Last updated: October 2026

Terms of Service

Contents of the Terms of Service

Overview

The Emanay OS is the private operating system of the Emanay Group. It is where we run each client’s office: engagements, entities, documents, statements, tasks, messages and meetings, all in one place, and where our team, associates, partners and creators work with our clients.

These Terms of Service (the “Terms”) are an agreement between you and Emanay Inc., a Florida corporation doing business as Emanay Advisors, 1221 Brickell Avenue, Suite 900, Miami, Florida 33131 (“Emanay”, “we”, “us”), acting for itself and for its parent, Emanay Holdings LLC, and the companies Emanay Holdings controls (together, the “Emanay Group”).

They cover the Emanay Products described in What are the Emanay Products, led by the Emanay OS, every client office, portal, data room, dashboard, app and tool reached through them, and any related email, messaging, scheduling or e-signature feature we provide (together, the “OS”).

The OS is by invitation only. It is for our team members, our associates, our clients and the people they authorise, and our partners and creators. Each account sees only what its role allows.

The OS is a tool. Professional services (advisory, accounting, capital, real estate, technology, venture and related services) are provided only under a signed engagement letter or other written agreement with the relevant member of the Emanay Group (an “Engagement”). Using the OS does not by itself create a client relationship, a fiduciary relationship or any duty to provide professional services. Legal services are never provided through the OS itself; where a client engages a law firm, that firm’s own engagement letter governs.

By creating an account, accepting an invitation, signing in or using the OS, you agree to these Terms and to the policies listed in section 5, which form part of them. If you do not agree, do not use the OS.

1. The services we provide

1.1 Run your office in one place. The OS brings together everything about an engagement: the client’s entities and structure, documents and data rooms, tasks, approvals, statements, invoices and payment links, messages and meeting records. Your engagement letter decides what we do for you; the OS is where that work happens and where you can see it.

1.2 Connect you with your Emanay team. The OS connects clients with the team members, associates and specialists working on their engagements, and connects our team with each other, through messages, shared documents, meetings and task assignments.

1.3 Keep each client’s data separate and secure. “Client Data” means all information about a client, its businesses, entities, family members, transactions, finances, bank and tax records, documents and personal data that is placed in or generated through the OS. We keep each client’s Client Data in its own space, and every account sees only what its role and the relevant Engagement require. We use role-based access, multi-factor authentication or passkeys, encryption in transit, logging and vendor controls. No system is perfectly secure, but we take protecting Client Data seriously and will notify affected people as the law requires if a breach occurs.

1.4 Use AI to prepare work, reviewed by people. The OS uses artificial intelligence to draft, summarise, classify, search and organise information (“AI Features”). AI output can be incomplete or wrong; it is a starting point for review, not a final answer, and professional work product is reviewed by a qualified person before it is delivered as advice. Nothing produced by the OS, by AI Features or by anyone using the OS is legal, tax, accounting, investment or immigration advice unless a qualified professional gives it to you under an Engagement. Immigration and visa outcomes are decided by government authorities; we never guarantee approval, timing or any other outcome. We may use providers to operate AI Features; they process data for us under contract and are not permitted to use Client Data to train their own models.

1.5 Protect the safety, security and integrity of the OS. Activity in the OS is logged, including who did what, when, on which matter, and whether it was done by a person or by an AI Feature. We use these logs to keep the OS secure, detect and stop misuse, scraping and fraud, show clients what was done for them, support statements and billing, credit work correctly, and meet legal obligations. Team members and associates are also subject to the Monitoring and Activity Logging Notice. Calls and meetings are recorded or transcribed only after every participant has been told and has agreed, as required by Florida law (Florida Statutes section 934.03) and any other law that applies to a participant. We may investigate, remove content, block automated access and suspend accounts to protect clients, users and the OS.

1.6 Improve our services. We study how the OS is used, using activity data and, where possible, de-identified or aggregated data, to fix problems, build new features and make the OS faster and more useful. We do not sell Client Data and do not use it to train AI models that are shared with other clients or third parties.

1.7 Ensure access. We work to keep the OS available to the people who need it, on the devices they use, and to give clients a way to export their own data. Some features depend on third-party services (such as email, calendars, banks, payment processors, e-signature, storage, accounting and messaging tools), which are governed by their own terms; we choose them with care and give them only the access they need, but we are not responsible for them.

