Terms of Service

These Terms of Service (the “Terms”) are an agreement between [LEGAL ENTITY, JURISDICTION OF FORMATION, TRADING AS “PORTFOLEO”] (“Portfoleo”, “we”, “us”) and you, whether you use the Service as an individual or on behalf of an organisation.

If you accept these Terms on behalf of an organisation, you represent that you are authorised to bind it, and “you” means that organisation.

By creating an account, or by using the Service, you accept these Terms. If you do not accept them, do not use the Service.

The Service is analytics software. It retrieves, computes over, visualises and narrates financial information. That is the whole of it.

The Service is not, and is not offered as, any of the following:

• a broker, dealer, exchange, alternative trading system or trading venue;
• an investment adviser, financial adviser, or a provider of personalised recommendations;
• a custodian of money or securities;
• a market-data vendor or redistributor;
• a payment service, money transmitter or exchange of any currency or digital asset.

The Service contains no order execution. It cannot and does not transmit an order to a broker, a venue or a counterparty, and this is a property of the build rather than a setting — see section 8.

Nothing produced by or displayed in the Service is investment advice. Every figure, chart, ranking, screen result, backtest, risk metric, alert and generated sentence is general market information, provided for informational and educational purposes, and does not constitute a recommendation to buy, sell, hold or refrain from any security, derivative, currency, digital asset or strategy.

The Service does not know your objectives, your constraints, your tax position, your liquidity needs or your risk tolerance, does not ask, and does not tailor its computations to them. Its outputs are impersonal by design.

No advisory, fiduciary, brokerage or agency relationship is created between you and us by these Terms or by your use of the Service. We do not owe you a duty of care in respect of your investment decisions, we do not manage or hold your assets, and we do not act on your behalf in any market.

You are solely responsible for your investment decisions and for obtaining independent professional advice appropriate to your circumstances before acting on anything you see in the Service.

Past performance is not necessarily indicative of future results. Backtested, simulated and hypothetical results have inherent limitations: they are prepared with the benefit of hindsight, they do not represent actual trading, and they cannot fully account for the effect of financial risk in real trading. No representation is made that any account will or is likely to achieve results similar to those shown.

Trading and investing involve risk of loss, including loss of the entire amount invested. Leveraged instruments can lose more than the amount committed to them.

Third-Party Data and the Snapshot are provided as-is and as-available. We do not warrant their accuracy, adequacy, correctness, completeness, timeliness, sequence or fitness for any purpose, and we exclude all liability for any loss arising from your use of or reliance on them, to the extent permitted by law.

Data may be delayed, incomplete, revised after publication, restated by the issuer, or withdrawn by its source. The Service labels each figure with its source and as-of time so you can tell; that labelling is a design commitment, not a warranty that the underlying figure is correct.

The Snapshot is a dated, frozen dataset. It is not current market information and the Service says so on screen, permanently and without a way to dismiss it.

Where you connect your own provider, that provider’s terms govern the data, including any restriction on redistribution, display, storage or professional use. We are not a party to that agreement and cannot extend it to you.

The Service uses language models to narrate, summarise, explain and plan. Two commitments and one warning:

• The model is never the system of record for a number. Figures shown in the Service are computed by deterministic code and handed to the model; the model describes them.
• Generated text carries its citations to the specific figures and documents it was given, so an assertion can be traced.
• Model output can still be wrong. It can misread a figure it was given, draw an invalid inference, omit a material qualifier, or state something confidently that is false. You must independently verify any Output before relying on it for any purpose, and you must not treat it as a recommendation.

You are responsible for what you submit to the Service’s AI features. Do not submit material non-public information, personal data of other people, or anything you are contractually or legally barred from disclosing to a third-party processor. Where the Service sends a request to a third-party model provider, that provider’s terms and data policy apply to that request; the security page sets out exactly which deployments send anything anywhere.

Output is not guaranteed to be unique. Similar prompts from different users may produce similar text, and we make no claim of exclusivity in Output.

• You must be at least 18 years old, or the age of majority where you live, whichever is greater.
• You must give accurate registration information and keep it current.
• You are responsible for everything done under your account and for the security of your credentials. Enable two-factor authentication; tell us promptly at [email protected] if you suspect compromise.
• Seats are per person. Do not share an account.
• We may suspend an account immediately where we reasonably believe it is being used to harm the Service, another user, or a third party, and will tell you why.

