Terms of Service

1. Acceptance of Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("you," "your," or "User") and Chicago Business Intermediary LLC, an Illinois limited liability company ("Company," "we," "us," or "our"), governing your access to and use of the website at chicagobusinessintermediary.com, including any subdomains, successor URLs, and associated landing pages (collectively, the "Site"), as well as any content, features, tools, forms, or functionality offered through the Site.

By accessing the Site, submitting any form, or engaging with any feature of the Site, you represent and warrant that: (a) you are at least eighteen (18) years of age; (b) you have the legal capacity to enter into a binding agreement; (c) you are not prohibited by any applicable law from using the Site; and (d) all information you provide through the Site is truthful, accurate, and complete. If you do not agree to these Terms in their entirety, you must immediately discontinue all use of the Site.

2. No Broker-Client Relationship; No Professional Advice

All content on the Site, including but not limited to articles, blog posts, market insights, guides, infographics, statistics, valuation ranges, industry data, process descriptions, FAQs, and any other materials (collectively, "Site Content"), is provided for general informational and educational purposes only and does not constitute:

• Professional brokerage, advisory, or intermediary services
• Financial, investment, or tax advice
• Legal advice or legal opinions
• Accounting or auditing advice
• A business valuation, appraisal, or opinion of value
• A recommendation or endorsement to buy, sell, or hold any business, asset, or interest
• A guarantee, promise, or projection of any particular outcome, result, timeline, or transaction value

You should not act or refrain from acting based on any Site Content without first obtaining professional advice from qualified professionals (including a licensed attorney, certified public accountant, financial advisor, and/or business broker or intermediary) who can evaluate your specific situation, needs, objectives, and risk tolerance. The Company expressly disclaims any responsibility for decisions made or actions taken by any person in reliance on Site Content.

3. Description of Services

The Company is a registered Illinois business broker (Reg. #310002115) that provides business brokerage, acquisition advisory, business valuation, exit planning, and related consulting services. The scope, terms, compensation, and obligations of any engagement are governed exclusively by the applicable written engagement agreement between the Company and the client. Nothing on the Site supplements, modifies, or supersedes the terms of any engagement agreement.

The Company reserves the right to decline any prospective engagement for any reason or no reason, in its sole and absolute discretion. The listing or description of any service on the Site does not obligate the Company to provide that service to any particular person or in connection with any particular transaction.

4. Accuracy of Information; No Guarantees

4.1 No Warranty of Accuracy

While the Company makes reasonable efforts to present accurate, current, and complete information on the Site, we make no representation, warranty, or guarantee (express, implied, statutory, or otherwise) regarding the accuracy, completeness, reliability, timeliness, suitability, or availability of any Site Content, including but not limited to market statistics, industry data, valuation multiples, transaction timelines, success rates, regulatory information, or any other factual assertions.

Market conditions, laws, regulations, and industry practices change frequently. Site Content may become outdated between updates. The Company is under no obligation to update any Site Content and expressly disclaims any duty to do so.

4.2 No Guarantee of Results

The Company does not and cannot guarantee: the sale of any business; the acquisition of any business; any particular sale price, transaction value, or financial outcome; any particular timeline for listing, marketing, or closing a transaction; the availability, quality, or number of prospective buyers or sellers; the accuracy of any business valuation or market assessment; or the approval of any financing, license transfer, lease assignment, or regulatory approval. Past results, case studies, statistics, or testimonials referenced on the Site do not guarantee or predict future outcomes. Every business transaction is unique, and results depend on numerous factors outside the Company's control.

4.3 Third-Party Information

Site Content may include data, statistics, or information derived from third-party sources, including industry associations, government agencies, academic institutions, research firms, and public databases. The Company does not independently verify all third-party data and is not responsible for its accuracy or completeness. Any references to third-party data are provided as general context and should not be relied upon as definitive.

5. Intellectual Property

5.1 Ownership

All Site Content, design elements, graphics, logos, trademarks, service marks, trade names, trade dress, user interface design, page layout, underlying source code, software, and compilation thereof (collectively, "Company Materials") are the property of Chicago Business Intermediary LLC or its licensors, to the extent of the rights the Company actually holds in them, and are protected by applicable United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. This does not extend to any mark, name or material owned by a third party.

