Our Privacy Policy and T&C

We take privacy very seriously.

01. Introduction

Shadow Leaders a brand of New Technology House LLC, (hereinafter SHADOW LEADERS) wants you to become familiar with how your data is collected, used and communicated to third parties because your privacy and the protection of it is central to maintaining a trustworthy relationship.

The Privacy Policy practiced by SHADOW LEADERS complies with the GDPR (General Data Protection Regulation), a European directive (EU 2016/679) which establishes new rules regarding protection, treatment and the free movement of personal data of citizens in the countries of the European Union. As of May 25, 2018, this law replaces the Lei de Proteção – lei n.º 67/98, of October 26 in Portugal and other national legislation.

This Policy describes the type of personal data collected, how they are used, and with whom they are shared. It also describes SHADOW LEADERS’s general practices for dealing with other Information (eg interests, demographics, and service use) collected through monitoring and analytical tools. We also describe the steps we take to protect information, your choices of access, and how you can contact us about your privacy practices.

All your personal information collected will be used to help us improve and make your visit to our website as productive and enjoyable as possible. The guarantee of confidentiality of our website users personal data is important to SHADOW LEADERS.

The use of SHADOW LEADERS’ website assumes acceptance of this privacy agreement. We may change this agreement without prior notice. Therefore, we recommend that you review our privacy policy regularly so that you are always up-to-date.

02. Definitions
2.1. "Personal Information" means data relating to an identified or identifiable individual, such as:
  • Name;
  • Address;
  • Telephone number (including landline and mobile phone numbers);
  • Email address;
  • Profile picture;
  • Nickname on social networks (e.g., public profile link on Linkedin);
  • Location information, if such information is linked to an identifiable individual;
  • Personal traits;
  • Habits of navigation, consumption, preferences, tastes and interests.

An identifiable individual is an individual who can be identified, directly or indirectly, by reference in particular to an identification number or one or more specific factors about his / her physical, psychological, mental, economic, cultural or social identity.

2.2. "Particularly Protected Data" is personal information considered especially sensitive, such as:
  • Racial or ethnic origin;
  • Political ideology or opinions;
  • Religion or other beliefs;
  • Health or illness;
  • Legal background;
  • Membership of the union;
  • Sexual Orientation.

We request that you do not give us or reveal particularly protected data through our Website, our Social Networks, or in any other way. But if you give us any information of this nature, you are consenting and authorizing under your full responsibility that we store and process it in our files for the purposes expressed in this policy or in those indicated when communicating the same data.

2.3. "Other Information" is, for example:
  • Browser and device information;
  • Compiled information through cookies, pixel labels or other technologies, as long as the user’s subsequent identification is excluded;
    Demographic, geographic information.
2.4. Personal Information of Other People:

You may not send us or post Personal Information of others on our Website, Social Networks, or other means, eg Email. If you wish to submit information from other individuals, you must make sure that this information is submitted directly by the person(s) concerned regardless of the means of contact used (Website, Social Networks, or other means). If, despite this warning, you send us Personal Information from another person through your publication on our Website, Social Networks, or other means, we will assume under your full responsibility that you have prior authorization and consent to do so, including authorization so that we may use this Personal Information as described in this Privacy Policy.

03. Information we collect

SHADOW LEADERS is committed to only processing personal data strictly necessary to improve your experience of using our website.

3.1. Personal data

Personal Data for the purposes of this Privacy Policy is information that identifies you as an individual or relates to an identifiable individual.

3.1.1 Personal Data submitted by the user

We collect Personal Information when it is submitted directly to our website, such as when you register a job application on the page that we have dedicated for that purpose, or when you submit a generic contact form. Personal data submitted may include your name, address, telephone number, email address, date of birth, country of residence, city, nationality, qualifications, professional experience; current professional status; level of competence according to the Common European Framework of Reference for Languages, Attended Courses, completion date and the evaluation obtained.

3.2. Other information

Other information is any information that is not intended to disclose your specific identity, such as browser information, usage data, information collected through cookies and other technologies, demographic information, geolocation data obtained with your consent, if required by applicable law.

3.3. Automatically collected information

Our website collects information through cookies and other proprietary or third-party monitoring technologies, such as Google Analytics, to increase the effectiveness of the website itself, as well as optimize and improve the user experience in it. For more information about how we use cookies and tracking technologies, see our Cookies Policy.