Order tickets, approval queues, blotters and books in the Service operate on Paper Books. They are simulations. They never reach a broker, a venue or a counterparty, and they do not create, modify or cancel any position anywhere in the world.

The hosted Service does not include broker connectivity or order-submission code: those modules are excluded from the deployed build, their absence is asserted by an automated test on every release, and the capability layer reports them as unavailable by construction rather than merely switched off.

Live trading is not a feature of the Service and is not sold at any tier. If a future product ever changed that, it would be a different product with its own agreement, its own registrations where required, and its own explicit consent from you.

Every Paper Book surface is labelled as simulated in the interface and in every export, so an exported file cannot be mistaken for a statement of an actual account.

The Service is designed for you to connect your own provider credentials. When you do, you represent and warrant that:

• you are entitled to use those credentials;
• your use of them through the Service is permitted by your agreement with that provider, including any restriction on automated access, storage, display, redistribution, and professional or non-professional subscriber status;
• you will keep any professional-status declarations with that provider accurate; and
• you will stop using a credential through the Service if your right to use it ends.

You will indemnify us against claims, losses and reasonable costs arising from a breach of the warranties in this section, including any claim by a data provider arising from your use of your own entitlement through the Service. This indemnity does not apply to the extent the claim arises from our own breach of these Terms or our negligence.

We use Your Keys only to make requests you have asked for, and we handle them as described on the security page. We do not use Your Keys for our own purposes, do not share them, and do not return their plaintext to anyone, including you.

You can revoke a key in the Service at any time; you should also revoke it at the provider if you believe it has been exposed.

Do not:

• redistribute, resell, republish or systematically extract Third-Party Data or the Snapshot, or use the Service to build a competing data feed;
• use the Service in a way that breaches your data provider’s terms;
• use the Service to give personalised investment advice to other people without holding whatever registration your jurisdiction requires for that;
• attempt to access another tenant’s data, probe or circumvent isolation, rate limits, quotas or authentication, other than as permitted by the vulnerability policy on the security page;
• scrape, crawl or automate the Service outside the documented API, or exceed published rate limits;
• reverse engineer, decompile or attempt to derive source from the hosted Service, except where that restriction is void under applicable law;
• upload malware, or content you have no right to upload;
• use the Service to violate sanctions, export controls, or securities law, including market manipulation and trading on material non-public information;
• remove, obscure or alter any provenance label, simulation label or attribution the Service renders.

• Plans and their limits are published on the pricing page and form part of these Terms.
• Fees are charged in advance for the billing period you choose and renew automatically until cancelled.
• A merchant of record processes payments, is the seller of record for tax purposes, and calculates and collects any applicable sales tax, VAT or GST. We do not receive or store card details.
• Cancelling stops the next renewal. You keep the plan you paid for until the end of the period already purchased, after which the account moves to the free tier.
• Refunds are governed by the refund policy, which forms part of these Terms.
• Where a plan is sold with a locked price, the lock applies to the plan named at purchase for as long as the subscription remains continuously active. It does not extend to a different tier, to added seats, or to a tier that does not exist at the time of purchase.
• We may change prices for future billing periods on notice of at least [NOTICE PERIOD] days before the renewal affected.
• Failed payment leads to a grace period, then a downgrade to the free tier. Your data is not deleted on downgrade; over-limit resources become read-only and are restored on payment.

Ours. The Service, its software, design system, documentation and brand are ours or our licensors’. Subject to these Terms and to payment, we grant you a non-exclusive, non-transferable, revocable licence to use the Service for your own internal business or personal purposes, including commercial use of the Output.

Yours. You keep all rights in Your Content. You grant us only the licence we need to run the Service for you: to store, process, transmit and display Your Content for the purpose of providing the Service, and to make backups. We do not use Your Content to train models, and we do not add it to any corpus shared with another customer.

Output. As between you and us, you own the Output you generate, subject to any rights of the underlying data providers in the data it was computed from.

Feedback. If you send us suggestions, we may use them without obligation or compensation. That is the only thing in this section that is one-sided, and it exists so a bug report does not create an intellectual-property question.

