Legal
Acquisition Terms
Opportunity Submission, Evaluation, and Valuation Calculator Terms
- Effective date
- August 5, 2026
- Version
- 1.0
These Acquisition Terms (the “Acquisition Terms”) govern the submission of companies, securities, businesses, divisions, products, brands, technology, intellectual property, research, data, teams, contractual rights, and other strategic assets or opportunities through Labsacquire.com and any related submission form, valuation calculator, upload interface, or communication initiated through that website.
Please read these Acquisition Terms carefully before submitting an opportunity. By selecting the acceptance checkboxes, typing your legal name, clicking the final submission button, or otherwise submitting an opportunity through the Website, you acknowledge that you have read, understood, and agreed to these Acquisition Terms.
01Parties and Defined Terms
Website operator. The Website is operated by Labs Acquisition Company, LLC, a subsidiary of Labs Companies, Inc., a Delaware corporation.
“Labs” means Labs Acquisition Company, LLC, Labs Companies, Inc., and each entity directly or indirectly controlled by, controlling, or under common control with either of them, together with their respective directors, officers, employees, contractors, and authorized representatives, as the context requires.
“Website” means Labsacquire.com and the public webpages, forms, calculator interfaces, upload interfaces, and related online functionality made available through it.
“Opportunity” means any company, equity interest, business, subsidiary, division, product line, brand, technology, software, model, system, platform, patent, trademark, copyright, trade name, domain, license, dataset, research program, discovery, method, team, contract, partnership right, community, or other asset or strategic arrangement described through the Website.
“Submission” means all information, statements, selections, files, filenames, metadata, financial figures, capitalization information, operational metrics, transaction preferences, valuation assumptions, calculator outputs, certifications, and other material that you provide through the Website or in a communication initiated through it.
“Submission Content” means the content of a Submission, excluding the Website software, Website design, Labs trademarks, and materials supplied by Labs.
“Calculator” means any valuation, planning-range, enterprise-value, equity-value, per-share, methodology-weighting, or similar tool made available through the Website.
“Labs Representatives” means authorized Labs personnel and authorized professional advisers, diligence providers, security providers, infrastructure providers, and other service providers acting for Labs and subject to appropriate use restrictions.
“Definitive Agreement” means a separate written agreement that expressly states that it is binding, identifies the parties to the proposed transaction, contains the final agreed transaction terms, and is signed by authorized representatives of each party.
02Purpose of the Website
Public acquisition-intake website. The Website is a public acquisition-intake and acquisition-origination website. Its purpose is to allow authorized persons to provide preliminary information so that Labs may determine whether it wishes to consider a separate conversation.
Labs acts as a principal, not an intermediary. Labsacquire is a proprietary acquisition channel through which Labs and its affiliates evaluate potential acquisitions for their own account; Labsacquire does not act as a broker, intermediary, or representative for sellers or third-party buyers.
Labs evaluates each Opportunity as a prospective buyer, for its own account and for the account of its affiliates. Labs does not represent sellers, match counterparties, introduce companies to outside purchasers, syndicate Opportunities to unrelated investors, or operate a venue in which third parties buy or sell. Labs neither charges nor accepts any fee, commission, success fee, referral fee, or other transaction-based compensation from any person in connection with the Website or a Submission.
Not a portal, marketplace, or transaction venue. The Website is not:
- a private login portal;
- a public marketplace;
- an auction or bidding platform;
- a broker, finder, dealer, investment bank, investment adviser, exchange, crowdfunding platform, or securities intermediary;
- an escrow, payment, settlement, or closing service;
- a due-diligence data room;
- a negotiation platform; or
- a place where any acquisition, investment, sale, license, merger, joint venture, or other transaction is initiated, executed, signed, funded, closed, or consummated.
Preliminary intake only. The Website collects preliminary, non-binding information. Any further discussions, confidentiality arrangements, diligence, valuation work, approvals, negotiations, letters of intent, transaction documents, signing, funding, and closing occur separately from the Website.
03Acceptance and Eligibility
Legal capacity. You may submit an Opportunity only if you are at least the age of majority in your jurisdiction and have the legal capacity to agree to these Acquisition Terms.