Regarding the Cookies policy and external monitoring tools, SHADOW LEADERS is not responsible for the privacy practices of such third parties, so to stay informed, we advise you to view the applicable third party privacy policy.

04. How we use your pesonal data, other information and information collected automatically

SHADOW LEADERS ensures that your personal data will be treated only for the purposes communicated to you and will not be used for any other purpose. Thus, we treat your personal data to guarantee the quality of the service that we provide and to be able to better respond to your needs.

4.1. Measure and improve our products and services

All of your personal information collected will be used to make your visit to our website as productive and enjoyable as possible, including: processing a job application; processing a contact request; measure interactions with specific website pages; provide customer support; improve the interface of our website, so that its navigation is intuitive and satisfactory.

4.2. Improve website content

To make your experience more interesting and personalized, we may use any of the Personal Data and Other Information collected so that the content of the website reflects the preference of its users, for example through our blog, presenting posts with content relevant to visitors, taking into consideration Website browsing habits.

4.3. To get in touch with you

In our website, you can interact with us in different ways, by email, contact form or job application. We may also use your information (including a telephone number and email address you have provided for this purpose) to contact you, to respond to your comments, inquiries, or requests.

4.4. To ensure your and SHADOW LEADERS’ rights

According to the data protection legislation in force in the European Union (General Data Protection Regulation), the use of personal data must be justified under at least one legal basis for the processing of personal data. You can consult the explanation of the scope of each of these grounds below*.
The legal basis applicable to the collection and use of your personal data for customer service and marketing purposes is your consent.

* Legal basis for the processing of personal data:

  • When you have given consent to process your personal data (for this purpose you will be presented with a consent form for the use of your data, which consent may subsequently be withdrawn);
  • Where the treatment is necessary to conclude a contract with or carry it out;
  • When the treatment is necessary to fulfill the legal obligations to which SHADOW LEADERS is subject;
  • When treatment is necessary to achieve a legitimate interest and our reasons for its use prevail over your data protection rights;
  • When treatment is necessary so that we can testify, exercise or defend a right in legal proceedings against you, us or a third party.
05. How do we keep your pesonal data safe

We use a variety of security measures, including encryption and authentication tools, to help protect and maintain the security, integrity and availability of your personal information.

Although data transmission via the internet or website can not guarantee complete security against intrusions, we and our service providers and business partners make every effort to implement and maintain physical, electronic, and procedural safeguards to protect your personal data in accordance with the applicable data protection requirements. Among others, we have implemented the following:

  • Restricted personal access to your personal data based on the criterion of “need to know” and only within the scope of the purposes communicated;
  • Transfer of data collected only in encrypted form;
  • Storage of highly confidential data (such as credit card information) only in encrypted form;
  • Protection of information technology systems through firewalls, with a view to preventing unauthorized access to your personal data;
  • Continuous monitoring of access to information technology systems in order to prevent and detect the misuse of your personal data.
06. How long do we keep your personal information

We store your data only for as long as is necessary for the purpose for which it was collected.

Once the maximum period of conservation has been reached, your personal data will be irrevocably anonymised (anonymised data may be retained) or destroyed in a secure manner.

For the purposes described in this Privacy Policy (customer service) your personal data will be kept for a maximum period of 5 years from the collection of your consent or the last contact made (whichever occurs last) and within that period, has not withdrawn its consent. In the case of questions related to Marketing your contact will remain in our possession until you cancel the subscription or otherwise indicate your desire not to stay with us.

07. How can you change or withdraw your consent

You may at any time change or withdraw your consent, with effect for the future.

Upon complete withdrawal of your consent statements you will no longer be contacted and receive communications for the purposes described in this Privacy Policy.

The consent granted to SHADOW LEADERS can be withdrawn by contacting the telephone number +31 6 2220 2465 or by email [email protected].

If you have any questions regarding our use of your personal data, you should first contact us.

Subject to certain conditions, you may have the right to request:

  • Additional information about how we use your personal information;
  • A copy of the personal data you have provided us with;
  • The personal information you have provided to another party responsible for the treatment at your request;
  • The updating of any inaccuracies in the personal data that we retain;
  • That we delete personal data whose use is no longer legitimate;
  • We limit the way we use your personal data until the complaint is investigated.

The exercise of these rights is subject to certain exceptions intended to safeguard the public interest (prevention or detection of crimes) or our interest (maintaining professional secrecy).

