Service or by emailing support@dealpros.co. Cancellation takes effect at the end of the current paid billing period. Cancelling one add-on, such as the Managed Website service, does not cancel the platform subscription, and the add-on's own terms apply to it.

10.3 Termination for breach. Either party may terminate the subscription if the other party materially breaches these Platform Terms and does not cure the breach within 30 days after written notice. Non-payment is handled under Section 7.4.

10.4 Effect of termination. When the subscription ends:

  • the Customer's access ends;
  • Sections 4.6 and 4.7 govern export and deletion;
  • unpaid fees for periods before termination become due.

Sections 4.3, 4.5, 4.7, 5.5, 7, 8, 9, 10.4, 12, 13, 14, 15 and 18 survive, along with any provision that by its nature should survive. Section X of the Subscription Agreement survives as stated there.

11. Suspension

Deal Pros may suspend access for any User, Guest or the Customer's account if reasonably necessary to:

  • (a) prevent or stop a security threat or harm to the Service or others;
  • (b) address a violation of the Acceptable Use Policy;
  • (c) comply with law;
  • (d) address non-payment under Section 7.4.

Deal Pros will limit the suspension to what is reasonably necessary, notify the Organization Owner (in advance where practical), and restore access once the reason is resolved.

12. Warranties and disclaimers

12.1 Mutual. Each party warrants that it has the authority to enter into these Platform Terms.

12.2 Deal Pros. Deal Pros warrants that it will:

  • provide the Service in a professional manner consistent with the Documentation;
  • not materially decrease the security of the Service during a paid billing period.

The Customer's remedy for breach of this warranty is for Deal Pros to use reasonable efforts to correct the problem. If Deal Pros cannot do so within 30 days, the Customer may terminate under Section 10.3.

12.3 Disclaimer. EXCEPT AS EXPRESSLY STATED IN THESE PLATFORM TERMS, THE SERVICE, AI OUTPUT AND ALL CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE." DEAL PROS DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. DEAL PROS DOES NOT WARRANT THAT:

  • THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE;
  • AI OUTPUT WILL BE ACCURATE;
  • ANY TRANSACTION WILL CLOSE OR PRODUCE ANY RESULT.

13. Limitation of liability

13.1 Excluded damages. NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES. NEITHER PARTY WILL BE LIABLE FOR LOST PROFITS, LOST REVENUE, LOST COMMISSIONS OR FEES, LOST OR DELAYED TRANSACTIONS, LOSS OF GOODWILL, OR COST OF SUBSTITUTE SERVICES. THIS APPLIES EVEN IF THE PARTY WAS ADVISED THESE DAMAGES WERE POSSIBLE.

13.2 Cap. EACH PARTY'S TOTAL LIABILITY ARISING OUT OF OR RELATING TO THESE PLATFORM TERMS AND THE SERVICE WILL NOT EXCEED THE FEES PAID AND PAYABLE BY THE CUSTOMER TO DEAL PROS FOR THE SERVICE IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE LIABILITY.

13.3 Data protection cap. For claims arising from a breach of Section 9 (Confidentiality) as to Customer Data, or of the Data Processing Addendum, the cap in Section 13.2 is two times the amount stated there.

13.4 Exceptions. Sections 13.1 to 13.3 do not limit:

  • (a) the Customer's obligation to pay fees;
  • (b) obligations under Section X of the Subscription Agreement or any Co-Listing Commission Split Agreement, which are governed by those agreements;
  • (c) a party's indemnification obligations under Section 14;
  • (d) the Customer's liability for violations of Section 8.2 or the Acceptable Use Policy;
  • (e) liability for gross negligence, willful misconduct or fraud;
  • (f) liability that cannot be limited by law.

14. Indemnification

14.1 By the Customer. The Customer will defend Deal Pros and its members, officers, employees and contractors against third-party claims, and pay the resulting damages, settlements and reasonable attorneys' fees, arising from:

  • (a) Customer Data, including a claim that the Customer lacked the rights or consents to submit it;
  • (b) the Customer's professional services, client relationships, transactions, licensing or regulatory compliance;
  • (c) a decision by the Organization Owner to turn off Data Room AI Protection, or content its Users send to AI Features under Section 5.4;
  • (d) violation of the Acceptable Use Policy by the Customer, its Users or its Guests.

