Terms of Service

These Terms of Service (“Terms”) govern your access to and use of stewardmarket.com and related services (collectively, the “Platform”) operated by Steward Market, an Oregon-based entity (“Steward Market,” “we,” “us,” or “our”). By creating an account, accessing, or using the Platform, you agree to be bound by these Terms. If you do not agree, do not use the Platform.

1. Acceptance of Terms

By accessing or using the Platform, you acknowledge that you have read, understood, and agree to be bound by these Terms, our Privacy Policy, and our Cookies Policy, each of which is incorporated by reference. These Terms form a binding agreement between you and Steward Market.

If you are using the Platform on behalf of an entity, you represent that you have the authority to bind that entity to these Terms, and “you” refers to that entity.

We may update these Terms from time to time. If we make material changes, we will notify you by email or through a prominent notice on the Platform at least 30 days before the changes take effect. Your continued use of the Platform after the effective date constitutes acceptance of the updated Terms.

2. Eligibility

To use the Platform, you must:

• Be at least 18 years old
• Have the legal capacity to enter into a binding contract
• Use the Platform for business or professional purposes related to business ownership transitions, acquisitions, or advisory services
• Not be located in, or a resident of, a country subject to U.S. government embargo or designated as a “terrorist supporting” country, and not be listed on any U.S. government list of prohibited or restricted parties
• Not have been previously suspended or removed from the Platform

3. Nature of the Platform

Steward Market is an introduction platform, not a party to any transaction. We provide a marketplace that connects business owners (“Sellers”), prospective acquirers (“Buyers”), and advisors, brokers, investors, and other professionals (“Partners”) around values-aligned ownership transitions. We do not:

• Participate in, broker, negotiate, or close transactions between users
• Hold funds in escrow or process purchase payments between Buyers and Sellers
• Provide legal, financial, tax, investment, M&A, brokerage, or advisory services
• Verify, endorse, or guarantee the accuracy of information submitted by users
• Guarantee that any connection will result in a completed transaction or desired outcome

Any transaction, engagement, or relationship between users is solely between those users. Users are responsible for conducting their own due diligence, engaging their own advisors, and complying with all laws applicable to their transactions.

4. User Accounts

4.1 Account Creation

To use certain features of the Platform, you must create an account. You agree to provide accurate, current, and complete information during registration and to keep it updated.

4.2 Account Security

You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. You agree to notify us immediately at [security@stewardmarket.com] of any unauthorized access or security breach. We are not liable for any loss or damage arising from your failure to safeguard your credentials.

4.3 Account Types

The Platform offers different account types, including Seller, Buyer, and Partner accounts. Features, access, and fees vary by account type as described on the Platform.

5. Listings and User Content

5.1 Your Content

You are solely responsible for the information, listings, profiles, messages, and other content you submit to the Platform (“User Content”). You represent and warrant that:

• You have all rights necessary to submit the User Content
• The User Content is accurate, complete, and not misleading
• The User Content does not violate any law, contract, or third-party right
• You have all necessary consents from any individuals or entities referenced

5.2 License to Your Content

You retain ownership of your User Content. By submitting User Content, you grant Steward Market a worldwide, non-exclusive, royalty-free, sublicensable license to host, store, display, reproduce, and distribute the User Content solely for the purpose of operating, providing, and improving the Platform. This license ends when you delete your User Content or your account, except that we may retain and use aggregated or de-identified data and archival copies as required by law or for legitimate business purposes.

5.3 Content Moderation

User Content is not pre-screened or verified by Steward Market before publication. We reserve the right, but not the obligation, to review, remove, or refuse any User Content that we determine, in our sole discretion, violates these Terms or is otherwise objectionable. We are not responsible for the accuracy, quality, or legality of User Content.

5.4 Prohibited Content and Conduct

You agree not to submit User Content or use the Platform to:

• Make false, misleading, or fraudulent representations
• Misrepresent your identity, credentials, business, or financial information
• Violate any law, regulation, or third-party right
• Infringe intellectual property, privacy, publicity, or contractual rights
• Distribute spam, malware, or harmful code
• Harass, threaten, defame, or harm any person
• Scrape, crawl, or harvest data from the Platform or other users
• Circumvent the Platform to avoid applicable fees or bypass Steward Market in facilitated connections
• Solicit users for purposes unrelated to the Platform's stated purpose
• Offer or solicit regulated securities in violation of applicable securities laws

6. Fees and Payments

6.1 Subscription Fees

Buyer and Partner accounts are subject to recurring subscription fees. Subscription terms, billing frequency (monthly or annual), and pricing are disclosed at the time of purchase. Subscription fees are billed in advance and automatically renew at the end of each billing period unless cancelled before the renewal date.

