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Diligence Notice (full)

Current truthRōvn master canon generation 8 · effective 2026-07-21. Earlier dated diligence documents are historical snapshots, not current deployment proof.Ask the canon-grounded agent →
AI Diligence Console
DRAFT TEMPLATE, counsel-pending review
This document is a structural draft for investor data-room visibility.
Outside counsel will finalize all binding language.
Do not execute without counsel review.

DILIGENCE NOTICE, RŌVN, INC. DATA ROOM

Entity: Rōvn, Inc. Jurisdiction: State of Delaware Effective Date: 2026-05-14 Version: Draft v0.3 (updated 2026-07-22)


1. PURPOSE OF THIS NOTICE

This Diligence Notice frames the contents of the Rōvn, Inc. data room for prospective investors. It establishes the posture of the company, sets honest expectations about what is and is not yet in place, and clarifies confidentiality.

Read this first.


2. POSTURE STATEMENT

Rōvn is pre-launch by design.

  • Deployed surfaces, synthetic data. The platform API and product surfaces (Readiness, Operator, Worker, admin, and demo surfaces) are deployed on Google Cloud behind TLS, and the demos linked from this room are live. Everything runs on a synthetic corpus; no real roster or production PHI has entered the system, and real-data mode fails closed behind explicit gates.
  • Zero verified customers, pilots, or revenue. Reported letters of intent remain unverified until signed documents are on file; this room treats them as pipeline, not traction. Timelines such as 14/7/21/30 days are design targets, not logged results.
  • Applications. The YC Fall 2026 application was submitted on 2026-07-10 and is under review.
  • Fundraise. The financing plan is milestone-based: a lean proof-building window, then a post-Demo-Day seed currently modeled at roughly $5M, sized against actual proof. Terms are shared on request once counsel confirms the offering exemption.

We say pre-launch by design because building with paying customers from day one risked compromising the trust posture (HIPAA alignment, consent receipts, audit ledger) that makes the product valuable. We built the trust layer first.


3. HONEST CLAIM LEDGER

Throughout the data room, product and capability claims carry one of three tags:

TagMeaning
LIVEBuilt, deployed, and verifiable via demo or codebase, on synthetic data unless stated otherwise.
PARTIALSkeleton exists, some functionality working, more to build. We say which part works.
TARGETDesigned and specified; belongs on the roadmap, not the brag sheet.

Beyond the tags, every current-state claim follows the canon claim formula: what exists, where it exists, synthetic or real data, who has used it, which legal and operational gates are complete, and the evidence date.

This taxonomy is deliberate. The cost of saying TARGET today is much lower than the cost of being caught overclaiming in priced-round diligence.


4. WHAT THIS DATA ROOM IS

Investor-grade documentation of:

  • Company: incorporation status, cap table, governance.
  • Product: the Worker Passport, Readiness, Operator, and network architecture, with honest build status.
  • Engineering: the Google Cloud spine, audit ledger design, deployment mechanics.
  • Compliance: HIPAA-aligned posture with BAA available, SOC 2 program status, sub-processor registry, security controls, all evidence-gated.
  • Market: the healthcare workforce thesis, wedge strategy, competitive landscape, network growth loops.
  • Team: three founders (Giles-Evan Mboumi, CEO; Christian Montgomery, COO; Abhishek Jha, CTO) and advisors.
  • Financials: model, use of funds, runway, milestone plan.
  • Legal: template agreements marked DRAFT, counsel-tracked entity work.

Every artifact is intended to be verifiable. If something does not tie, ask, and we will trace it.


5. WHAT THIS DATA ROOM IS NOT

  • Customer financials. No verified paying customers means no historical customer revenue, margin by customer, or net retention. Pipeline is documented; revenue is forecast.
  • Certified audit reports. SOC 2 Type II is in progress; the observation window opens Q3 2026 and the report target is Q3 2027. No certification is claimed here.
  • Executed customer agreements. Reported LOIs remain unverified pending signed documents on file. Nothing in this room converts a conversation into a contract.
  • Finalized legal documents. The legal templates section contains structural drafts marked DRAFT TEMPLATE. Outside counsel will finalize.

We tell you what is not here so you do not waste a diligence cycle looking for it.


6. CONFIDENTIALITY

This data room and its contents are confidential.

By accessing this data room, you agree: - Not to forward, share, or reproduce data room contents outside your firm without prior written consent from Rōvn. - To use the contents solely for the purpose of evaluating a potential investment. - To maintain confidentiality consistent with industry-standard NDA terms (in addition to any executed NDA on file). - To inform Rōvn promptly of any inadvertent disclosure.

If your firm requires a separate NDA, we will execute on request. Otherwise, your access constitutes acceptance of this confidentiality undertaking.


7. VERIFICATION

Any claim, number, architecture diagram, or capability statement in this data room can be re-verified against:

  • The live demos linked throughout the room (synthetic data).
  • The codebase, with read access under NDA on a case-by-case basis.
  • The vendor and legal register through diligence access.
  • The canon-grounded AI agent in this room, pinned to the hash-verified generation 8 canon.
  • A live walkthrough with the founders.

If you find a discrepancy between any two artifacts in this room, flag it. We track and respond to all discrepancies on a rolling basis.


8. COUNSEL

The Delaware C-Corp conversion is complete. Outside counsel for formation matters, equity grants, and customer-side agreements is Jason Acevedo at Klehr Harrison.

For correspondence about legal matters: legal@rovn.to.


9. FOUNDER COMMITMENT

Post-close, the founders commit to:

  • Monthly investor updates. Written memo plus key metrics. Topics: revenue progress, pilot conversion, product milestones, hiring, runway.
  • Open-book diligence. Investors may request any reasonable additional documentation at any time.
  • Honest reporting. Misses and challenges reported in the same memo as wins, using the same LIVE / PARTIAL / TARGET taxonomy.
  • Quarterly office hours. Founders make time for investor calls.

Information rights for major investors as defined in the Stockholders Agreement.


10. DATA ROOM CONTACT

Primary point of contact: Giles-Evan Mboumi · CEO, Rōvn, Inc. · gmboumi@rovn.to

For legal or compliance questions: legal@rovn.to.

For technical or product deep-dives: a walkthrough with the COO (Christian Montgomery) or CTO (Abhishek Jha) can be scheduled.


11. EFFECTIVE DATE AND VERSION

Effective Date: 2026-05-14 Version: Draft v0.3 (updated 2026-07-22)

Change Log

  • 2026-05-14 · Draft v0.1, initial Diligence Notice published with the data room.
  • 2026-07-09 · Draft v0.2, posture statement refreshed for the seed plan and national ICP-targeted GTM.
  • 2026-07-22 · Draft v0.3, regenerated to canon generation 8: Google Cloud deployment posture, synthetic-data boundary, YC F26 submission recorded, LOI language corrected to reported-and-unverified, claim formula added.

12. GOVERNING LAW

Where any dispute arises related to access to or use of this data room, Delaware law governs without regard to conflicts principles.


End of Draft v0.3 · 2026-07-22 Outside counsel review required for final NDA framing.

Ask the AI agent about this section, the raise, compliance posture, or any cross-document question. Grounded in Rōvn canon generation 8, with on-page source citations.

Investor questions run through Google Cloud Vertex AI and are constrained to the hash-pinned Rōvn generation 8 canon. No PHI belongs in this room or its prompts.