Please read these Terms of Service carefully before using the Morpheus platform. By signing up to Morpheus or otherwise accessing our services, you confirm that you have read and agree to be bound by these Terms on behalf of your fund or investment firm.
If you do not agree to these Terms, please do not proceed with onboarding or use of the platform.
These Terms apply to funds and investment firms using the Morpheus platform only. If you are a founder or entrepreneur, separate terms apply - please see the Morpheus Founder Service Terms.
1. Who We Are
Morpheus AI Ltd ('Morpheus', 'we', 'us', 'our') is a company registered in England and Wales (Company Number 17101516) at Arquen House, 4-6 Spicer Street, St Albans, AL3 4PQ, United Kingdom.
We provide an AI platform built for venture capital and private market investment funds. These Terms govern your access to and use of that platform and any associated services.
You can contact us at hello@usemorpheus.ai.
2. The Morpheus Platform
Morpheus is an AI platform built for venture capital and private market investment funds. It is designed to automate and improve the efficiency of investment workflows, allowing fund teams to focus on high-value work such as founder relationships and investment judgment.
The platform has two core functions, which are currently offered together:
Data Structuring
Morpheus ingests and organises the unstructured data that sits across a fund's operations - including deal flow, documents, communications, and investment records - into a structured, queryable format. This structured data layer forms the foundation of everything else Morpheus does, and can also be accessed by compatible third-party tools via the Morpheus API.
AI Investment Workflows
Built on top of the structured data layer, Morpheus provides a set of AI-powered skills that automate associate-level investment work. This includes deal sourcing, deal screening and triage, due diligence support, market research, investment memo drafting, and CRM and deal flow management. These skills are designed to learn from your fund's data, decisions, and feedback over time, becoming increasingly tailored to how your fund operates.
How Morpheus learns
Morpheus applies two distinct types of learning:
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Fund-specific learning: Morpheus improves its accuracy and personalisation based on your fund's own data, decisions, and feedback. This learning is contained entirely within your fund's usage of the platform and is never shared with or used to inform other funds.
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Foundational learning: Morpheus also improves its general capabilities using anonymised, aggregated data derived from platform usage across all funds. No fund-identifiable or deal-identifiable information is used for this purpose.
What Morpheus is not
Morpheus is a SaaS productivity platform. It does not make investment decisions, provide regulated financial advice, or act as an investment manager. All outputs produced by Morpheus are AI-generated and are intended to support, not replace, the judgment of your investment team.
3. Subscription, Pricing and Payment
Subscription
Access to the Morpheus platform is provided on a subscription basis. When you sign up, you will choose either a monthly or annual billing cycle. All subscriptions are subject to a minimum initial term of six months, after which they continue on a rolling basis in accordance with your chosen billing cycle until cancelled in accordance with section 12.
Pricing
Pricing is agreed at the point of contract and confirmed in writing before you are charged. We do not publish fixed pricing as it is tailored to your fund based on factors including AUM and intended usage. Any agreed pricing will be set out in your order confirmation or subscription agreement.
We reserve the right to review and adjust pricing at any time, subject to giving you at least 30 days' written notice before any change takes effect. If you do not accept a price change, you may cancel your subscription in accordance with section 12 before the new pricing comes into force.
Payment
Invoices are issued in accordance with your billing cycle and are payable in GBP. We accept payment via the methods confirmed at the point of onboarding. Payment is due within 30 days of invoice unless otherwise agreed in writing.
If payment is not received by the due date, we reserve the right to suspend access to the platform until the outstanding amount is settled. We will always attempt to contact you before taking this step.
Taxes
All prices are exclusive of VAT and any other applicable taxes, which will be added where required by law.
4. Setup and Onboarding Services
To get the most out of Morpheus, most funds will require an initial setup and configuration process. This involves understanding where your fund's data currently sits and connecting those data sources to the Morpheus platform.
What's included
The standard onboarding process includes an initial call to map your existing data sources and a guided walkthrough to connect them to Morpheus. This is carried out by the Morpheus team.
Fees
Setup and onboarding is an optional service, scoped and priced per engagement depending on the complexity of your fund's data infrastructure. The scope and fee will be agreed in writing before any work begins. Setup fees are separate from your subscription and are non-refundable once work has commenced.
Your responsibilities during onboarding
To enable a successful setup, you agree to provide reasonable access to the data sources you wish to connect, accurate information about your fund's structure and workflows, and timely responses to any requests from the Morpheus team. We cannot be held responsible for delays or incomplete configuration resulting from incomplete or inaccurate information provided by you.
No guarantee of outcomes
While we will use reasonable efforts to configure the platform to your fund's needs, we do not guarantee that onboarding will result in any specific level of performance or output quality. The accuracy and usefulness of Morpheus outputs will improve over time as the platform learns from your fund's data and feedback.
5. Your Data
What you provide
In the course of using Morpheus, you will provide or connect data relating to your fund's operations. This may include deal flow data and pipeline information, investment documents and data room materials, fund thesis and investment criteria, communications and meeting notes, portfolio company information, and any other materials you choose to connect or upload to the platform.
You are responsible for ensuring you have the right to provide this data to Morpheus and that doing so does not breach any confidentiality obligations you owe to third parties, including founders, portfolio companies, or co-investors.
How we use your data
We use your data solely to provide and improve the Morpheus platform in the ways described in these Terms. We will never sell your data, share it with other funds, or use it for any purpose unrelated to delivering our services to you.
Fund-specific learning
Morpheus uses your fund's data, decisions, and feedback to improve the accuracy and personalisation of the platform for your fund specifically. This means the more you use Morpheus, the more it learns your fund's preferences, thesis, and way of working. This fund-specific learning is contained entirely within your fund's usage of the platform. It is never shared with, or used to inform, any other fund's version of Morpheus.
Foundational learning
Morpheus also improves its general capabilities over time using anonymised, aggregated data derived from platform usage. Before any data is used for this purpose, it is stripped of anything that could identify your fund, your deals, or any individuals involved. No fund-identifiable or deal-identifiable information is ever used for foundational learning.
Data siloing
Your data is kept entirely separate from the data of other funds using the platform. No other fund can access, view, or benefit from your fund-specific data or the fund-specific learning derived from it.
Third-party data
Where your data includes personal data relating to third parties - such as founders, portfolio company employees, or co-investors - you are responsible for ensuring that your use of Morpheus in relation to that data complies with applicable data protection law, including UK GDPR. Our Privacy Policy sets out how we handle personal data on our end.
6. Third-Party Tool Integrations
Connecting third-party tools
The Morpheus platform allows you to connect compatible third-party tools to your structured data layer via the Morpheus API. This enables those tools to query and make use of the data Morpheus has organised on your behalf.
How it works
When a third-party tool connects to your Morpheus data via the API, it accesses your structured data through Morpheus's infrastructure. Morpheus acts as the data layer through which that access is provided. We do not have visibility into, or control over, what connected third-party tools do with your data once it has been accessed via the API.
Your responsibility
You are solely responsible for selecting, configuring, and managing any third-party tools you connect to the Morpheus API. This includes ensuring that any tool you connect is appropriate for handling your fund's data, complies with applicable data protection law, and meets any confidentiality obligations your fund owes to third parties. Morpheus accepts no liability for the actions, outputs, or data handling practices of any third-party tool connected to the platform.
Our responsibility
Morpheus is responsible for the security and accuracy of the data it provides via the API up to the point of access by the third-party tool. Beyond that point, responsibility passes to you and the relevant third-party provider.
Approved integrations
We may from time to time publish a list of compatible or recommended third-party tools. Inclusion on any such list does not constitute an endorsement of that tool or a warranty regarding its suitability for your fund's specific needs.
Changes to the API
We reserve the right to update or modify the Morpheus API at any time. Where a change would materially affect existing integrations, we will give you reasonable advance notice so you can make necessary adjustments.
7. Intellectual Property
Morpheus's intellectual property
All intellectual property rights in the Morpheus platform - including its software, AI models, data structuring methodology, fund digital twins, algorithms, and all other underlying technology - are and remain the sole property of Morpheus AI Ltd. Nothing in these Terms grants you any ownership over, or licence to, any part of the Morpheus platform beyond the right to use it as described in these Terms.
Your data
You retain full ownership of all data you provide to or connect with the Morpheus platform. By using the platform, you grant Morpheus a limited licence to access, process, and store your data solely for the purposes described in these Terms - including delivering the service, fund-specific learning, and anonymised foundational learning. This licence ends when your data is deleted in accordance with section 12, subject to the foundational learning exception described in section 5.
Fund-specific models
The fund-specific models and configurations that Morpheus builds from your data - representing how the platform has learned to reflect your fund's preferences and decision-making - are built and owned by Morpheus AI Ltd. While these models are trained on your data and exist solely for your fund's benefit during your subscription, they do not constitute a deliverable and will not be transferred to you upon cancellation.
Outputs
AI-generated outputs produced by Morpheus - such as deal assessments, screening reports, and investment memos - are provided for your internal business use. You may use these outputs within your fund's operations but may not resell, republish, or distribute them externally without our prior written consent.
Feedback
If you provide feedback, suggestions, or ideas about the Morpheus platform, you agree that we may use this freely to improve our product without any obligation to you.
8. Confidentiality
Our obligations to you
Morpheus treats all data you provide or connect to the platform as confidential. We will not disclose your fund's data, deal flow, investment thesis, or any other information you share with us to any third party, except as described in these Terms or as required by law. Access to your data within Morpheus is restricted to those members of our team who need it to deliver the service, all of whom are bound by confidentiality obligations.
Your obligations to us
In the course of using Morpheus, you may have access to information about our platform, technology, pricing, or roadmap that is not publicly available. You agree to keep this information confidential and not to disclose it to any third party without our prior written consent. This obligation survives the termination of your subscription.
Mutual obligations
Both parties agree not to use the other's confidential information for any purpose other than performing their obligations under these Terms. Neither party will be in breach of this section where disclosure is required by law, regulation, or a court or regulatory authority, provided the disclosing party gives the other as much notice as is legally permissible before making the disclosure.
Founder and third-party data
Where your use of Morpheus involves data relating to founders, portfolio companies, or other third parties, you are responsible for ensuring that sharing that data with Morpheus is consistent with any confidentiality obligations you owe to those parties. Morpheus will treat any such data as confidential in accordance with this section and our Privacy Policy.
Survival
Confidentiality obligations under this section survive termination of your subscription for a period of five years, except in relation to any information that becomes publicly available through no fault of either party.
9. Security and Certifications
Our commitment
We take the security of your fund's data seriously. Given the sensitive and confidential nature of private market investment data, we apply appropriate technical and organisational measures to protect it against unauthorised access, loss, or disclosure.
Current security measures
At present, our security infrastructure includes encrypted data storage and transmission, strict access controls limiting data access to authorised Morpheus personnel only, data siloing ensuring each fund's data is kept entirely separate from other funds, and regular review of our security practices as the platform scales.
Certifications
We are currently in the process of obtaining SOC 2 and ISO 27001 certifications. These are industry-standard frameworks for information security management and are a priority for us as we grow. We will notify customers when these certifications are achieved and will make relevant documentation available on request.
In the meantime, we are committed to operating to the standards those frameworks require, and will provide reasonable information about our security practices upon request.
Data breach notification
In the event of a security incident that affects your fund's data, we will notify you without undue delay and provide as much information as we are able to about the nature of the incident, the data affected, and the steps we are taking to address it. Where required by UK GDPR, we will also notify the Information Commissioner's Office within 72 hours.
Your responsibilities
You are responsible for maintaining the security of any credentials used to access the Morpheus platform, including ensuring that access is restricted to authorised members of your team. Please notify us immediately at hello@usemorpheus.ai if you believe your account has been compromised.
10. Acceptable Use
By using the Morpheus platform, you agree that:
- You will only use the platform for lawful purposes and in accordance with these Terms.
- You will not attempt to reverse engineer, decompile, copy, or otherwise reproduce any part of the Morpheus platform or its underlying technology.
- You will not attempt to gain unauthorised access to any part of the platform, its infrastructure, or the data of any other fund.
- You will not use the platform in a way that could damage, overload, or impair its performance or availability for other users.
- You will not connect third-party tools to the Morpheus API that you know or have reason to believe are insecure, non-compliant with applicable data protection law, or likely to cause harm to any third party whose data passes through the platform.
- You will not input data into the platform that you do not have the right to share, including data subject to confidentiality obligations you have not satisfied.
- You will not use Morpheus outputs as the sole basis for investment decisions without applying appropriate human judgment and oversight.
- You will ensure that anyone at your fund who accesses the platform does so in accordance with these Terms.
We reserve the right to suspend or terminate your access to the platform if we reasonably believe you are in breach of this section, without prejudice to any other rights we may have under these Terms.
11. Disclaimer and Limitations of Liability
AI-generated outputs
All outputs produced by the Morpheus platform - including deal assessments, screening reports, market research, and investment memos - are generated by artificial intelligence. They are provided for informational and productivity purposes only. Morpheus makes no warranty that any output will be accurate, complete, or free from error. You should apply your own judgment and expertise when reviewing and acting on any Morpheus output.
Not financial or investment advice
Morpheus is a SaaS productivity platform. Nothing it produces constitutes regulated financial advice, investment advice, or a recommendation to invest or not invest in any company or asset. Morpheus AI Ltd is not a regulated financial adviser or investment manager. All investment decisions remain solely with your fund and its authorised decision-makers.
No warranty on outcomes
We do not warrant that use of Morpheus will result in improved investment performance, increased deal flow, or any other specific business outcome. The value of the platform depends in part on the quality and completeness of the data you provide and the way your team uses it.
Platform availability
We will use reasonable efforts to ensure the platform is available and functioning at all times, but we do not guarantee uninterrupted availability. We may need to carry out maintenance, updates, or emergency work that temporarily affects access. Where planned maintenance is required, we will give you reasonable advance notice.
Our liability
To the fullest extent permitted by law, Morpheus AI Ltd will not be liable for any indirect, consequential, or economic loss arising from your use of the platform, including any loss arising from an investment decision made in reliance on a Morpheus output.
Our total liability to you for any claim arising under or in connection with these Terms will not exceed the total subscription fees paid by you to Morpheus in the six months immediately preceding the event giving rise to the claim.
Mutual exclusion
Neither party will be liable to the other for any loss of profits, loss of revenue, loss of data, or any indirect or consequential loss, whether arising in contract, tort, or otherwise, even if that party has been advised of the possibility of such loss.
Your statutory rights
Nothing in these Terms excludes or limits liability that cannot be excluded or limited by law, including liability for fraud or fraudulent misrepresentation.
12. Term, Cancellation and What Happens to Your Data
Initial term and renewal
Your subscription begins on the date your account is activated and is subject to a minimum initial term of six months. After the initial term, your subscription continues on a rolling basis in accordance with your chosen billing cycle - monthly or annually - until cancelled in accordance with this section.
Cancelling your subscription
You may cancel your subscription at any time by giving us written notice to hello@usemorpheus.ai. Cancellation will take effect at the end of your current billing cycle, provided you have completed your minimum initial term of six months. If you cancel during the minimum initial term, your subscription will continue until the end of that six-month period and you will remain liable for any fees due during that time.
Our right to terminate
We reserve the right to suspend or terminate your subscription immediately if you are in material breach of these Terms and have failed to remedy that breach within 14 days of written notice from us, you fail to make payment when due and have not remedied this within 14 days of written notice, or we reasonably believe continued provision of the service would expose us or any third party to legal or regulatory risk.
In the event of termination by us for reasons other than your breach, we will refund any prepaid subscription fees covering the period after termination.
What happens to your data after cancellation
Following cancellation or termination of your subscription, we will retain your fund's data - including your structured data layer and fund-specific model - for a period of two years. This is so that if you return to Morpheus within that period, your fund does not need to start from scratch.
We will notify you at the point of cancellation that your data is being retained and for how long. If you would prefer us to delete your data sooner, you can request this by contacting us at hello@usemorpheus.ai and we will action your request within 30 days, subject to any legal obligations requiring us to retain certain records.
After the two-year retention period, your fund-specific data and model will be deleted or anonymised. Anonymised foundational learning derived from your data is not subject to deletion as it cannot be linked back to your fund.
Payment records
Payment and transaction records will be retained for seven years from the date of the transaction in accordance with UK financial record-keeping requirements, regardless of cancellation.
Survival
The following sections survive termination of your subscription: section 7 (Intellectual Property), section 8 (Confidentiality), section 11 (Disclaimer and Limitations of Liability), and this section 12.
13. Governing Law and Disputes
These Terms are governed by the laws of England and Wales. Any dispute arising from your use of the Morpheus platform or these Terms will be subject to the non-exclusive jurisdiction of the courts of England and Wales.
Informal resolution
Before initiating any formal legal proceedings, both parties agree to attempt to resolve any dispute informally. If you have a complaint or concern, please contact us at hello@usemorpheus.ai and we will try to resolve it directly within 14 days. We believe most issues can be resolved quickly and without the need for formal action.
Escalation
If a dispute cannot be resolved informally within 30 days of written notice from either party, either party may pursue their legal remedies through the courts of England and Wales.
For EU-based funds
If your fund is based in the European Union, nothing in these Terms affects any rights you may have under the mandatory laws of your country of establishment.
14. Contact Us
If you have any questions about these Terms, your subscription, or the Morpheus platform, please get in touch:
Morpheus AI Ltd
Arquen House, 4-6 Spicer Street
St Albans, AL3 4PQ
United Kingdom