6.2 Listing Fees

Sellers pay a one-time listing fee to publish a listing on the Platform. The listing fee, the duration of the listing, and any renewal terms are disclosed at the time of purchase. Listing fees are charged when the listing is submitted for publication.

6.3 Payment Processing

All payments are processed through Stripe, a third-party payment processor. By providing payment information, you authorize Steward Market and Stripe to charge the specified payment method for the applicable fees, including recurring subscription fees. You agree to Stripe's terms of service and privacy policy. You are responsible for keeping your payment information current.

6.4 Taxes

Fees do not include taxes unless stated otherwise. You are responsible for any applicable sales, use, VAT, GST, or similar taxes, and we may collect these taxes where required by law.

6.5 Cancellation and Refunds

You may cancel a subscription at any time through your account settings or by contacting us. Cancellation takes effect at the end of the current billing period; you retain access to paid features until then.

Except as required by law or as expressly stated on the Platform:

• Subscription fees are non-refundable for the current billing period
• Listing fees are non-refundable once the listing has been published
• Partial-period refunds are not provided

We may, at our sole discretion, provide refunds or credits in exceptional circumstances. Any refund granted does not obligate us to provide future refunds.

6.6 Price Changes

We may change fees at any time. For recurring subscriptions, we will provide at least 30 days' notice before any price change takes effect. If you do not agree to the new pricing, you may cancel your subscription before the change takes effect.

6.7 Failed Payments

If a payment fails, we may suspend or terminate your account until payment is received. You remain responsible for any unpaid amounts and any costs of collection.

7. Transactions Between Users

Steward Market does not participate in or guarantee transactions between users. You acknowledge and agree that:

• We do not verify the identity, qualifications, financial condition, representations, or intentions of any user
• We are not responsible for the conduct of any user, on or off the Platform
• Any transaction, engagement, communication, or dispute between users is solely between those users
• You are solely responsible for conducting due diligence, negotiating terms, executing documents, and complying with applicable laws
• You are responsible for engaging your own legal, financial, tax, and other professional advisors

You release Steward Market from any claims, demands, and damages of every kind arising out of or connected to any dispute with another user.

8. Intellectual Property

8.1 Our Rights

The Platform, including all software, designs, text, graphics, logos, trademarks, and content we provide, is owned by or licensed to Steward Market and is protected by intellectual property laws. “Steward Market” and our logos are our trademarks. You may not use them without our prior written permission.

8.2 Limited License to You

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform for its intended purpose. You may not copy, modify, distribute, sell, lease, reverse engineer, or create derivative works from the Platform except as expressly permitted.

8.3 Feedback

If you provide feedback, suggestions, or ideas about the Platform, you grant us a perpetual, irrevocable, royalty-free license to use them without restriction or compensation.

9. Confidentiality of User Communications

Users frequently share sensitive business information on the Platform, including financial data, ownership structures, and succession plans. You agree to:

• Treat non-public information shared by other users as confidential
• Use such information only for evaluating a potential transaction or engagement through the Platform
• Not disclose or distribute such information to third parties without the sharing user's written consent, except as required by law or to your own professional advisors bound by confidentiality
• Not use such information to compete unfairly, solicit employees or customers of the sharing user, or otherwise harm the sharing user

These obligations are independent of, and in addition to, any separate non-disclosure agreement between users.

10. Suspension and Termination

We may suspend or terminate your account and access to the Platform at any time, with or without notice, if we believe you have violated these Terms, if your account poses a risk to the Platform or other users, or for any other reason at our sole discretion.

You may terminate your account at any time through your account settings or by contacting us. Upon termination:

• Your right to access and use the Platform immediately ends
• We may remove or disable access to your User Content
• Any fees paid are non-refundable except as expressly provided
• Provisions intended to survive termination (including Sections 5.2, 7, 8, 9, 11, 12, 13, 14, 16, and 17) will continue in effect

11. Disclaimers

THE PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, STEWARD MARKET DISCLAIMS ALL WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

WITHOUT LIMITING THE FOREGOING, WE DO NOT WARRANT THAT:

• THE PLATFORM WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE
• ANY USER CONTENT, LISTING, OR INFORMATION IS ACCURATE, COMPLETE, OR RELIABLE
• ANY USER'S IDENTITY, QUALIFICATIONS, OR REPRESENTATIONS ARE AS STATED
• ANY CONNECTION WILL RESULT IN A TRANSACTION OR DESIRED OUTCOME
• ANY TRANSACTION OR ENGAGEMENT BETWEEN USERS WILL BE SUCCESSFUL OR PROFITABLE

STEWARD MARKET IS NOT A LICENSED BROKER, DEALER, INVESTMENT ADVISOR, FINANCIAL ADVISOR, ATTORNEY, ACCOUNTANT, OR TAX ADVISOR. NOTHING ON THE PLATFORM CONSTITUTES LEGAL, FINANCIAL, TAX, INVESTMENT, OR PROFESSIONAL ADVICE.

12. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW:

STEWARD MARKET AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND AFFILIATES WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, GOODWILL, DATA, OR BUSINESS OPPORTUNITIES, ARISING OUT OF OR RELATED TO YOUR USE OF THE PLATFORM, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL CUMULATIVE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE PLATFORM WILL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID US IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100).

SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN SUCH CASES, OUR LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

13. Indemnification

You agree to indemnify, defend, and hold harmless Steward Market and its officers, directors, employees, agents, and affiliates from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or related to:

• Your use of the Platform
• Your User Content
• Your violation of these Terms or any applicable law
• Your violation of any third-party right, including another user
• Any transaction, engagement, or dispute between you and another user

14. Governing Law

These Terms are governed by the laws of the State of Oregon, without regard to its conflict-of-laws principles. Subject to Section 16 (Dispute Resolution), any legal action not subject to arbitration must be brought exclusively in the state or federal courts located in Oregon, and you consent to personal jurisdiction and venue in those courts.

15. Informal Dispute Resolution

Before filing a claim against Steward Market, you agree to try to resolve the dispute informally by contacting us at [legal@stewardmarket.com] with a written description of the dispute, your contact information, and the relief sought. We will attempt to resolve the dispute through good-faith negotiation within 60 days. If the dispute is not resolved in that time, either party may proceed to arbitration as set forth below.

16. Mandatory Arbitration and Class Action Waiver

16.1 Agreement to Arbitrate

You and Steward Market agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Platform (a “Dispute”) that cannot be resolved informally will be resolved by binding individual arbitration, rather than in court, except that you or we may bring an individual action in small-claims court for disputes within that court's jurisdiction, and either party may seek injunctive or equitable relief in court to prevent misuse of the Platform, protect intellectual property, or address violations of confidentiality.

16.2 Arbitration Rules

Arbitration will be administered by JAMS under its Streamlined Arbitration Rules (or the applicable JAMS rules for the dispute amount). The arbitration will be conducted in English, seated in Oregon, and may be conducted remotely. The arbitrator's decision will be final and binding, and judgment on the award may be entered in any court of competent jurisdiction.

16.3 Class Action Waiver

YOU AND STEWARD MARKET AGREE THAT ANY DISPUTE WILL BE BROUGHT IN INDIVIDUAL CAPACITY ONLY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS OR PRESIDE OVER ANY CLASS OR REPRESENTATIVE PROCEEDING.

16.4 Opt-Out

You may opt out of this arbitration agreement by sending written notice to support@stewardmarket.com within 30 days of first accepting these Terms. The notice must include your name, account email, and a clear statement that you are opting out of arbitration. Opting out does not affect the other provisions of these Terms.

16.5 Severability

If the class action waiver is found unenforceable, then the entire arbitration agreement (other than this sentence) will be null and void, and the dispute will proceed in court. If any other part of this Section is found unenforceable, the remainder will continue in force.

17. General Provisions

17.1 Entire Agreement

These Terms, together with the Privacy Policy and Cookies Policy, constitute the entire agreement between you and Steward Market regarding the Platform and supersede all prior agreements and communications.

17.2 Severability

If any provision of these Terms is found unenforceable, the remaining provisions will continue in full force and effect.

17.3 No Waiver

Our failure to enforce any provision is not a waiver of our right to do so later.

17.4 Assignment

You may not assign or transfer these Terms without our prior written consent. We may assign these Terms without restriction, including in connection with a merger, acquisition, or sale of assets.

17.5 Relationship of the Parties

Nothing in these Terms creates any agency, partnership, joint venture, employment, or fiduciary relationship between you and Steward Market.

17.6 Force Majeure

We are not liable for any failure or delay caused by events beyond our reasonable control, including natural disasters, war, terrorism, civil unrest, labor disputes, internet outages, or government actions.

17.7 Notices

We may provide notices to you by email to the address on your account or through the Platform. You must provide notices to us at [legal@stewardmarket.com] or the mailing address below.

17.8 Contact

Questions about these Terms? Contact us at: