Terms of Use

Effective date: [20 July 2026]
Last updated: 20 July 2026

These Terms of Use (the Terms) are a legal agreement between you and DADEPO LTD, a company registered in England and Wales under company number 15582642, with its registered office at 7 Bell Yard, London, England, WC2A 2JR (DaDepo, we, us, or our).

These Terms apply to dadepo.com, portal.dadepo.com, and any other DaDepo website, application, public upload or teaser flow, API, or related service that links to these Terms (together, the Services).

Please read these Terms carefully. By creating an account, clicking to accept these Terms, uploading files, purchasing or using credits, or otherwise using the Services, you agree to be bound by them. If you use the Services on behalf of a company or another person, you confirm that you have authority to bind them to these Terms.

If you do not agree to these Terms, do not use the Services.

1. What DaDepo provides

DaDepo provides technology for organising, analysing, recording, sharing, and presenting document-backed assets and rights. Depending on availability, the Services may include:

• document upload, storage, grouping, text extraction, hashing, and classification;
• AI-assisted document analysis, summaries, extracted facts, warnings, and draft suggestions;
• creation of digital asset records, Asset Passports, and related certificates or audit records;
• private sharing, access controls, and NDA workflows;
• asset registration and connections to depositories, registries, identifiers, or ISIN-related services;
• Offerboard listings, buyer mandates, indications of interest, and other tools for discovering or communicating with potential counterparties;
• integrations with trading, settlement, identity, payment, signature, storage, AI, or other third-party services; and
• subscriptions, internal credits, and paid service operations.

Features may differ by country, account type, subscription, user status, asset type, or service environment. We may add, change, suspend, or discontinue features in accordance with these Terms.

2. Important limits of the Services

2.1 Technology service; no general professional advice

Unless we expressly agree otherwise in a separate written agreement for a specifically identified service, DaDepo provides technology and information tools only.

DaDepo does not provide legal, financial, investment, tax, accounting, valuation, credit, collection, or other professional advice. Nothing in the Services is a recommendation or invitation by DaDepo to buy, sell, hold, issue, transfer, pledge, finance, or otherwise transact in any asset or instrument.

You must make your own decisions and obtain independent professional advice appropriate to the asset, transaction, parties, and jurisdictions involved. DaDepo does not act as your fiduciary, agent, broker, lawyer, accountant, valuer, or investment adviser merely because you use the Services.

2.2 No verification of legal rights or asset quality

Unless a specific result is expressly described as independently verified, DaDepo does not verify or guarantee:

• the authenticity, completeness, accuracy, validity, or enforceability of any document;
• the identity, authority, solvency, reputation, or performance of any user, debtor, issuer, owner, buyer, seller, or other person;
• ownership, title, priority, existence, transferability, collectability, or freedom from liens, disputes, defences, set-off, or third-party rights;
• compliance with securities, financial services, prospectus, consumer credit, insolvency, sanctions, tax, data protection, intellectual property, or other laws;
• that an asset can lawfully be created, registered, marketed, sold, assigned, pledged, collateralised, settled, or enforced; or
• that any buyer, seller, investor, depository, registry, exchange, payment provider, authority, court, or other third party will accept an asset, document, record, signature, valuation, or transaction.

KYC, AML, sanctions, identity, or other checks are risk-control measures with limited scope. Passing a check is not an endorsement, certification of trustworthiness, guarantee of lawful conduct, or guarantee of an asset or transaction.

2.3 Asset Passports, certificates, hashes, timestamps, and identifiers

An Asset Passport, certificate, registry entry, hash, timestamp, audit trail, or similar record may help organise information or show that particular data was recorded at a particular time. Unless the applicable law and a separate legally effective instrument expressly provide otherwise, it does not by itself:

• create, prove, perfect, transfer, or guarantee ownership or any other legal right;
• prove that the recorded content is true, lawful, original, complete, or enforceable;
• replace an original document, notarisation, registration, perfection step, court judgment, or professional due diligence;
• make an asset a security, financial instrument, negotiable instrument, or legally transferable asset; or
• constitute regulatory approval, custody, insurance, or a guarantee by DaDepo.