Authority. You represent that you are the owner of the Opportunity; an authorized founder, officer, director, employee, shareholder, member, manager, inventor, creator, or representative of the owner; or a properly authorized attorney, adviser, broker, intermediary, or other representative.
Intermediaries. If you submit on behalf of another person or entity, you represent that you have authority to make the Submission; you have disclosed your relationship to the Opportunity accurately; your Submission does not breach any engagement letter, fiduciary duty, confidentiality obligation, exclusivity obligation, or other agreement; and you will not claim any fee, commission, success fee, finder’s fee, expense reimbursement, or other compensation from Labs unless Labs expressly agrees to it in a separate signed writing.
Entity submissions. If you accept these Acquisition Terms for an entity, you represent that you have authority to bind that entity. In that case, “you” includes both you and the entity.
04No Offer, Acceptance, Commitment, or Obligation
Submission is not an offer. A Submission is an invitation for Labs to consider whether to begin a separate conversation. It is not an offer to sell; an offer to issue or transfer securities; an offer to license intellectual property; an offer to enter a merger, joint venture, partnership, employment arrangement, or other transaction; an acceptance of any offer; a bid, tender, or binding indication of interest; or a promise to hold an Opportunity open.
Labs has no obligation to review a Submission; confirm that a Submission is complete; respond; provide feedback; explain a decision; provide a valuation; sign an NDA; conduct diligence; negotiate; make an offer; reimburse costs; proceed within any period of time; or enter or complete any transaction.
Receipt is not acceptance. An automated receipt, confirmation page, confirmation email, reference number, status label, request for more information, meeting invitation, or other communication acknowledging a Submission does not mean that Labs has accepted the Submission, approved the Opportunity, agreed with any valuation, or committed to any next step.
Labs may stop at any time. Labs may decline, pause, discontinue, archive, or close its review at any time, with or without notice and for any reason or no stated reason.
No duty to negotiate. A Submission, review, conversation, meeting, exchange of information, draft document, or course of dealing does not create a duty to negotiate, negotiate in good faith, continue negotiations, or reach agreement.
05No Online Transaction and No Securities Solicitation
No transaction through the Website. No transaction can be entered into or consummated through the Website. The Website does not support online execution of purchase agreements, merger agreements, stock purchase agreements, asset purchase agreements, licenses, joint-venture agreements, financing documents, letters of intent, or other transaction documents.
No securities offer. Nothing on the Website is an offer to buy or sell securities, a tender offer, a proxy solicitation, a recommendation concerning any security, or an invitation to participate in an investment. Any minority investment, stock purchase, rollover equity, earn-out, or equity consideration would be considered only through a separate process and separate documentation.
No financing commitment. Nothing on the Website constitutes a commitment by Labs or any other person to provide financing, arrange financing, syndicate an investment, obtain third-party capital, or cause any financing source to act.
06Submission Standards
Preliminary and accurate information. You agree to provide only information that is accurate to the best of your knowledge; not knowingly false, materially misleading, or deceptive; reasonably current; relevant to the Opportunity; and authorized for you to provide.
Optional information. Unless a field is expressly marked as required, you may leave it blank. You should provide only the level of detail you are comfortable providing at the preliminary stage.
No duty to update, but corrections are encouraged. Unless Labs requests otherwise, you have no continuing duty under these Acquisition Terms to update a Submission. You should promptly notify Labs if you discover that a material statement was incorrect when made or has become materially misleading before Labs closes its review.
No concealment through formatting. You may not use hidden text, misleading labels, manipulated documents, false filenames, undisclosed macros, malicious code, or other techniques intended to conceal the nature or source of Submission Content.