2. How our services are funded

The OS is not funded by advertising, and we do not sell your data. It is funded by the professional services our clients engage us for.

  • Your Engagement sets the price. The services, fees, success fees and payment terms are set in your engagement letter or other written agreement. The OS shows statements, invoices and payment links; it does not change what your Engagement says.
  • Statements. Each line on a client statement is backed by a record in the OS.
  • Expenses at cost. Third-party costs we pay on a client’s behalf (such as filing fees, domains, hosting, tools or travel) are re-billed at cost unless the Engagement states otherwise.
  • AI usage. AI usage connected to a client’s Engagement may appear on that client’s statements as a technology line, as set out in the Engagement.
  • Who you pay. Client payments are made to Emanay Inc., unless your Engagement or a brokerage agreement states otherwise (for example, real estate or business-brokerage commissions earned by the licensed brokerage).
  • Payment processing. Payments are processed by third parties (for example Stripe) under their own terms.

3. Your commitments

3.1 Who can use the OS

  • Invitation only. You may use the OS only if we, or a client with authority to do so, have issued you credentials, and only for the purpose they were issued for.
  • Roles. Each account has a role that decides what it can see and do: team member (Emanay Group employees and staff contractors); associate (independent consultants working on Emanay engagements); client (a client under an Engagement and the people it authorises, such as officers, family members, advisers or counterparties); partner or creator (referral partners, creators and other collaborators under a written agreement with us). One person may hold more than one role; access granted in one role does not carry over to another. We decide each account’s role, permissions and features and may change them at any time, including to protect client confidentiality.
  • Eligibility. You must be at least 18 and able to enter into a binding contract, and not barred from using the OS under the laws of the United States or any other applicable jurisdiction, including sanctions laws. If you use the OS for a company, trust, family office or other organisation, you confirm you are authorised to accept these Terms for it, and both you and that organisation are bound.
  • Your account. Keep your credentials private, use the sign-in methods we require (including multi-factor authentication or passkeys), and do not share your account or let anyone else use it. You are responsible for everything done through your account until you tell us it has been compromised. Tell us immediately at legal@emanay.io if you suspect unauthorised access. Use the OS only on devices you control and keep secure; team members and associates must follow any device policy we issue.

3.2 What you can and cannot do

You will use the OS lawfully, honestly and only for its intended purpose. You will not, and will not help or allow anyone (including any software agent acting for you) to:

  1. break any law, including privacy, securities, sanctions, anti-money-laundering and immigration laws;
  2. share your account or credentials, or access another person’s account or any data your role does not allow;
  3. disclose Client Data, move it outside the OS, combine it with another client’s information, or use it for anything other than the work you were engaged for;
  4. share, export, download in bulk, forward or copy Client Data or Emanay Confidential Information outside the OS, or to personal accounts or devices, except as your role expressly allows;
  5. upload anything you have no right to share, anything unlawful, or malicious code;
  6. impersonate anyone or misrepresent your role or authority;
  7. access, copy or collect any part of the OS or its content by crawler, spider, scraper, bot, script, headless browser, automated agent or any other automated means, except through interfaces and integrations we have approved in writing;
  8. mine, harvest, index or extract data from the OS;
  9. use the OS, its content or any data from it to train, fine-tune, evaluate, test or improve any artificial intelligence or machine-learning model, or to build any dataset;
  10. reverse engineer, decompile, disassemble or try to derive the source code, models, prompts, workflows or structure of the OS;
  11. benchmark the OS, or build a product or service that competes with it or copies its features, look or workflows;
  12. bypass or test any security, access control or rate limit, or probe for vulnerabilities, without our written permission;
  13. use the OS to solicit Emanay clients, partners or team members for another business.

Emanay Confidential Information. Everything you learn in the OS about the Emanay Group that is not public, including our business model and methods (group structure, engagement and fee structures, pricing, billing and payment flows, client-office model, processes, playbooks, checklists and templates), the OS itself, and our financials, pipeline, partners, creators, referral sources, lenders and investors (together, “Emanay Confidential Information”), is confidential. You will use it only for the purpose your account was issued for and will not disclose it. These confidentiality duties do not apply to information that was public through no fault of yours, that you can show you knew lawfully before receiving it from us, or that you must disclose by law (and then only what is required, after telling us where the law allows). They continue after your access ends.