5.2 Limited License

Subject to your compliance with these Terms, the Company grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and view the Site for your personal, non-commercial, informational purposes only. This license does not include the right to: reproduce, copy, duplicate, distribute, publicly display, publicly perform, modify, create derivative works from, reverse engineer, decompile, or disassemble any Company Materials; frame, mirror, or incorporate any portion of the Site into any other website or service; use any data mining, scraping, robots, or similar automated tools or processes to collect, harvest, or extract data from the Site; or use any Company Materials for any commercial purpose, including competing business brokerage or advisory services, without the Company's prior written consent.

5.3 Trademark Notice

"Chicago Business Intermediary" is the business name of Chicago Business Intermediary LLC. The Company claims rights in that full business name and in the original artwork, logo and design elements it created for this Site. No professional certification is represented unless it is expressly identified alongside the individual who holds it. All other trademarks, service marks and trade names appearing on the Site are the property of their respective owners.

6. User Conduct and Representations

By using the Site, you agree that you will not:

• Provide false, misleading, incomplete, or fraudulent information in any form submission, communication, or interaction with the Company
• Impersonate any person or entity, or misrepresent your affiliation with any person or entity
• Use the Site for any purpose that is unlawful, fraudulent, deceptive, or harmful, or in connection with any unlawful, fraudulent, deceptive, or harmful activity
• Attempt to gain unauthorized access to any portion of the Site, any systems or networks connected to the Site, or any Company server, through hacking, password mining, social engineering, or any other means
• Transmit any viruses, worms, Trojan horses, malware, ransomware, or other harmful, disruptive, or destructive code or files
• Interfere with, disrupt, or impose an unreasonable or disproportionately large load on the Site, its servers, or connected networks
• Use the Site to harvest, collect, scrape, or compile personal information or contact details of any person, including Company clients, without authorization
• Use any information obtained from the Site to compete with the Company, solicit the Company's clients, or interfere with any Company engagement or transaction
• Reproduce, redistribute, or exploit any Site Content for commercial purposes without the Company's prior written consent

The Company reserves the right to investigate and take appropriate action against any person who, in the Company's sole discretion, violates these Terms, including without limitation removing content, terminating access to the Site, reporting to law enforcement, and pursuing legal remedies.

7. Form Submissions and Communications

The Site may include contact forms, self-assessment tools, questionnaires, or other interactive features that allow you to submit information to the Company. By submitting any information through the Site, you acknowledge and agree that:

• Your submission does not create a broker-client, advisory, fiduciary, or other professional relationship (see Section 2)
• The Company is under no obligation to respond to, act upon, or keep confidential any unsolicited submission, except as described in our Privacy Policy and subject to the execution of a formal NDA or engagement agreement
• You are solely responsible for the accuracy, completeness, and lawfulness of any information you submit
• The Company may use the information you submit for the purposes described in our Privacy Policy, including to evaluate potential engagements and respond to inquiries
• The Company employs spam-prevention measures and reserves the right to reject or disregard submissions it reasonably believes to be automated, fraudulent, or abusive

Communications sent to the Company through the Site or via email are not guaranteed to be secure or encrypted in transit. You acknowledge the inherent risks of transmitting information over the Internet and agree that the Company shall not be liable for any unauthorized interception or access to communications during transmission.

8. Disclaimers of Warranties

Some jurisdictions do not allow the exclusion of certain warranties. In such jurisdictions, the above exclusions apply to the fullest extent permitted by applicable law.

9. Limitation of Liability

TO THE EXTENT THAT ANY COMPANY PARTY IS FOUND LIABLE NOTWITHSTANDING THE FOREGOING, THE AGGREGATE LIABILITY OF ALL COMPANY PARTIES FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SITE OR THESE TERMS SHALL NOT EXCEED THE GREATER OF: (A) ONE HUNDRED UNITED STATES DOLLARS (US $100.00); OR (B) THE TOTAL AMOUNT, IF ANY, PAID BY YOU TO THE COMPANY FOR ACCESS TO THE SITE DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

The limitations set forth in this Section 9 are fundamental elements of the basis of the bargain between you and the Company. Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages. In such jurisdictions, the above limitations apply to the fullest extent permitted by applicable law. The foregoing limitations shall apply notwithstanding any failure of essential purpose of any limited remedy.

Nothing in this Section 9 or these Terms shall limit or exclude liability for: (a) death or personal injury caused by the Company's gross negligence or willful misconduct; (b) fraud or fraudulent misrepresentation by the Company; or (c) any liability that cannot be excluded or limited under applicable Illinois or federal law.

10. Indemnification

You agree to indemnify, defend, and hold harmless the Company Parties from and against any and all claims, demands, actions, suits, proceedings, liabilities, damages, losses, judgments, fines, penalties, costs, and expenses (including reasonable attorneys' fees, expert witness fees, and court costs) arising out of or relating to:

• Your use of or access to the Site
• Your violation or breach of any provision of these Terms
• Your violation of any applicable law, regulation, or ordinance
• Your violation or infringement of any intellectual property, privacy, publicity, or other right of any third party
• Any information, content, or materials you submit or transmit through the Site
• Any claim by a third party arising from or relating to your conduct in connection with the Site

The Company reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with the Company in asserting any available defenses. Your indemnification obligation will survive the termination of these Terms and your discontinued use of the Site.

11. Third-Party Websites and Links

The Site may contain hyperlinks to websites, platforms, applications, or services operated by third parties ("Third-Party Sites"). These links are provided solely for your convenience and reference. The Company does not own, operate, control, endorse, sponsor, recommend, or assume any responsibility for any Third-Party Sites, their content, their privacy practices, their products or services, or their operators. Your access to and use of any Third-Party Site is at your own risk and subject to that site's own terms and policies. The Company shall have no liability arising from or relating to your use of any Third-Party Site.

12. Site Availability and Modifications

The Company reserves the right, in its sole discretion and without notice or liability, to: modify, update, suspend, or discontinue the Site, any Site Content, or any feature or functionality of the Site, temporarily or permanently, at any time and for any reason; restrict or terminate your access to the Site for any reason, including violation of these Terms; and change the terms upon which the Site is offered. The Company shall not be liable to you or any third party for any modification, suspension, or discontinuation of the Site.

13. Governing Law and Dispute Resolution

13.1 Governing Law

These Terms and any dispute, claim, or controversy arising out of, relating to, or in connection with these Terms, the Site, or the Site Content (including the existence, validity, interpretation, performance, breach, or termination thereof) shall be governed by and construed in accordance with the internal laws of the State of Illinois, without giving effect to any choice-of-law or conflict-of-law provisions that would require the application of the laws of any other jurisdiction.

13.2 Exclusive Jurisdiction and Venue

You irrevocably and unconditionally consent to the exclusive personal jurisdiction and venue of the state and federal courts located in Cook County, Illinois, for any action, suit, or proceeding arising out of or relating to these Terms or the Site. You irrevocably waive any objection to such jurisdiction and venue, including any objection based on forum non conveniens, improper venue, lack of personal jurisdiction, or any similar ground.

13.3 Waiver of Jury Trial

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AND THE COMPANY EACH IRREVOCABLY AND UNCONDITIONALLY WAIVE THE RIGHT TO A TRIAL BY JURY IN ANY ACTION, SUIT, OR PROCEEDING ARISING OUT OF OR RELATING TO THESE TERMS, THE SITE, OR ANY SITE CONTENT.

13.4 Limitation on Claims

To the fullest extent permitted by applicable law, any cause of action or claim arising out of or relating to these Terms or the Site must be commenced within one (1) year after the cause of action accrues. Failure to bring a claim within this period constitutes a permanent waiver and bar of such claim. This limitation applies regardless of the form of action, whether in contract, tort, strict liability, or otherwise.

13.5 Injunctive Relief

Nothing in this Section 13 shall prevent the Company from seeking injunctive or other equitable relief in any court of competent jurisdiction to prevent irreparable harm, enforce intellectual property rights, or protect confidential information, without the necessity of proving actual damages or posting any bond or other security.

14. Privacy

Your use of the Site is also governed by our Privacy Policy, which is incorporated herein by reference. By using the Site, you consent to the collection, use, and disclosure of your information as described in the Privacy Policy. Please review the Privacy Policy carefully. In the event of a conflict between these Terms and the Privacy Policy regarding the treatment of personal information, the Privacy Policy shall control.

15. Regulatory Disclosures

The Company is a registered business broker in the State of Illinois (Registration #310002115). Business brokerage services provided by the Company are subject to applicable Illinois laws and regulations governing business brokers and intermediaries. The Company's registration may be verified through the Securities Department of the Illinois Secretary of State.

The Company is not a registered securities broker-dealer. Engagements ordinarily concern the sale of businesses structured as asset sales; any transaction involving the sale of securities is conducted in reliance on the federal M&A broker exemption under Section 15(b)(13) of the Securities Exchange Act of 1934 and its Illinois counterpart, 14 Ill. Adm. Code 130.830.

Nothing on the Site shall be construed as an offer or solicitation of services in any jurisdiction where such offer or solicitation would be unlawful or where the Company is not authorized, licensed, or registered to provide such services.

16. Modifications to These Terms

The Company reserves the right to modify, amend, supplement, or replace these Terms at any time in its sole discretion. Any changes will be effective immediately upon posting the revised Terms to the Site with an updated "Last Updated" date. If we make material changes, we will make reasonable efforts to provide notice through a prominent posting on the Site. Your continued use of the Site after any changes constitutes your binding acceptance of the revised Terms. If you do not agree to any revised Terms, your sole remedy is to discontinue use of the Site. We encourage you to review these Terms periodically.

17. General Provisions

17.1 Entire Agreement

These Terms, together with the Privacy Policy and any other policies or agreements expressly referenced herein, constitute the entire agreement between you and the Company regarding your use of the Site. These Terms supersede all prior or contemporaneous negotiations, discussions, proposals, representations, warranties, and agreements (whether oral or written) between you and the Company relating to the Site. For the avoidance of doubt, these Terms govern only your use of the Site and do not supersede, modify, or affect any separately executed engagement agreement, NDA, listing agreement, buyer representation agreement, or other written contract between you and the Company.

17.2 Severability

If any provision of these Terms is found by a court of competent jurisdiction to be invalid, illegal, void, or unenforceable for any reason, such finding shall not affect the validity, legality, or enforceability of the remaining provisions, which shall remain in full force and effect. The invalid or unenforceable provision shall be reformed or modified to the minimum extent necessary to make it valid and enforceable while preserving the parties' original intent. If reformation is not possible, the provision shall be severed, and the remainder of these Terms shall be enforced as if the invalid provision had not been included.

17.3 Waiver

No failure or delay by the Company in exercising any right, power, or remedy under these Terms shall operate as a waiver thereof. No single or partial exercise of any right, power, or remedy shall preclude any other or further exercise thereof or the exercise of any other right, power, or remedy. A waiver of any right or provision of these Terms shall be effective only if made in writing and signed by an authorized representative of the Company.

17.4 Assignment

You may not assign, delegate, or transfer these Terms or any rights or obligations hereunder, in whole or in part, without the Company's prior written consent. The Company may freely assign these Terms and its rights and obligations hereunder without your consent in connection with a merger, acquisition, reorganization, or sale of all or substantially all of its assets. Subject to the foregoing, these Terms shall bind and inure to the benefit of the parties, their successors, and permitted assigns.

17.5 No Third-Party Beneficiaries

These Terms are for the sole benefit of you and the Company and do not confer any rights, remedies, obligations, or liabilities upon any third party, except as expressly provided herein.

17.6 Force Majeure

The Company shall not be liable for any failure or delay in the performance of its obligations under these Terms to the extent such failure or delay results from circumstances beyond the Company's reasonable control, including but not limited to: acts of God, natural disasters, pandemics, epidemics, war, terrorism, riots, civil unrest, government orders or restrictions, labor disputes, utility or telecommunications failures, cyberattacks, or Internet service disruptions.

17.7 Headings

The section headings in these Terms are for convenience of reference only and shall not affect the interpretation or construction of any provision.

17.8 Survival

The following provisions shall survive the termination or expiration of these Terms and your cessation of use of the Site: Sections 2 (No Professional Relationship), 4 (Accuracy; No Guarantees), 5 (Intellectual Property), 8 (Disclaimers), 9 (Limitation of Liability), 10 (Indemnification), 13 (Governing Law and Dispute Resolution), and 17 (General Provisions), along with any other provisions that by their nature are intended to survive.

18. Contact Information

If you have questions about these Terms of Service, please contact us:

Chicago Business Intermediary LLC
Attn: Legal Inquiries
Chicago, Illinois
Phone: (312) 772-4998
Email: Info@chicagobusinessintermediary.com