07Information You Must Not Submit at the Initial Stage
Unless Labs expressly authorizes a separate process in writing, do not submit:
- trade secrets;
- source code, model weights, private repositories, build credentials, or proprietary technical specifications;
- passwords, authentication tokens, API keys, private keys, seed phrases, recovery codes, or security credentials;
- classified information;
- export-controlled technical data, controlled defense information, or information restricted under sanctions or trade-control laws;
- material nonpublic information about a public company that you are not expressly authorized to disclose;
- competitively sensitive information whose exchange could create antitrust concerns, including detailed future pricing, customer-specific pricing, market-allocation plans, or competitively sensitive information belonging to a third party;
- attorney-client privileged material, attorney work product, settlement communications, or other legally protected material;
- information subject to an NDA, confidentiality agreement, fiduciary duty, employment duty, invention-assignment agreement, customer agreement, investor agreement, or other restriction that prevents disclosure;
- personal data concerning customers, employees, contractors, patients, children, or other individuals unless strictly necessary, lawful, authorized, and specifically requested by Labs;
- Social Security numbers, national identification numbers, passport numbers, driver’s-license numbers, bank-account information, payment-card information, tax credentials, medical records, protected health information, biometric identifiers, or precise geolocation data;
- malware, ransomware, spyware, destructive code, executable files, or files designed to evade security controls;
- content that infringes, misappropriates, or violates another person’s intellectual-property, privacy, publicity, contractual, or other rights; or
- content whose possession, transmission, review, or use would violate law.
Labs may delete, quarantine, restrict, or refuse any material that appears to contain prohibited content.
08Privacy, Restricted Access, and Confidentiality
Not publicly displayed. Labs will not intentionally publish your Submission through the Website as a public listing or make it available to other submitters merely because you submitted it.
Authorized access. Submitted information may be accessed by Labs Representatives who need it for acquisition review, legal review, diligence planning, financial analysis, investor-relations coordination, security, infrastructure, records management, compliance, or communication with you.
Privacy is not an NDA. Private handling is not the same as legal confidentiality. Unless Labs and the applicable counterparty sign a separate NDA or other written confidentiality agreement: the initial Submission is not received under an NDA; the Submission does not create a fiduciary relationship or contractual confidentiality obligation; Labs is not required to treat Submission Content as a trade secret; and you should submit only information you are authorized and comfortable sharing without an NDA.
Separate NDA. If an Opportunity advances, Labs may invite a separate confidential process. Any signed NDA will govern confidentiality according to its terms. Unless the NDA expressly states otherwise, it will not retroactively transform prohibited or unauthorized material into an authorized Submission.
Personal data. Personal data is handled according to the Website Privacy Policy. If these Acquisition Terms and the Privacy Policy address the same personal-data issue, the more specific provision governs to the extent permitted by law.
Security. Labs may use administrative, technical, and organizational safeguards designed to protect submitted information. No website, transmission method, or storage system can be guaranteed to be completely secure, uninterrupted, or error-free.
Service providers. Labs may use hosting, storage, security, malware-scanning, email, communications, document-processing, and other service providers to operate the Website and support review. Such providers may process Submission Content only for authorized purposes and under appropriate restrictions.
No generalized-model training. Labs will not use Submission Content to train a generalized public model or permit a third-party provider to use Submission Content to train its generalized models, unless you separately and affirmatively agree. Labs may use automated tools to secure, organize, search, summarize, or route Submission Content solely to support the review process, subject to access controls and human oversight.
Withdrawal and deletion requests. You may request withdrawal, correction, or deletion of a Submission through the contact method identified below. Labs may retain information as reasonably necessary for legal compliance, security, fraud prevention, dispute resolution, evidentiary purposes, internal recordkeeping, enforcement of these Acquisition Terms, and backup cycles. Withdrawal does not require Labs to delete independently obtained information or prevent Labs from pursuing similar opportunities independently.
09Ownership and Limited Processing Permission
You retain ownership. As between you and Labs, you retain ownership of Submission Content that you owned before submission. Submission alone does not transfer ownership of your company, securities, assets, intellectual property, data, technology, or other rights to Labs.
Limited permission to evaluate. You grant Labs a nonexclusive, worldwide, royalty-free, limited license to host, copy, transmit, organize, convert, display internally, analyze, summarize, secure, scan, back up, and otherwise process Submission Content solely as reasonably necessary to operate the Website; evaluate the Opportunity; route the Submission to appropriate Labs Representatives; communicate with you; perform compliance, conflict, fraud, and security checks; maintain records; enforce these Acquisition Terms; and prepare for a separate process if Labs chooses to proceed.
No commercialization license. The limited permission above does not grant Labs a license to commercialize, sell, sublicense, publicly distribute, or incorporate the underlying intellectual property described in a Submission into a Labs product merely because it was submitted.
Website feedback. If you voluntarily provide feedback specifically about the Website, its interface, its forms, or the Calculator, Labs may use that feedback without restriction or compensation, provided that Labs does not thereby acquire ownership of the Opportunity itself.
10Similar Opportunities and Independent Activity
Existing and future activity. Labs operates across multiple businesses and may already be developing, acquiring, investing in, reviewing, financing, licensing, discussing, or considering technologies, companies, ideas, teams, assets, or strategies that are similar or identical to matters described in a Submission.
No restriction from submission. A Submission does not restrict Labs from reviewing or pursuing another opportunity; developing technology independently; acquiring or investing in a competitor; engaging with another seller, founder, investor, licensor, or counterparty; or continuing existing projects or discussions.
Similarity alone is not evidence of use. You agree not to assert that Labs used Submission Content solely because a Labs activity, product, investment, acquisition, or discussion resembles something described in a Submission.
Rights preserved. Nothing in this Section waives a valid claim based on actual infringement, actual misappropriation, breach of a signed NDA, or breach of a Definitive Agreement.
11Valuation Calculator and Planning Ranges
User-controlled assumptions. The Calculator uses assumptions, figures, methods, weights, and inputs selected or supplied by the user. Unless the Website expressly says otherwise, Labs does not supply market multiples, comparable-company conclusions, fairness determinations, or a fair-market value.
Illustrative planning tool. Calculator outputs are preliminary, illustrative planning ranges intended to help structure a conversation. They are not an appraisal; a fairness opinion; an accounting opinion; a tax opinion; a legal opinion; investment advice; a recommendation; a representation of fair market value; an offer, bid, indication of interest, reservation price, or commitment; a promise that Labs will use a particular methodology; or a statement that Labs agrees with any input, assumption, weight, or output.
Value is negotiated. The value and terms of any transaction are determined only through negotiation between the relevant parties and a signed Definitive Agreement. Market conventions, formulas, investor views, regulatory filings, media estimates, rankings, and third-party opinions may provide context, but none binds the parties or determines the transaction value.
No reliance by Labs. Labs is not required to rely on Calculator outputs and may use different assumptions, methods, structures, adjustments, or information.
No reliance by submitter. You should not treat a Calculator output as a verdict, guaranteed value, minimum price, maximum price, market price, tax basis, financial statement, or assurance that any buyer will transact within the displayed range.
Actual value may differ. Any actual transaction value may differ materially because of diligence, negotiation, capital structure, debt, cash, liabilities, working capital, taxes, transaction expenses, customer concentration, contractual restrictions, regulatory matters, intellectual-property rights, market conditions, structure, timing, approvals, financing, and other factors.
Standalone privacy. In standalone mode the Calculator runs in your browser, and its inputs remain on your device unless you affirmatively attach them to a Submission. Once attached and submitted, they become part of the Submission and are handled under these Acquisition Terms and the Privacy Policy.
Sharing your own output. You may share your own Calculator inputs and outputs publicly or privately. If you do, you must not state or imply that the output is a Labs valuation, appraisal, offer, endorsement, approval, or commitment.
12Communications and Non-Binding Discussions
Preliminary communications. Emails, calls, meetings, presentations, requests for information, diligence questions, draft analyses, and preliminary discussions are non-binding unless a separate writing expressly states otherwise.
Draft documents. Draft term sheets, letters of intent, memoranda, transaction documents, valuation materials, and other drafts are non-binding unless and only to the extent that specific provisions expressly state that they are binding and are signed by authorized representatives.
Authorized signatories. No person can bind Labs to a transaction unless that person has actual authority and signs a Definitive Agreement on behalf of the identified Labs entity.
Definitive Agreement required. No acquisition, investment, purchase, sale, merger, license, employment arrangement, joint venture, or other transaction exists unless and until a Definitive Agreement is fully executed and delivered.
Definitive Agreement controls. If a Definitive Agreement is signed, it controls over these Acquisition Terms with respect to the transaction to the extent of any conflict.
13No Agency, Fiduciary, Partnership, or Advisory Relationship
Use of the Website and any resulting communication do not create:
- an agency relationship;
- a fiduciary relationship;
- an attorney-client relationship;
- an accountant-client relationship;
- an investment-adviser relationship;
- a broker-client relationship;
- a partnership;
- a joint venture;
- an employment relationship;
- a franchise;
- a confidential relationship; or
- any duty to act for your benefit.
Labs is evaluating opportunities for its own business purposes and may have interests adverse to yours.
14Brokers, Finders, Advisers, and Fees
No intermediary required by Labs. Labs does not require a submitter to use a banker, broker, finder, or intermediary to submit an Opportunity.
Your advisers. You may involve your own legal, financial, tax, accounting, technical, or other advisers at any time. Labs does not act as your adviser.
No fee obligation without signed agreement. Labs has no obligation to pay any broker, finder, adviser, success fee, commission, expense reimbursement, or similar amount unless the applicable Labs entity expressly agrees in a separate signed writing.
Your responsibility. You are responsible for any claim by a person alleging entitlement to compensation based on your conduct, engagement, or Submission, except to the extent Labs separately agreed in writing to pay that person.
15No Exclusivity, Standstill, or Reservation
No exclusivity. A Submission does not create exclusivity in favor of either party.
Submitter freedom. Unless a separate signed agreement says otherwise, you may communicate with other potential buyers, investors, partners, or licensees.
Labs freedom. Unless a separate signed agreement says otherwise, Labs may communicate with, invest in, acquire, partner with, or license from other persons, including competitors or persons pursuing similar opportunities.
No reservation of funds or capacity. Labs does not reserve capital, personnel, diligence capacity, board attention, regulatory resources, or transaction capacity merely because an Opportunity was submitted.
16Diligence and Verification
Verification rights. Labs may verify information in a Submission using lawful sources and may request supporting documents or clarification.
Separate diligence process. Any formal legal, financial, tax, technical, operational, cybersecurity, privacy, regulatory, intellectual-property, human-resources, commercial, insurance, environmental, or other diligence will occur through a separate process.
No assurance of diligence scope. Labs does not represent that its review will identify every issue, error, liability, or risk.
Your evaluation of Labs. You are responsible for evaluating Labs, any proposed Labs affiliate, and any proposed transaction terms. Website statements are general descriptions and are not representations or warranties about what will occur after a transaction.
17Public Statements, Sharing, and Use of Names
You may share your own information — information that belongs to you, your own Calculator inputs and outputs, and the fact that you submitted an Opportunity through the Website.
Accuracy required. Any public statement must be accurate and must not state or imply that Labs issued the valuation; Labs endorsed the Opportunity; Labs made an offer; Labs agreed to a price or structure; Labs accepted the Opportunity; Labs agreed to acquire, invest, license, or partner; or a transaction is pending, probable, approved, or completed — unless Labs has expressly authorized that statement in writing.
Labs information. You may not disclose nonpublic information supplied by Labs if it is protected by a separate NDA, expressly designated as confidential under a separate agreement, or otherwise protected by law.
Trademarks. These Acquisition Terms do not grant you a license to use Labs names, logos, marks, trade dress, or brand assets to suggest sponsorship, endorsement, partnership, or affiliation.
Transaction publicity. Any press release or public announcement concerning substantive negotiations or a transaction will be governed by the applicable NDA, letter of intent, or Definitive Agreement.
18Compliance With Law
You may not use the Website or make a Submission in violation of law. Without limitation, you represent that you are not using the Website for fraud, deception, market manipulation, money laundering, bribery, corruption, sanctions evasion, or unlawful export; the Submission does not violate antitrust, competition, securities, privacy, employment, intellectual-property, trade-control, anti-bribery, or data-protection laws; neither you nor the Opportunity is subject to a legal restriction that makes the Submission unlawful; and you will disclose material legal restrictions if Labs asks.
Labs may conduct sanctions, conflicts, fraud, and compliance screening.
19Website Integrity and Acceptable Use
You may not:
- interfere with the Website;
- bypass rate limits or security controls;
- scrape or harvest Submission data;
- probe for vulnerabilities without authorization;
- impersonate another person;
- submit fabricated Opportunities;
- use automated systems to flood or abuse the Website;
- upload malicious content;
- reverse engineer Website functionality except where law expressly permits; or
- use the Website to advertise services to other submitters.
Labs may block access, rate-limit requests, preserve evidence, or refer unlawful activity to appropriate authorities.
20Website and Content Disclaimers
As-is basis. To the maximum extent permitted by law, the Website, Calculator, forms, content, and related functionality are provided “as is” and “as available.”
No warranties. Labs disclaims all express, implied, and statutory warranties, including warranties of accuracy, completeness, merchantability, fitness for a particular purpose, title, noninfringement, availability, security, uninterrupted operation, and absence of errors.
No outcome warranty. Labs does not warrant that a Submission will be received without error; a draft will be preserved; an upload will succeed; a Calculator will be accurate for your circumstances; any person will review or respond; an Opportunity will fit Labs; Labs will proceed; or any transaction will occur.
No professional advice. Website content is not legal, tax, accounting, investment, securities, valuation, or other professional advice.
21Limitation of Liability
Excluded damages. To the maximum extent permitted by law, Labs will not be liable for any indirect, incidental, special, exemplary, punitive, reliance, or consequential damages; lost profits; lost revenue; lost opportunity; loss of goodwill; loss of data; business interruption; or cost of substitute financing or transaction opportunity arising from or related to the Website, Calculator, Submission, review process, or decision not to proceed.
Liability cap. To the maximum extent permitted by law, the aggregate liability of Labs arising from or related to the Website, Calculator, Submission, or these Acquisition Terms will not exceed US $100.
Exclusions. The limitations in this Section do not limit liability that cannot lawfully be limited, and do not alter obligations expressly assumed in a signed NDA or Definitive Agreement.
Allocation of risk. You acknowledge that these limitations are a reasonable allocation of risk given that the Website is provided without charge and does not promise review or a transaction.
22Indemnification
To the maximum extent permitted by law, you will defend, indemnify, and hold harmless Labs from third-party claims, liabilities, damages, judgments, penalties, losses, and reasonable costs arising from your breach of these Acquisition Terms; your lack of authority to submit; Submission Content that violates another person’s rights or an agreement; a broker, finder, adviser, shareholder, employee, investor, customer, licensor, or other person claiming rights or compensation based on your acts; prohibited, unlawful, malicious, or restricted material you submitted; or your public statement that inaccurately attributes a valuation, offer, endorsement, or commitment to Labs.
This Section does not require indemnification to the extent a claim results from Labs’s gross negligence, willful misconduct, or breach of a signed agreement governing the same subject.
23Electronic Acceptance, Signatures, and Records
Electronic agreement. You consent to conduct the submission process electronically.
Acceptance methods. Your checkbox acceptance, typed legal name, click on the final submission button, and associated electronic record may be used as evidence of your acceptance.
Retainable copy. The Website provides a retainable copy of the Acquisition Terms applicable at the time of Submission.
Records. Labs may retain records of the applicable terms version, timestamp, acceptance event, submission identifier, and related technical information for evidentiary, security, and compliance purposes.
Not a transaction signature. Acceptance of these Acquisition Terms is not an electronic signature on a purchase agreement, merger agreement, license, financing agreement, letter of intent, or other transaction document.
24Governing Law and Forum
Delaware law. Labs Companies, Inc. is a Delaware corporation with its principal place of business in California. These Acquisition Terms and any dispute arising from or related to them, the Website, the Calculator, or a Submission are governed by the laws of the State of Delaware, without regard to conflict-of-law principles, and without regard to the United Nations Convention on Contracts for the International Sale of Goods.
Exclusive forum. Subject to any mandatory law that cannot be waived, the exclusive forum for any dispute is the state and federal courts located in Los Angeles County, California. Each party consents to personal jurisdiction and venue in those courts, and waives any objection based on inconvenient forum. Nothing in this section prevents either party from seeking injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property or confidential information.
Time limit. To the maximum extent permitted by law, any claim arising from or related to these Acquisition Terms, the Website, the Calculator, or a Submission must be filed within one (1) year after the claim accrues, or it is permanently barred.
Jury-trial waiver. To the maximum extent permitted by law, each party knowingly and voluntarily waives trial by jury in any action arising from or related to these Acquisition Terms, the Website, the Calculator, or a Submission.
Class-action waiver. To the maximum extent permitted by law, disputes must be brought only in an individual capacity and not as a plaintiff or class member in a class, collective, consolidated, or representative action.
Equitable relief. Nothing prevents a party from seeking temporary or permanent equitable relief where available.
25Changes to These Acquisition Terms
Prospective changes. Labs may update these Acquisition Terms by posting a revised version with a new effective date.
Version applicable to a Submission. Unless you expressly agree otherwise, the version accepted when a Submission is made governs that Submission. A later version governs later submissions and later use of the Website.
Material changes. Labs will not treat a material change as retroactively accepted for an earlier Submission solely because the Website was updated.
26Suspension, Withdrawal, and Termination
Labs rights. Labs may suspend or discontinue the Website or any feature at any time.
Your withdrawal. You may stop using the Website before submission. After submission, you may request that Labs withdraw the Opportunity from active consideration.
Effect of withdrawal. Withdrawal does not create a deletion obligation beyond applicable law and the Privacy Policy; undo actions already taken in reliance on the Submission; invalidate these Acquisition Terms; affect recordkeeping, compliance, or dispute-related retention; or restrict Labs’s independent activities.
27Assignment and Third-Party Beneficiaries
Labs assignment. Labs may assign these Acquisition Terms or transfer a Submission to a Labs affiliate, including an affiliate designated to evaluate or complete a potential transaction.
Your assignment. You may not assign your rights or obligations under these Acquisition Terms without Labs’s written consent, except in connection with a lawful transfer of the Opportunity and written notice to Labs.
Beneficiaries. Labs affiliates and Labs Representatives are intended third-party beneficiaries of provisions that protect or benefit them, including Sections concerning confidentiality, similar opportunities, disclaimers, limitations, indemnification, and dispute resolution.
28Severability, Waiver, and Interpretation
Severability. If a provision is held invalid or unenforceable, it will be enforced to the maximum extent permitted and the remaining provisions will remain in effect.
No waiver. Failure to enforce a provision is not a waiver. A waiver must be in writing and signed by the waiving party.
Headings. Headings are for convenience and do not limit interpretation.
Including. “Including” means “including without limitation.”
No construction against drafter. To the extent permitted by law, these Acquisition Terms will not be construed against a party solely because that party drafted them.
29Entire Agreement and Order of Precedence
Entire agreement for submissions. These Acquisition Terms, the Website Terms of Use, and the Privacy Policy form the agreement governing the Website and Submission process.
Order of precedence. For an Opportunity Submission: (1) a signed Definitive Agreement controls the transaction; (2) a signed NDA controls confidentiality to the extent it applies; (3) any other signed written agreement controls its stated subject; (4) these Acquisition Terms control the Submission and evaluation process; (5) the Website Terms of Use control general Website use; and (6) the Privacy Policy controls personal-data processing, subject to the more specific documents above.
No oral modification. Oral statements do not modify these Acquisition Terms.
30Survival
Sections concerning ownership, limited processing permission, confidentiality status, similar opportunities, no fees, public statements, disclaimers, limitation of liability, indemnification, electronic records, dispute resolution, assignment, interpretation, and order of precedence survive withdrawal, rejection, discontinuation, or termination.
31Contact and Notices
Questions, correction requests, withdrawal requests, and legal notices concerning a Submission may be sent to:
Labs Acquisition Company, LLC
c/o Labs Companies, Inc.
9903 South Santa Monica Blvd
Suite #163
Beverly Hills, CA 90210
Email: acquisitions@labsacquire.com
Privacy requests may be sent to privacy@labsacquire.com.
General enquiries that do not concern a Submission may be sent to general@labsacquire.com.
A withdrawal or privacy request is not effective until received and reasonably authenticated.