08. Deadlines for data retention

Personal data shall be preserved only for the period necessary for the purposes which led to their collection or subsequent processing, and compliance with all applicable legal rules on archiving is ensured.

Consumer Information

Under the provisions of article 18 of Law no. 144/2015, in the event of a dispute, the consumer may contact the American Arbitration Association:

New York Headquarters and Downtown Hearing Center
120 Broadway, Floor 21, New York, NY 10271

+1 800 778 7879
[email protected]
https://www.adr.org/

Terms and Conditions

1. Parties and Scope

1.1 These Terms and Conditions (the Terms) apply to all offers, proposals, memberships, advisory engagements, implementation support, introductions, workshops, sessions, and related services provided under the Shadow Leaders brand to:

  • founders, CEOs, directors, investors, operators, companies, and other clients purchasing or using services from Shadow Leaders (each, a Founder); and

  • independent advisors, operators, specialists, mentors, consultants, and experts who join the Shadow Leaders network or community (each, a Member).

1.2 In these Terms:

  • Shadow Leaders means the legal entity or entities operating the Shadow Leaders website, community, and service offering.

  • Services means all advisory, mentoring, strategic, implementation, network access, referrals, introductions, expert matching, workshops, knowledge sessions, community services, and related support made available by Shadow Leaders.

  • Engagement means a specific commercial arrangement between Shadow Leaders and a Founder for Services.

  • Membership means a Member’s right to participate in the Shadow Leaders network, subject to these Terms and any separate onboarding, code of conduct, or assignment terms.

  • Deliverables means any reports, playbooks, materials, recommendations, templates, decks, analyses, recordings, workflows, documentation, or implementation outputs provided as part of the Services.

  • Confidential Information means any non-public business, financial, commercial, technical, customer, product, legal, strategic, or personal data disclosed by one party to another.

1.3 These Terms apply in addition to any proposal, statement of work, order form, engagement letter, onboarding pack, assignment confirmation, privacy statement, or data processing agreement issued by Shadow Leaders. If there is a conflict, the following order of precedence applies: (a) signed statement of work or engagement letter; (b) assignment confirmation or order form; (c) data processing agreement, but only for data protection matters; (d) these Terms.

1.4 Shadow Leaders offers tailored strategic growth advisory, executive coaching, expert matching, and direct oversight through a network of experienced advisors and gatekeepers, and also operates a paid membership model for independent advisors and experts.

2. Nature of Services

2.1 Shadow Leaders provides experience-based business support, including strategy, go-to-market support, investor readiness, operational guidance, implementation support, and access to relevant advisors from its network.

2.2 Unless expressly agreed otherwise in writing, all Services are provided on a best-efforts basis. Shadow Leaders does not guarantee any specific outcome, funding event, revenue target, valuation increase, customer acquisition result, investment outcome, market entry result, or commercial success.

2.3 Founders acknowledge that business advisory and implementation support involve uncertainty and depend on factors outside Shadow Leaders’ control, including market conditions, internal execution, team quality, product-market fit, pricing, sales effectiveness, customer behavior, competition, regulation, and available budget.

2.4 Shadow Leaders may perform Services through one or more Members, gatekeepers, subcontractors, or affiliated experts selected at its discretion, provided Shadow Leaders remains the Founder’s primary contractual counterparty unless expressly agreed otherwise in writing.

2.5 Shadow Leaders may refuse an Engagement, pause Services, or decline a requested advisor match if, in its reasonable judgment, the request is outside scope, creates a conflict of interest, involves abusive behavior, creates legal or reputational risk, or is not a fit for the network.

3. Founder Eligibility and Engagements

3.1 A Founder may use the Services only if the Founder has legal capacity and authority to bind itself or the company on whose behalf the Founder acts.

3.2 The Founder warrants that all information provided to Shadow Leaders is accurate, complete, and not misleading, including information relevant to commercial planning, fundraising readiness, compliance, financial position, product claims, and customer data.

3.3 Any proposal, intake, roadmap, estimate, or introductory session provided by Shadow Leaders is non-binding unless expressly stated otherwise.

3.4 An Engagement starts only when Shadow Leaders confirms acceptance in writing, including by email, signature, invoice acceptance, kick-off confirmation, or other written confirmation.

3.5 Shadow Leaders may set reasonable prerequisites for service delivery, including intake completion, provision of background materials, payment of a deposit, identity verification, sanctions screening, or execution of separate data protection or confidentiality documents.