An ISIN or other identifier identifies an instrument or record. It does not represent approval, quality, liquidity, value, legality, creditworthiness, or suitability for any person.

Unless expressly identified as a qualified electronic signature or seal provided by a qualified trust service provider, an electronic signature, consent, click, seal, or timestamp used through the Services must not be assumed to have that qualified status. You are responsible for confirming that the method used satisfies the formalities and evidential requirements applicable to your transaction.

3. Monetary amounts, prices, and valuations

Amounts shown in the Services may be entered by users, extracted from documents, calculated automatically, imported from third parties, converted between currencies, or generated by AI. They may be incomplete, delayed, rounded, outdated, incorrectly labelled, or otherwise inaccurate.

In particular:

• a document's nominal, principal, invoice, claim, contractual, accounting, or face value is not necessarily its current market value or recoverable amount;
• a listing price, offer, bid, estimate, readiness score, or suggested range is not a valuation, appraisal, fairness opinion, or guarantee of a transaction price;
• interest, penalties, fees, taxes, exchange rates, repayment amounts, balances, and outstanding amounts may require independent recalculation; and
• historical transactions, comparable assets, rankings, matching results, or user activity do not predict future performance or liquidity.

You must verify every material amount against authoritative records before relying on it, publishing it, signing a document, registering an asset, or entering into a transaction. You should maintain your own accounting, legal, and transaction records.

A price or credit charge for a DaDepo service is binding only when shown in the final quote or confirmation step for that operation, subject to correction of an obvious error and any mandatory legal rights.

4. AI-assisted features

AI-assisted features may extract text, classify documents, identify possible facts or inconsistencies, estimate readiness, suggest categories or descriptions, summarise content, or prepare drafts. AI output is probabilistic and may be incorrect, incomplete, misleading, outdated, inconsistent, or fabricated. Confidence indicators and evidence references reduce risk but do not eliminate it.

AI output is not a professional review, legal conclusion, financial analysis, valuation, credit assessment, or verification of facts. A statement that information was "found", "reviewed", "confirmed", "ready", or similar means only what the relevant interface expressly defines; it does not imply independent legal or factual validation.

You are responsible for reviewing and correcting AI output before using it. You must not rely on AI output as the sole basis for a legal, financial, investment, credit, collection, registration, disclosure, or transaction decision.

Where an interface indicates that files or text will be processed using AI, that processing may involve approved third-party service providers as described in the applicable privacy information or data processing agreement. Do not submit data for AI processing unless you are authorised to do so.

DaDepo may limit, suspend, or refuse AI processing for security, privacy, legal, technical, capacity, or cost-control reasons.

5. Accounts and eligibility

You must be at least 18 years old and have legal capacity to enter into these Terms. If you act for an organisation, you must have authority to use the Services and manage its data and assets.

You must provide accurate, complete, and current information and promptly update it. We may require identity, authority, beneficial ownership, source-of-funds, sanctions, or other compliance information. We may refuse, limit, or suspend access where information is missing, inconsistent, unverifiable, or raises legal or security concerns.

Your account is personal to you unless the Services expressly support organisational roles or delegated access. You must:

• protect your login credentials and authentication devices;
• use multi-factor authentication where available;
• ensure that authorised representatives have appropriate permissions;
• notify us promptly at [email protected] of suspected unauthorised access or security incidents; and
• remain responsible for activity performed through your account to the extent caused by your acts, omissions, or failure to protect access.

You are not responsible for activity caused by DaDepo's breach of its own legal or contractual duties.

6. User content and your responsibilities

User Content means files, documents, data, text, images, descriptions, asset details, listings, offers, comments, instructions, and other material submitted to or created through the Services by or for you.

You retain ownership of your User Content. You grant DaDepo and its contracted service providers a non-exclusive, worldwide, limited licence to host, copy, process, analyse, convert, index, transmit, display, and otherwise use User Content only as necessary to provide, secure, support, improve, and comply with law in relation to the Services. Our use of personal data is also governed by the applicable Privacy Policy and, where relevant, a data processing agreement.

