Terms of Service

Welcome to muneracapital.com (the "Website"), owned and operated by MH Ventures LLC, doing business as Munera Capital ("Company," "we," "us," or "our"). These Terms of Service ("Terms") govern your access to and use of our Website and our M&A advisory services ("Services"). By accessing our Website or engaging our Services, you agree to be bound by these Terms. If you do not agree, do not use the Website or Services.

1. Acceptance of terms

By accessing or using our Website or Services, you acknowledge that you have read, understood, and agreed to these Terms. We may update these Terms from time to time, and continued use of the Website or Services constitutes acceptance of any modifications.

2. Description of services

Munera Capital provides buy-side and sell-side M&A advisory services. For buyers, this may include sourcing potential acquisition targets, facilitating introductions to sellers, deal analysis, and assistance with transaction structuring. For sellers, this may include preparation, valuation analysis, confidential introductions to prospective buyers, and transaction support. The specific scope of Services will be outlined in a separate engagement agreement between you and Munera Capital.

3. No guarantee of results

We do not guarantee that you will successfully acquire or sell any business or that any specific transaction will close. The process depends on numerous factors outside our control, including counterparty decisions, financing availability, due diligence findings, and market conditions. Our role is to facilitate opportunities, not to guarantee outcomes.

4. Client obligations

• Provide accurate and complete information about your acquisition criteria, business, financial capacity, and background
• Respond to communications and opportunities in a timely manner
• Act in good faith throughout the process
• Comply with all applicable laws and regulations
• Pay all fees as outlined in your engagement agreement

5. Fees and payment

Fees for our Services are outlined in your engagement agreement. You agree to pay all fees when due. Failure to pay may result in suspension or termination of Services. We reserve the right to modify our fee structure; any changes will be communicated in advance and will not apply retroactively to existing engagement agreements.

6. Confidentiality

During the course of our engagement, you may receive confidential information about businesses, buyers, or sellers, including financial data, business operations, customer information, and proprietary processes. You agree to keep all confidential information strictly confidential, use it only for evaluating the transaction at hand, not disclose it to any third party without prior written consent, and return or destroy it upon request or termination of engagement. This obligation survives termination of your engagement with us.

7. Non-circumvention

You agree not to circumvent, avoid, or bypass Munera Capital in any transaction involving a buyer, seller, business, or opportunity introduced to you through our Services. This includes contacting counterparties directly without our involvement, engaging other advisors to complete a transaction we introduced, or otherwise attempting to exclude us from a deal we facilitated. This obligation applies during your engagement and for a period of twenty-four (24) months following termination.

8. Use of the Website

You agree to use the Website only for lawful purposes and in accordance with these Terms. You may not violate any applicable laws, infringe intellectual property rights, transmit harmful code, engage in fraudulent or misleading conduct, attempt unauthorized access, or use automated systems to extract data from the Website. We reserve the right to suspend or terminate access for any user who violates these Terms.

9. Intellectual property

All content on the Website, including text, images, logos, graphics, software, data, and proprietary methodologies, is owned or licensed by MH Ventures LLC and is protected by intellectual property laws. You may not reproduce, distribute, modify, or create derivative works from our content without express written permission.

10. Third-party links

Our Website may contain links to third-party websites or services. We do not endorse or assume responsibility for the content, privacy policies, or practices of any third-party sites.

11. Disclaimers

THE WEBSITE AND SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. WE DO NOT GUARANTEE THE ACCURACY, COMPLETENESS, OR RELIABILITY OF ANY CONTENT ON THE WEBSITE OR ANY INFORMATION PROVIDED THROUGH OUR SERVICES.

Educational content. Valuation ranges, multiples, market data, calculators, and guides published on this Website are estimates provided for general educational purposes. They are not an appraisal, an offer, or a guarantee of any transaction outcome, and should not be relied on without independent professional advice.

Not a broker-dealer. Munera Capital is not a registered broker-dealer with the Securities and Exchange Commission or any state securities regulator, and is not a member of FINRA. We do not effect securities transactions or provide advice on securities investments.

Not an investment adviser. Munera Capital is not a registered investment adviser. We do not provide investment advice, portfolio management, or recommendations regarding securities or investment strategies.

Not legal, tax, or accounting advice. Nothing we provide constitutes legal, tax, or accounting advice. Consult qualified attorneys, accountants, and tax professionals before making any transaction decision.

M&A advisory services only. Our services are limited to facilitating introductions between prospective buyers and sellers of privately held businesses, deal sourcing, preparation, and assistance with transaction structuring. Any transaction you pursue is between you and the counterparty, and you are solely responsible for your own due diligence.

12. Limitation of liability

TO THE FULLEST EXTENT PERMITTED BY LAW, MH VENTURES LLC SHALL NOT BE LIABLE FOR ANY DAMAGES, INCLUDING DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING FROM your use of the Website or Services, any transaction that fails to close, any business performing differently than expected, actions or omissions of counterparties, lenders, or other third parties, or reliance on any information provided through our Services. In no event shall our total liability exceed the fees you have paid to us in the twelve (12) months preceding the claim.

13. Indemnification

You agree to indemnify and hold harmless MH Ventures LLC, its affiliates, employees, contractors, and agents from any claims, liabilities, damages, or expenses (including reasonable attorneys' fees) arising out of your use of the Website or Services, your violation of these Terms, your breach of any engagement agreement, or your violation of any third-party rights.

14. Termination

Either party may terminate an engagement as specified in the applicable engagement agreement. We reserve the right to suspend or terminate your access to the Website at any time for violation of these Terms. Upon termination, your obligations regarding confidentiality, non-circumvention, and payment of accrued fees shall survive.

15. Dispute resolution

Any dispute arising out of or relating to these Terms or our Services shall first be attempted to be resolved through good-faith negotiation. If negotiation fails, the parties agree to submit to binding arbitration in San Juan, Puerto Rico, in accordance with the rules of the American Arbitration Association. Judgment on the arbitration award may be entered in any court of competent jurisdiction.

16. Governing law

These Terms shall be governed by and construed in accordance with the laws of the Commonwealth of Puerto Rico, without regard to conflict of law principles. Any legal actions not subject to arbitration must be brought in the courts of San Juan, Puerto Rico.

17. Changes to these terms

We reserve the right to modify these Terms at any time. Any changes will be effective immediately upon posting on the Website. Your continued use of the Website or Services signifies your acceptance of the updated Terms.

18. Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall remain in full force and effect.

19. Entire agreement

These Terms, together with any engagement agreement you execute with us and our Privacy Policy, constitute the entire agreement between you and Munera Capital regarding the subject matter herein. In the event of a conflict between these Terms and an executed engagement agreement, the engagement agreement shall control.