4. Member Eligibility and Membership

4.1 Membership is intended for experienced independent advisors, consultants, specialists, and operators who wish to collaborate, gain visibility, participate in knowledge-sharing, and access deal flow and network opportunities.

4.2 Membership is personal to the approved Member and may not be assigned, sublicensed, shared, or transferred without prior written consent from Shadow Leaders.

4.3 Shadow Leaders may accept or reject any membership application at its sole discretion and may request supporting information relating to expertise, background, references, legal status, insurance, conflicts, or reputation.

4.4 Shadow Leaders may publish a Member’s name, profile, expertise, photograph, business biography, and contact pathways within the Shadow Leaders directory or related channels for visibility and positioning purposes, subject to applicable privacy law and the Member’s documented preferences.

4.5 Membership gives access to the network and related benefits described by Shadow Leaders, such as knowledge sessions, collaboration opportunities, tools, visibility, and directory inclusion, but does not guarantee any minimum number of referrals, projects, introductions, revenue, or paid assignments.

4.6 Members act as independent professionals and not as employees, agents, partners, or legal representatives of Shadow Leaders unless a separate written agreement expressly states otherwise.

5. Matching, Referrals, and Assignments

5.1 Shadow Leaders may introduce one or more Members to a Founder where Shadow Leaders believes the expertise is relevant to the Founder’s needs.

5.2 Unless otherwise agreed in writing, Shadow Leaders controls the structure of the Engagement, including which Members are involved, whether they interface directly with the Founder, and whether work is delivered through Shadow Leaders or through a separate direct contract.

5.3 Shadow Leaders may replace, add, or remove any assigned Member where reasonably necessary due to availability, conflict, fit, quality, health, conduct, or commercial reasons.

5.4 Where a Founder is introduced to a Member through Shadow Leaders, the Founder shall not circumvent Shadow Leaders to engage that Member outside the platform or network for a period of 12 months after the last introduction or project interaction, unless Shadow Leaders gives prior written consent.

5.5 During the same 12-month period, a Member shall not directly contract with, solicit, or accept business from a Founder first introduced by Shadow Leaders except through a structure approved in writing by Shadow Leaders.

5.6 If a Founder or Member breaches this section, Shadow Leaders is entitled to a reasonable introduction fee, lost margin, or liquidated damages equal to the greater of: (a) 25% of the net fees paid or payable under the circumvented engagement during the first 12 months; or (b) EUR 7,500, without prejudice to Shadow Leaders’ right to claim higher actual damages where legally permitted.

6. Fees and Payment by Founders

6.1 Founder fees are as stated in the applicable proposal, order form, engagement letter, statement of work, or invoice.

6.2 Unless otherwise agreed in writing:

  • all fees are stated exclusive of VAT, withholding tax, duties, levies, and bank charges;

  • invoices are payable within 14 calendar days from invoice date;

  • time-based work is billed according to recorded time, rounded in 15-minute increments;

  • approved out-of-pocket expenses are chargeable to the Founder.

6.3 Shadow Leaders may require advance payment, staged payments, deposits, retainers, or automatic recurring billing.

6.4 If the Founder disputes an invoice, the Founder must notify Shadow Leaders in writing within 7 calendar days of invoice date, specifying the disputed amount and the basis for dispute. Undisputed amounts remain payable on time.

6.5 Late payment entitles Shadow Leaders to suspend Services immediately and charge statutory commercial interest and reasonable collection costs to the maximum extent permitted by applicable law.

6.6 Unless mandatory law provides otherwise, fees paid are non-refundable once Services have been scheduled, reserved, or delivered.

7. Membership Fees and Payment by Members

7.1 Membership fees are charged as communicated at the time of signup. At the time of the current public offer, Shadow Leaders states a one-time joining fee of €500/$580 and an annual membership fee of €300/$350. A membership year runs from June 1st until May 31st of the next year. The annual membership fee will be charge pro rata and automatically renewed. You will receive a new invoice for the upcoming year to be paid by bank transfer or by credit card depending on your preferences.

7.2 Membership fees are due in advance and are non-refundable except where mandatory law requires otherwise.

7.3 Shadow Leaders may amend membership fees for future renewal periods by giving at least 30 days’ prior notice.

7.4 If a Member fails to pay any amount when due, Shadow Leaders may suspend or terminate Membership, remove the Member from the directory, withhold introductions, and deny access to community resources until full payment is received.