You represent and warrant that:

• you own the User Content or have all permissions and lawful bases required to upload, process, analyse, store, share, publish, register, and transact with it;
• User Content and your use of it do not infringe confidentiality, privacy, data protection, intellectual property, trade secret, contractual, employment, banking secrecy, court-sealing, or other rights;
• all material statements you make about an asset, right, person, amount, and transaction are accurate and not misleading, or are clearly labelled as unverified estimates or opinions;
• you will keep records supporting your authority, title, disclosures, consents, and legal compliance; and
• you will not use the Services to conceal ownership, evade restrictions, mislead counterparties or authorities, launder money, finance prohibited activity, or facilitate fraud.

You must not upload passwords, private keys, payment-card security codes, authentication secrets, malware, or information that is illegal to possess or disclose. You must avoid uploading special-category, criminal-offence, children's, medical, biometric, or similarly sensitive personal data unless it is strictly necessary, the relevant Service expressly supports it, and you have confirmed a lawful basis and appropriate safeguards. Where possible, redact or minimise personal and confidential data before upload.

7. Privacy, confidentiality, visibility, and NDA controls

7.1 You control what you disclose

The Services may allow you to keep an asset private, share it with selected recipients, require an NDA, create a share link, or make some or all information public. Labels and controls are designed to help you manage access, but they do not replace your own confidentiality and privacy assessment.

Before uploading or sharing User Content, you must check:

• whether you have authority and a lawful basis to disclose it;
• whether personal or confidential information should be removed or redacted;
• who will be able to access it;
• whether an NDA or separate agreement is required; and
• whether the intended disclosure is lawful in every relevant jurisdiction.

7.2 Disclosure without an NDA

If you choose public visibility, share content, grant access, distribute a link, or otherwise disclose User Content without requiring an NDA, you direct DaDepo to make the selected content available in accordance with that choice. To the maximum extent permitted by law, you are responsible for the foreseeable consequences of that authorised disclosure, and DaDepo is not liable merely because a person accessed, copied, used, or redistributed content that you chose to disclose without an NDA or equivalent restriction.

This does not exclude or limit DaDepo's responsibility for disclosure caused by our breach of applicable law, our failure to apply the access setting you selected, a security incident attributable to us, fraud, wilful misconduct, negligence where liability cannot lawfully be excluded, or any other liability that cannot lawfully be limited.

7.3 Limits of NDA protection

If you require an NDA, the NDA is intended to create obligations between the parties identified in it. Unless DaDepo is expressly named as a party, DaDepo is not a party to that NDA and does not provide legal advice about its scope or enforceability.

DaDepo does not guarantee that:

• an NDA is suitable for your purpose or jurisdiction;
• the signatory has authority or has provided a true identity;
• electronic acceptance satisfies every applicable formality;
• a recipient will comply with the NDA; or
• confidential information can be retrieved after it has been viewed, copied, downloaded, photographed, exported, or otherwise retained.

You are responsible for selecting appropriate terms, limiting disclosure, evaluating recipients, preserving evidence, monitoring compliance, and enforcing the NDA. Obtain legal advice for valuable or highly sensitive information.

7.4 Personal data roles

Depending on the processing, DaDepo may act as an independent controller or as a processor acting on a customer's documented instructions. The applicable Privacy Policy and any data processing agreement describe those roles and take precedence for personal-data processing if they conflict with these Terms.

Nothing in these Terms transfers to DaDepo your responsibility for deciding whether you may lawfully collect or disclose personal data in User Content. Equally, nothing in these Terms removes DaDepo's own obligations under applicable data protection law.

8. Listings, mandates, offers, and transactions between users

User listings, Asset Passports, Offerboard entries, buyer mandates, matching results, messages, indications of interest, bids, and offers are based primarily on information supplied by users. Unless the relevant workflow expressly states otherwise, they are invitations to communicate or negotiate and do not by themselves form a binding transaction.

You are solely responsible for:

• performing legal, commercial, financial, technical, sanctions, and counterparty due diligence;
• determining whether an asset or transaction is lawful and suitable;
• negotiating and signing definitive transaction documents;
• verifying authority, title, value, payment, settlement, transfer, perfection, notices, consents, and registrations;
• obtaining required licences, approvals, prospectuses, disclosures, or exemptions; and
• paying taxes, duties, professional costs, and third-party fees.

Unless expressly stated in transaction-specific terms, DaDepo is not a party to user-to-user transactions, does not hold purchase money or assets as custodian or escrow agent, and does not guarantee settlement, delivery, enforceability, collectability, liquidity, or counterparty performance.

External settlement occurs entirely at the parties' risk. Where DaDepo or a third party offers an internal settlement, registry, depository, exchange, custody, signature, or payment service, separate service-specific terms, eligibility rules, and regulatory disclosures may apply and will control for that service.

DaDepo may provide communication tools or operational assistance in a dispute, but is not required to adjudicate disputes and does not replace a court, tribunal, arbitrator, regulator, or professional adviser.

9. Regulatory perimeter and geographic restrictions

The legal classification of an asset, right, listing, token, certificate, transaction, or service depends on its facts and the applicable jurisdiction. A label used in the Services does not determine that classification.

Unless a specific service page expressly states otherwise and identifies the responsible authorised provider, DaDepo does not represent that it is providing a regulated investment, brokerage, trading-venue, crowdfunding, banking, payment, e-money, custody, trust, valuation, or legal service.

Some services may be supplied by affiliates or independent third parties under their own terms and regulatory permissions. You must review those terms and disclosures before use.

You must not use the Services where doing so would be unlawful or would require DaDepo or you to hold a licence, registration, approval, or permission that is not in place. We may restrict countries, persons, asset types, promotions, transactions, or features to comply with law or manage risk.

10. Credits, subscriptions, prices, and payments

10.1 Internal credits

DaDepo credits are internal service units that may be used only for eligible operations within the Services. They are intended to represent a limited contractual right to consume DaDepo services. Credits are not cash, a bank deposit, an investment, a financial instrument, a cryptocurrency, or an interest-bearing product. They cannot be withdrawn for cash, transferred between users, or used outside the Services unless we expressly state otherwise.

The Services may maintain:

• Monthly credits, granted with an eligible subscription and expiring at the end of the stated grant period without rollover; and
• Permanent credits, purchased through a top-up or granted as permanent credits and not subject to monthly expiry.

Monthly credits are used before permanent credits. Account balances and ledger entries may be corrected where there is a duplicate, technical error, reversal, fraud, chargeback, or other valid adjustment. We will not intentionally charge the same idempotent operation twice, and verified duplicate or incorrectly applied DaDepo charges will be corrected.

Unused credits have no cash redemption value. On termination or account closure, credits are not refundable or convertible to cash except where required by law or expressly stated in a separate refund policy or offer.

10.2 Service charges

The credit price or money price displayed at the final confirmation step applies to that operation. Prices, conversion rates, subscription benefits, top-up packs, and included services may change prospectively. We will not retroactively change a completed credit ledger entry except to correct an error, reversal, fraud, or legal requirement.

Consuming credits pays for the relevant DaDepo operation, not for a guaranteed business, legal, registration, AI, buyer, sale, recovery, financing, or investment outcome. A completed operation is not refundable merely because the result did not meet your expectations or a third party later rejected, disputed, or declined the asset or transaction.

10.3 Payment providers and taxes

Payments may be processed by independent providers such as PayPal or Revolut. Their terms, privacy practices, availability, exchange rates, and dispute procedures also apply. We are not responsible for a payment provider's acts or omissions, except to the extent applicable law makes us responsible.

You are responsible for applicable taxes, duties, bank fees, exchange costs, and similar charges. Displayed prices include taxes only where expressly stated.

Mandatory consumer cancellation, refund, and conformity rights are not excluded by these Terms.

11. Prohibited use

You must not:

• upload, publish, register, offer, sell, transfer, or promote anything unlawful, fraudulent, misleading, infringing, stolen, sanctioned, or unauthorised;
• impersonate another person, provide false KYC information, conceal beneficial ownership, or misuse another account;
• use the Services for market abuse, manipulation, wash trading, unlawful financial promotion, spam, phishing, money laundering, terrorist financing, sanctions evasion, tax evasion, or circumvention of legal restrictions;
• access User Content without permission or bypass confidentiality, payment, access, identity, or security controls;
• introduce malware, overload, disrupt, probe, reverse engineer, scrape, or automatically access the Services except through an authorised API and within published limits;
• use Services data to build a competing database, train a model, identify individuals, or conduct surveillance without our written permission and a lawful basis;
• remove proprietary notices or falsely suggest endorsement, verification, licensing, or regulatory approval by DaDepo; or
• help another person do any of the above.

12. Monitoring, notices, and removal

We are not obliged to pre-screen all User Content or continuously monitor every user or transaction. We may use automated and manual controls to detect security, fraud, legal, sanctions, abuse, quality, or policy risks.

We may restrict access to, preserve, reject, disable, or remove User Content, listings, transactions, or accounts where we reasonably believe this is necessary to comply with law, protect users or third parties, preserve evidence, investigate misuse, address a valid notice, or protect the Services.

To report illegal or infringing content, unauthorised disclosure, or other abuse, contact [email protected] and include enough information to identify the content, explain the issue, and allow us to contact you. We may request supporting evidence and may notify the affected user where lawful and appropriate.

13. Third-party services and links

The Services may depend on or link to identity providers, depositories, registries, exchanges, payment processors, signature providers, AI providers, storage providers, analytics services, and other third parties. Third-party services are governed by their own terms and may be unavailable, delayed, changed, or discontinued.

DaDepo is not responsible for third-party content or services merely because they are linked or integrated. However, this does not exclude responsibilities that applicable law imposes on DaDepo for selecting, instructing, or using a service provider.

14. Intellectual property

DaDepo and its licensors own the Services, software, designs, databases, documentation, trademarks, and other platform materials, excluding User Content. Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable right to use the Services for their intended purpose during your permitted access.

If you provide feedback or suggestions, you grant us a perpetual, worldwide, royalty-free right to use them without obligation to you, provided we do not identify you publicly without permission.

15. Availability, changes, and test features

We aim to provide reliable Services but do not guarantee uninterrupted, error-free, or permanently available operation. Maintenance, incidents, third-party failures, legal requirements, capacity limits, or security concerns may cause delay or interruption.

Features identified as alpha, beta, pilot, preview, demo, sandbox, or test features may be incomplete, changed, reset, or withdrawn and must not be used for production or legally consequential purposes unless we expressly state otherwise. Simulated records or transactions in a clearly identified test environment have no real-world legal or financial effect unless specific written terms say otherwise.

We may change the Services. If a change materially reduces a paid Service during a current paid period, we will provide any notice or remedy required by law or the applicable service-specific terms.

16. Suspension and termination

You may stop using the Services at any time and may request account closure through the available account tools or support channel.

We may suspend, restrict, or terminate access where reasonably necessary because of:

• breach of these Terms or service-specific terms;
• fraud, abuse, non-payment, chargeback, security, sanctions, or legal risk;
• inaccurate or incomplete identity or authority information;
• risk to another person, the Services, or third-party systems;
• a binding request or requirement from a court, regulator, authority, or service provider; or
• discontinuation of a Service.

Where appropriate and lawful, we will provide notice and a reasonable opportunity to correct a remediable breach. Immediate action may be taken where delay would create material risk.

After termination, access to User Content may end. We may retain or delete information in accordance with the Privacy Policy, data processing agreement, backup cycles, legal obligations, dispute holds, and transaction-record requirements. You should export information you are legally entitled to retain before closing your account.

Sections that by their nature should survive termination, including those concerning ownership, confidentiality, completed charges, liability, indemnity, disputes, and legal compliance, remain effective.

17. Disclaimers

To the maximum extent permitted by law, the Services are provided as available. We do not warrant that the Services, User Content, AI output, third-party data, counterparties, assets, or transactions will be uninterrupted, error-free, secure against every possible threat, accurate, complete, current, fit for a particular purpose, profitable, enforceable, saleable, financeable, liquid, or accepted by any third party.

No statement in marketing material, a demonstration, an AI result, a certificate, an Asset Passport, a score, or support communication creates a guarantee unless it is expressly included in a written agreement signed by an authorised representative of DaDepo.

Nothing in these Terms excludes any warranty, remedy, or right that cannot lawfully be excluded.

18. Limitation of liability

Nothing in these Terms excludes or limits liability for fraud or fraudulent misrepresentation; death or personal injury caused by negligence; wilful misconduct; or any liability that cannot lawfully be excluded or limited, including mandatory rights under applicable data protection or consumer law.