3.3 The permissions you give us

  1. To host and process your content. You keep ownership of the content you upload or create in the OS that is not Work Product (“Your Content”). You give the Emanay Group a worldwide, non-exclusive, royalty-free licence to host, store, copy, process, transmit, display and back up Your Content, and to have our service providers do the same, only as needed to operate the OS, provide the services you engaged us for, meet legal obligations and keep the OS secure. This licence ends when Your Content is deleted from our systems, except for copies we must keep by law or in backups deleted on their normal cycle.
  2. To log activity. You agree to the activity logging described in section 1.5 and, for team members and associates, in the Monitoring and Activity Logging Notice.
  3. To use de-identified usage data to improve the OS. You allow us to use activity and usage data, de-identified or aggregated where possible, to maintain and improve the OS. We will never use your Content or Client Data to train third-party AI models, and never sell it.
  4. To update the OS. You allow us to update, change or remove features of the OS, including on your devices, to keep it working and secure.

3.4 Limits on using our intellectual property

  • Emanay IP. The OS, its software, design, workflows, automations, data structures, templates, document formats, house format, content, trade marks and logos, and the Emanay Group’s business model and methods, are owned by the Emanay Group or its licensors and protected by intellectual property and trade secret laws (together, “Emanay IP”).
  • Your licence. We give you a limited, personal, revocable, non-exclusive, non-transferable licence to use the OS for the purpose your account was issued for, while your account is active. No other right is granted.
  • No copying our model. You will not copy, adapt, reproduce, sell, license or create derivative works from Emanay IP, or use our model, methods, templates or the OS for yourself or for any other person, firm or business, during or after your use of the OS.
  • Work product (team members, associates, partners and creators). Everything you create for the Emanay Group or its clients through your work (documents, models, schedules, spreadsheets, analyses, code, processes, content and improvements) is “Work Product” and belongs to the Emanay Group, or to the client where the Engagement says so. To the extent it is not automatically owned by the Emanay Group, you assign it to the Emanay Group and waive any moral rights in it. The Team Member Confidentiality and Intellectual Property Agreement also applies.
  • Deliverables (clients). Deliverables prepared for you under an Engagement belong to you once paid for, as set out in your Engagement. The Emanay IP used to prepare them (including our templates, formats and methods) remains ours.
  • Trademarks and brand. emanay® is a registered trademark of Emanay Holdings LLC. The emanay wordmark with the x™, “Modernizing Transaction Advisory”™, the division names (Emanay Advisors™, Emanay Capital™, Emanay Accounting™, Emanay Realty™, Emanay Technologies™, Emanay Ventures™), Emanay News™ and Emanay Art™ are trademarks of Emanay Holdings LLC. You may use them only with our written permission and in line with our brand guidelines, which are available on request. Report misuse or impersonation to legal@emanay.io.
  • Emanay Art. Works in the Emanay Art collection are protected by copyright and governed by Part 21.

3.5 Additional rights we retain

  • We may change, add or remove features, roles, workspace names, handles and settings in the OS at any time.
  • We may remove or restrict content, or disable an account, if we reasonably believe it breaches these Terms, the law, or a client’s confidentiality, or creates risk for clients, users or the OS.
  • We may keep activity logs, records and copies of content as needed for security, statements, billing, attribution, legal obligations and disputes, including after an account is closed, for the periods set in our retention policy.
  • We may block or limit any automated or suspicious access without notice.

4. Additional provisions

4.1 Updating our Terms

We may update these Terms. We will tell you about material changes through the OS or by email at least 14 days before they take effect, unless a change is required sooner by law or for security. Continuing to use the OS after a change takes effect means you accept it.

4.2 Suspension or termination

  • We may suspend or end your access at any time, including if you breach these Terms, if your role or Engagement ends, if required by law, or to protect clients, users or the OS. You may stop using the OS at any time; clients may end their Engagement under its own terms.
  • Offboarding. When access ends: (a) your credentials stop working the same day; (b) team members, associates, partners and creators must return or permanently delete all Client Data and Emanay Confidential Information within five business days and confirm this in writing; (c) clients may request an export of their own data within 30 days, after which it may be deleted or archived as our retention policy and the law require.
  • Survival. Confidentiality, Emanay IP, Work Product, the restrictions in section 3.2, sections 4.3 to 4.5, and any accrued payment obligations survive.

4.3 Limits on liability: who is responsible if something happens

In plain terms: we work hard to keep the OS available, accurate and secure, but we cannot promise it will always work perfectly, and AI output can be wrong. Our responsibility for professional services is set by your Engagement, not by these Terms. For the OS itself, our responsibility is limited as follows.

THE OS IS PROVIDED “AS IS” AND “AS AVAILABLE”. TO THE FULLEST EXTENT PERMITTED BY LAW, THE EMANAY GROUP DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT AND ACCURACY OF AI OUTPUT, AND DOES NOT PROMISE THAT THE OS WILL BE UNINTERRUPTED OR ERROR-FREE. THE EMANAY GROUP WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, DATA OR GOODWILL, ARISING FROM THE OS. OUR TOTAL LIABILITY FOR ALL CLAIMS RELATING TO THE OS IS LIMITED TO THE GREATER OF (A) THE FEES YOU PAID US FOR USE OF THE OS IN THE 12 MONTHS BEFORE THE CLAIM AND (B) US$100. THESE LIMITS DO NOT APPLY WHERE THE LAW DOES NOT ALLOW THEM, INCLUDING FOR FRAUD OR WILFUL MISCONDUCT, AND DO NOT LIMIT ANY OBLIGATION OR LIABILITY UNDER A SIGNED ENGAGEMENT, WHICH GOVERNS LIABILITY FOR PROFESSIONAL SERVICES.

Indemnity. You will defend, indemnify and hold harmless the Emanay Group and its owners, officers, team members and agents from claims, losses, damages and costs (including reasonable attorneys’ fees) arising from your breach of these Terms, your content, your misuse of Client Data or Emanay Confidential Information, or your violation of law or of anyone’s rights.

4.4 Disputes

  • Governing law. These Terms are governed by the laws of the State of Florida and applicable federal law, without regard to conflict-of-law rules.
  • Arbitration and class waiver. Any dispute arising from these Terms or the OS will be resolved by final and binding individual arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, seated in Miami-Dade County, Florida. You and we each waive any right to a jury trial and to bring or join a class, collective or representative action.
  • Injunctive relief. A breach of the confidentiality, intellectual property, Work Product or section 3.2 restrictions would cause the Emanay Group and its clients harm that money alone cannot repair. Either party may go to the state or federal courts in Miami-Dade County, Florida for an injunction or other equitable relief, or to enforce an arbitration award, without posting a bond where the law allows, and you agree to the personal jurisdiction of those courts.
  • Liquidated damages for scraping. Because damages from scraping or automated extraction are hard to measure, a person who breaches items 7 to 12 of section 3.2 agrees to pay liquidated damages as a reasonable estimate of our loss and not a penalty, plus our costs of enforcement, in addition to any other remedy available to us.
  • Fees. The party that prevails in any action to enforce the confidentiality, intellectual property, Work Product or section 3.2 restrictions may recover its reasonable attorneys’ fees and costs.
  • Professional services. Disputes about professional services follow the dispute clause in the relevant Engagement.

4.5 Miscellaneous

  1. Order of precedence. If these Terms conflict with a signed Engagement, associate or partner agreement, or the Team Member Confidentiality and IP Agreement, that signed agreement prevails on its subject matter (fees, scope, services and compensation). These Terms prevail on how the OS may be accessed and used, except where a signed agreement gives the Emanay Group greater protection, in which case the greater protection applies.
  2. Entire agreement. These Terms and the policies in section 5, together with any signed agreement referred to in item 1, are the entire agreement about use of the OS.
  3. Severability and waiver. If a provision is unenforceable, it is enforced to the maximum extent allowed and the rest stays in force. Not enforcing a provision is not a waiver.
  4. Assignment. You may not transfer these Terms or your account. We may assign them within the Emanay Group or to a successor.
  5. Notices. We send notices through the OS or to the email address on your account. Send notices to us at legal@emanay.io and, for formal legal notices, also by mail to Emanay Inc., 1221 Brickell Avenue, Suite 900, Miami, Florida 33131.
  6. Electronic acceptance. Accepting these Terms by clicking, signing in or signing electronically has the same effect as a handwritten signature.

4.6 Unsolicited material

We welcome ideas, suggestions and feedback. If you send them to us, we may use them freely, for any purpose, without any obligation or payment to you, and you will not treat them as confidential to you.

5. Other terms and policies that may apply to you