14.2 By Deal Pros. Deal Pros will defend the Customer against third-party claims that the Service, as provided by Deal Pros and used according to these Platform Terms, infringes a United States patent, copyright or trademark or misappropriates a trade secret. Deal Pros will also pay the resulting damages, settlements and reasonable attorneys' fees.

This does not apply to claims arising from:

  • Customer Data;
  • AI output;
  • third-party services;
  • modifications not made by Deal Pros;
  • combinations with items Deal Pros did not provide.

If the Service is or may become subject to such a claim, Deal Pros may modify it, obtain a license, or terminate the affected part and refund prepaid fees for it.

14.3 Process. The indemnified party must give prompt notice of the claim, reasonable cooperation, and sole control of the defense and settlement. The indemnifying party may not settle a claim in a way that imposes an obligation or admission on the indemnified party without its consent, which may not be unreasonably withheld.

15. Governing law and disputes

15.1 Governing law. These Platform Terms are governed by the laws of the State of Wisconsin, without regard to its conflict-of-laws rules.

15.2 Venue. Any dispute arising out of or relating to these Platform Terms or the Service will be brought exclusively in the state or federal courts located in the State of Wisconsin. Each party consents to the personal jurisdiction and venue of those courts. Either party may seek injunctive relief in any court of competent jurisdiction to protect its Confidential Information or intellectual property.

15.3 Informal resolution first. Before filing a claim, the parties will try in good faith for 30 days to resolve the dispute. The claiming party starts this by giving written notice to the other.

15.4 Jury waiver. EACH PARTY WAIVES ANY RIGHT TO A JURY TRIAL IN ANY DISPUTE ARISING OUT OF OR RELATING TO THESE PLATFORM TERMS, TO THE EXTENT PERMITTED BY LAW.

16. Notices

Deal Pros may give notices to the Customer by email to the Organization Owner, or by notice in the Service. The Customer must give notices to Deal Pros by email to support@dealpros.co. Notices are effective when sent, unless the sender receives a delivery failure.

17. Changes to these Platform Terms

Deal Pros may update these Platform Terms and the Documentation. For a change that materially and adversely affects the Customer, Deal Pros will give at least 30 days' notice by email or in the Service before it takes effect. Changes required by law or made for security reasons may take effect sooner.

If the Customer does not agree to a change, it may cancel before the change takes effect, and Section 7.6 applies. Otherwise, continued use of the Service after the effective date means the Customer accepts the change.

Changes to the Subscription Agreement are made by publishing a new version that each User must accept in the Service.

18. General

18.1 Order of precedence. If documents conflict, they apply in this order:

  1. the Subscription Agreement (including Section X) and any Co-Listing Commission Split Agreement, as to their subject matter;
  2. the Data Processing Addendum, as to personal information;
  3. these Platform Terms;
  4. the Acceptable Use Policy;
  5. the AI Policy;
  6. other Documentation.

18.2 Entire agreement. The Subscription Agreement, these Platform Terms and the Documentation are the entire agreement between the parties about the Service. They replace prior agreements on that subject. Terms in a Customer purchase order or similar document do not apply.

18.3 Assignment. Neither party may assign these Platform Terms without the other's consent. Either party may assign them without consent to a successor in a merger, acquisition or sale of substantially all of its assets or business, if it gives notice.

18.4 Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control, such as natural disasters, utility, internet or hosting-provider failures, labor disputes, or acts of government. This does not apply to payment obligations.

18.5 Independent parties. The parties are independent contractors. These Platform Terms create no partnership, joint venture, agency, fiduciary or employment relationship.

18.6 Electronic acceptance. These Platform Terms are accepted electronically through the Subscription Agreement. Electronic records and signatures have the same effect as written ones.

18.7 Severability; waiver. If a provision is unenforceable, it will be enforced to the maximum extent permitted and the rest remain in effect. A failure to enforce a provision is not a waiver.

18.8 Export and sanctions. The Customer will not use the Service in violation of U.S. export control or sanctions laws.

19. Contact

Deal Pros, LLC · support@dealpros.co · 1-920-412-5111