Subject to the previous paragraph, DaDepo is not liable for indirect, incidental, special, punitive, or consequential loss, or for loss of profit, revenue, business opportunity, anticipated savings, goodwill, reputation, or data, arising from or related to the Services.

DaDepo is not liable for loss to the extent caused by:

• inaccurate, unlawful, incomplete, or misleading User Content;
• your failure to verify documents, AI output, amounts, rights, counterparties, or legal requirements;
• a visibility, sharing, public-access, or no-NDA choice made by you or your authorised user;
• breach of an NDA or other obligation by a recipient or counterparty;
• an external settlement, user-to-user dispute, or third-party service outside our reasonable control;
• compromised credentials or devices where the compromise was not caused by DaDepo; or
• your unlawful use, breach of these Terms, or failure to follow reasonable security instructions.

For a business user, and subject to the exclusions above, DaDepo's total aggregate liability arising out of or relating to the Services in any 12-month period is limited to the greater of (a) the fees actually paid by that user to DaDepo for the affected Services during that period and (b) GBP 100.

The business-user cap does not apply to consumers. If you are a consumer, DaDepo is responsible for loss and damage that is a foreseeable result of our breach or failure to use reasonable care and skill, subject to applicable law. We are not responsible for business losses suffered by a consumer using the Services for commercial purposes.

19. Business-user indemnity

If you use the Services for business or professional purposes, you will indemnify DaDepo and its officers, employees, and contractors against third-party claims, regulatory costs, losses, and reasonable legal expenses arising from:

• User Content that you were not entitled to upload, process, disclose, publish, register, or transact with;
• your infringement of privacy, confidentiality, intellectual property, data protection, or other third-party rights;
• your unlawful or misleading asset, listing, promotion, offer, or transaction;
• your breach of these Terms; or
• your fraud, wilful misconduct, or negligence.

This indemnity applies only to the extent the claim or loss was caused by your act or omission and does not cover DaDepo's own breach, negligence, wilful misconduct, or other responsibility. We will give you reasonable notice of a covered claim and will not agree to a settlement imposing non-monetary obligations on you without your consent, not to be unreasonably withheld.

This section does not apply to a consumer acting wholly outside their trade, business, craft, or profession.

20. Governing law and disputes

These Terms and any non-contractual obligations arising from them are governed by the laws of England and Wales.

If you are a business user, the courts of England and Wales have exclusive jurisdiction, unless a service-specific agreement provides otherwise.

If you are a consumer, you retain the protection of mandatory laws of your country of residence and may bring proceedings in any court available to you under applicable consumer law. Nothing in these Terms limits a mandatory right to use an alternative dispute-resolution body or other statutory remedy.

Before filing a claim, please contact [email protected] and provide a reasonable opportunity to resolve the issue informally. This does not suspend any mandatory limitation period unless applicable law says otherwise.

21. Changes to these Terms

We may update these Terms to reflect changes in the Services, law, security, business model, or third-party requirements. We will post the updated version and update the date above. For a material change, we will provide reasonable advance notice through the Services or by email where required and reasonably possible.

Changes apply prospectively from their effective date. If you do not agree, you must stop using the affected Services before the change takes effect. Continued use after the effective date constitutes acceptance where permitted by law. Changes do not retroactively alter completed transactions or remove accrued mandatory rights.

22. General terms

These Terms, the applicable Privacy Policy, any data processing agreement, and any service-specific or transaction-specific terms form the agreement governing your use of the Services. If they conflict, the more specific terms control for the relevant subject, while a data processing agreement controls for processing performed under it.

We may assign these Terms as part of a merger, reorganisation, sale of business, or transfer of the relevant Service, subject to applicable law. You may not assign your rights or obligations without our prior written consent, except where mandatory law permits it.

If a provision is invalid or unenforceable, it will be limited to the minimum extent necessary, and the remaining provisions remain effective. A failure to enforce a provision is not a waiver. Headings are for convenience only. The words "including" and "include" mean "including without limitation".

We are not liable for delay or failure caused by events beyond our reasonable control, but this does not excuse payment obligations already due or obligations that cannot lawfully be excluded.