8. Term, Renewal, and Termination

8.1 Each Founder Engagement continues for the term stated in the applicable commercial document or, if no term is stated, until completion of the agreed Services.

8.2 Membership begins on the date Shadow Leaders accepts the Member and continues for the initial period purchased, automatically renewing for successive annual periods unless cancelled in writing at least 14 days before renewal.

8.3 Either party may terminate an Engagement or Membership for convenience by giving 30 days’ written notice, unless a different notice period is stated in the relevant commercial document.

8.4 Shadow Leaders may terminate or suspend immediately for cause if a Founder or Member:

  • materially breaches these Terms;

  • fails to pay on time;

  • acts unlawfully, fraudulently, abusively, or unethically;

  • infringes intellectual property or confidentiality obligations;

  • creates legal, compliance, or reputational risk;

  • becomes insolvent or subject to bankruptcy, liquidation, or similar proceedings.

8.5 Termination does not affect accrued rights, payment obligations, confidentiality duties, IP protections, restrictive covenants, liability limitations, or dispute resolution provisions.

8.6 On termination, the Founder and Member shall promptly cease use of Shadow Leaders’ restricted materials, systems, templates, and brand assets except to the extent continued use is expressly permitted in writing.

9. Member Assignments and Independent Status

9.1 Once you become a member, you are an independent contractor, not an employee, agent, partner, or joint venturer of Shadow Leaders. Nothing in this Agreement creates an employment relationship. You are solely responsible for all taxes, social contributions, benefits, and insurance obligations arising from your engagement.

9.2 Nothing in these Terms creates an employment contract, agency, partnership, fiduciary relationship, or joint venture between Shadow Leaders and any Member, or between a Founder and any Member, unless expressly stated in a separate signed agreement.

9.3 A Member shall perform services professionally, lawfully, diligently, and in accordance with applicable professional standards, reasonable instructions, timelines, and any assignment-specific scope agreed through Shadow Leaders.

9.4 Members must disclose any actual or potential conflict of interest without undue delay and must not accept or continue an assignment where independence or trust may reasonably be impaired.

9.5 Members are responsible for maintaining appropriate professional liability insurance where customary or reasonably necessary for their service area.

10. Founder Responsibilities

10.1 The Founder shall:

  • provide timely access to accurate information, systems, stakeholders, and decision-makers;

  • ensure its personnel are available for meetings, feedback, and approvals;

  • review Deliverables promptly;

  • implement recommendations at its own risk and responsibility;

  • obtain any internal approvals, board approvals, licenses, and legal reviews needed for its business decisions.

10.2 The Founder remains solely responsible for all management, employment, investment, tax, accounting, product, cybersecurity, privacy, marketing, and legal decisions made by the Founder, even where Shadow Leaders has provided input or recommendations.

10.3 The Founder shall not present Shadow Leaders’ advice as legal, tax, audit, regulated investment, or regulated financial services advice unless Shadow Leaders has expressly confirmed that a suitably qualified professional is delivering such regulated advice under a written scope.

11. Acceptable Use and Conduct

11.1 Founders and Members shall behave professionally and respectfully in all interactions, including meetings, online communities, shared documents, events, and communications.

11.2 Neither a Founder nor a Member may:

  • misuse the network for spam, harassment, or misleading promotion;

  • upload or share unlawful, infringing, defamatory, discriminatory, or malicious content;

  • attempt to gain unauthorized access to systems or data;

  • record confidential meetings without prior consent from all participants;

  • misrepresent affiliation, credentials, results, or authority.

11.3 Shadow Leaders may moderate, remove, restrict, or retain content and access where reasonably necessary to protect users, legal compliance, or service integrity.

12. Confidentiality

12.1 Each party shall keep Confidential Information strictly confidential and shall use it only for the purpose of performing or receiving the Services.

12.2 Confidential Information may be disclosed only to personnel, Members, subcontractors, professional advisers, and service providers who have a need to know and are bound by confidentiality obligations no less protective than those in these Terms.

12.3 The confidentiality obligations do not apply to information that the receiving party can demonstrate:

  • was already lawfully known to it without confidentiality restriction;

  • is or becomes public through no breach of these Terms;

  • was lawfully received from a third party without confidentiality duty; or

  • was independently developed without use of the disclosing party’s Confidential Information.

12.4 If disclosure is required by law, court order, or regulator, the receiving party may disclose only the minimum required and, where legally permitted, shall promptly notify the disclosing party in advance.

12.5 Confidentiality obligations continue for 5 years after termination, except for trade secrets and personal data, which must be protected for as long as the law requires or the information remains confidential by nature.

13. Data Protection and Privacy

13.1 Shadow Leaders and all Founders and Members shall comply with applicable data protection law, including the General Data Protection Regulation where applicable.

13.2 Where personal data is processed in connection with Services or Membership, the relevant party shall process only the personal data necessary for the relevant purpose, restrict access to those who need it, and not retain personal data longer than necessary.

13.3 Shadow Leaders shall maintain a privacy statement on its website describing which personal data is processed, for what purposes, whether data is shared with third parties, and the identity of the relevant entity, as required under GDPR transparency rules.

13.4 If a Member processes personal data on behalf of Shadow Leaders or a Founder as a processor, the parties shall enter into a data processing agreement before such processing begins, where required by law.

13.5 If Shadow Leaders and a Member jointly determine the purpose and essential means of processing personal data, they shall document their respective GDPR responsibilities in writing, where required.

13.6 Members and Founders shall promptly report any actual or suspected personal data breach, unauthorized disclosure, or security incident affecting Shadow Leaders, another party, or data subjects, and shall cooperate in investigation, mitigation, and notification duties. Under Dutch GDPR guidance, reportable data breaches must be notified to the competent supervisory authority without undue delay and, where required, within 72 hours.

13.7 On termination of an assignment, any Member acting as processor shall delete or return personal data processed on behalf of Shadow Leaders or the Founder, unless applicable law requires retention.

13.8 Cross-border transfers of personal data outside the EEA may take place only where a lawful transfer mechanism and appropriate safeguards are in place.

14. Intellectual Property

14.1 All pre-existing intellectual property rights of Shadow Leaders, its Members, and its licensors remain their property.

14.2 Unless otherwise agreed in writing and subject to full payment of all fees due, Shadow Leaders grants the Founder a non-exclusive, non-transferable, non-sublicensable license to use Deliverables created specifically for the Founder for the Founder’s internal business purposes.

14.3 The Founder may not resell, publish, sublicense, distribute, commercialize, or create derivative products from Deliverables, templates, frameworks, workshop materials, or proprietary methods of Shadow Leaders except with prior written consent.

14.4 Shadow Leaders may reuse general know-how, skills, experience, ideas, concepts, methods, and non-confidential learnings developed during an Engagement, provided no Founder Confidential Information or personal data is disclosed.

14.5 A Member retains ownership of the Member’s pre-existing materials, methods, and expertise. To the extent a Member contributes materials to a Founder Engagement through Shadow Leaders, the Member grants Shadow Leaders the rights reasonably necessary to deliver the Services and permit the Founder’s licensed use under this section.

15. Publicity and Testimonials

15.1 Subject to confidentiality and any contrary written agreement, Shadow Leaders may identify a Founder or Member by name and logo as a client, network member, or collaboration partner in its marketing materials.

15.2 Shadow Leaders may publish testimonials, case studies, or success stories only where it has a lawful basis and any required permission to do so.

15.3 A Founder or Member may withdraw consent for testimonial use where consent was the legal basis relied upon, but such withdrawal does not affect materials already lawfully published before withdrawal unless removal is legally required.

16. Warranties and Disclaimers

16.1 Shadow Leaders warrants that it will perform the Services with reasonable care and skill.

16.2 Except as expressly stated in these Terms or mandatory law, all Services, Membership benefits, introductions, content, tools, templates, directory listings, and network access are provided “as is” and “as available”, without warranties of merchantability, fitness for a particular purpose, uninterrupted availability, or non-infringement.

16.3 Shadow Leaders does not guarantee:

  • that any advisor or Member will be available at a particular time;

  • that any Founder will receive funding, growth, clients, or commercial results;

  • that any Member will receive referrals, introductions, collaborations, or income;

  • that website or community functionality will be uninterrupted or error-free.

16.4 Information provided through the Services is for strategic and commercial support. It does not replace independent legal, tax, accounting, employment, regulatory, cybersecurity, or investment advice tailored to the Founder’s or Member’s circumstances.

17. Liability

17.1 Nothing in these Terms excludes or limits liability where exclusion is prohibited by applicable law, including liability for wilful misconduct, fraud, or death or personal injury caused by negligence where such exclusion is not permitted.

17.2 Subject to section 17.1, Shadow Leaders’ total aggregate liability arising out of or in connection with any Founder Engagement shall be limited to the total fees actually paid by the relevant Founder to Shadow Leaders under that Engagement during the 6 months preceding the event giving rise to the claim.

17.3 Subject to section 17.1, Shadow Leaders’ total aggregate liability to a Member in connection with Membership or network participation shall be limited to the total membership fees paid by that Member during the 12 months preceding the event giving rise to the claim.

17.4 Shadow Leaders shall not be liable for any indirect, incidental, special, punitive, or consequential loss, including loss of profit, loss of revenue, loss of opportunity, loss of goodwill, missed investment, reputational harm, or loss or corruption of data.

17.5 Shadow Leaders is not liable for acts, omissions, advice, or misconduct of a Member to the extent the Member contracts directly with the Founder outside a Shadow Leaders-controlled Engagement.

17.6 Any claim must be notified in writing with reasonable detail within 30 days after the claimant became aware, or should reasonably have become aware, of the facts giving rise to the claim, and in any event no later than 12 months after the relevant event.

18. Indemnities

18.1 The Founder shall indemnify and hold harmless Shadow Leaders and its Members against third-party claims arising from:

  • materials or instructions supplied by the Founder;

  • the Founder’s unlawful business practices, misleading claims, or regulatory violations;

  • the Founder’s implementation or misuse of recommendations;

  • the Founder’s breach of these Terms or applicable law.

18.2 The Member shall indemnify and hold harmless Shadow Leaders against third-party claims arising from the Member’s breach of these Terms, misconduct, infringement, unlawful processing of personal data, or failure to comply with applicable professional or tax obligations.

19. Non-Solicitation

19.1 During an Engagement or Membership and for 12 months thereafter, neither a Founder nor a Member shall knowingly solicit for employment or direct engagement any employee or core contractor of Shadow Leaders who became known through the Services, except with prior written consent.

19.2 General advertising or recruitment campaigns not specifically targeted at such person do not breach this section.

20. Compliance and Ethics

20.1 Founders and Members shall comply with applicable law, including anti-bribery, sanctions, export control, competition, tax, employment, marketing, and data protection laws.

20.2 Shadow Leaders may deny or terminate access where it reasonably suspects money laundering, bribery, sanctions risk, fraud, market abuse, intellectual property infringement, or other unlawful conduct.

21. Force Majeure

21.1 Shadow Leaders is not liable for delay or failure caused by events beyond its reasonable control, including internet outages, cyberattacks, illness, labor disputes, governmental restrictions, war, terrorism, natural disasters, platform outages, or failures by critical suppliers.

21.2 During a force majeure event, obligations are suspended to the extent affected. If the event continues for more than 60 days, either party may terminate the affected Engagement on written notice.

22. Notices

22.1 Formal notices under these Terms must be sent by email to the latest notified contact details of the relevant party, or by registered post where required by law.

22.2 Notices are deemed received on the first business day after transmission by email, unless the sender receives a bounce-back or other delivery failure message.

23. Changes to Terms

23.1 Shadow Leaders may update these Terms from time to time.

23.2 Updated Terms apply to new Engagements and Membership periods from the published effective date. For ongoing Founder retainers or active Membership renewals, material adverse changes will be notified in advance and, where legally required, will apply only after the next renewal or with the user’s acceptance.

24. Severability and Waiver

24.1 If any provision of these Terms is held invalid or unenforceable, the remaining provisions remain in full force.

24.2 A failure or delay in enforcing any right does not constitute a waiver of that right.

25. Assignment

25.1 A Founder or Member may not assign or transfer rights or obligations under these Terms without Shadow Leaders’ prior written consent.

25.2 Shadow Leaders may assign these Terms to an affiliate or successor in connection with a merger, restructuring, sale of business, or transfer of the relevant service line.

26. Governing Law and Disputes

26.1 These Terms and any non-contractual disputes arising out of them are governed by the laws of the United States, excluding conflict of law rules, unless mandatory local consumer law requires otherwise.

26.2 The Second Judicial District Court of Albuquerque, New Mexico, USA, shall have exclusive jurisdiction, unless mandatory law requires a different forum.

26.3 Before commencing formal proceedings, the parties shall first attempt in good faith to resolve the dispute through senior-level discussion for at least 14 days after written notice of dispute.