Third-party components. The Service includes open-source components under their own licences. Those licences ship with the Service.

The privacy policy describes what we collect and why, and the security page describes how the Service is built. Both form part of these Terms. Where a data-protection law gives you rights that these Terms appear to restrict, the law wins.

The Service connects to providers you choose and to providers we use to run it. We are not responsible for those services, their availability, their pricing, their terms or the accuracy of what they return. A change on their side may change what the Service can do for you, and we will say so on the changelog when it does.

We do not commit to an uptime level today, and we will not pretend otherwise until there is a published service-level commitment on this site.

We may change, add or remove features. Where a change removes something you rely on we will record it on the changelog, including removals; a changelog that only lists additions is a marketing document.

Features labelled preview, beta or in development may be unstable, may change without notice, and may be withdrawn.

To the maximum extent permitted by law, the Service is provided as-is and as-available, without warranty of any kind, express, implied or statutory, including any implied warranty of merchantability, fitness for a particular purpose, accuracy, quiet enjoyment or non-infringement.

We do not warrant that the Service will be uninterrupted, secure or error-free, that defects will be corrected, or that any Output is accurate, complete or suitable for your purpose.

Some jurisdictions do not allow the exclusion of certain warranties, so parts of this section may not apply to you, and nothing here limits any right you have as a consumer that cannot lawfully be limited.

To the maximum extent permitted by law:

• we are not liable for any indirect, incidental, special, consequential, exemplary or punitive damages, nor for lost profits, lost revenue, lost trading opportunity, loss of goodwill, or loss or corruption of data, however caused and on any theory of liability, even if we were told such damages were possible;
• we are not liable for any investment loss or trading loss, however arising, including any loss connected with reliance on Output, on Third-Party Data, on the Snapshot, on a backtest, or on the unavailability or delay of any of them;
• our total aggregate liability arising out of or relating to these Terms or the Service is limited to the greater of the fees you paid us in the twelve months before the event giving rise to the claim, and one hundred United States dollars.

These limits apply even if a limited remedy fails of its essential purpose, and they do not limit liability that cannot lawfully be limited, including liability for fraud or for death or personal injury caused by negligence.

You acknowledge that these limits are a reasonable allocation of risk given the price of the Service, and that the Service is not sold as a system of record for regulated activity.

You will defend and indemnify us against third-party claims and reasonable costs arising from your use of the Service in breach of these Terms, from Your Content, from your breach of section 9 or section 10, or from your violation of law or of a third party’s rights. We will tell you promptly of any such claim and let you control its defence, and we will not settle it without your consent.

• You may stop using the Service and delete your account at any time.
• We may terminate or suspend for material breach, for non-payment after notice, or where required by law. Except for an urgent safety or legal reason, we will give notice and a chance to fix it.
• On account deletion, tenant data is soft-deleted and purged within 30 days, except where we must keep records for tax or legal reasons; those retention periods are set out in the privacy policy.
• You can export Your Content before you delete the account. Ask us if the built-in export does not cover what you need.
• Sections 4, 5, 6, 9, 12, 16, 17, 18 and 21 survive termination.

We may update these Terms. For a material change we will give at least [NOTICE PERIOD] days’ notice by email and on this page, the change is recorded on the changelog, and the previous version stays available. Continuing to use the Service after the change takes effect means you accept it; if you do not, stop using the Service and ask for a pro-rata refund of any unused prepaid period.

These Terms are governed by the laws of [GOVERNING LAW — TO BE DECIDED], without regard to conflict-of-laws rules. The courts of [VENUE — TO BE DECIDED] have exclusive jurisdiction, except that either party may seek injunctive relief anywhere.

Dispute-resolution mechanism, any arbitration agreement, any class-action waiver and any small-claims carve-out are [TO BE DECIDED WITH COUNSEL]. Nothing here removes a mandatory consumer protection available to you where you live.

Before starting a formal dispute, please write to us. Most things are a misunderstanding and a reply fixes them.

You may not use the Service where doing so is prohibited by applicable export control or sanctions law, and you represent that you are not a person or entity subject to such restrictions.

• Entire agreement. These Terms, the privacy policy, the refund policy and the published plan limits are the whole agreement between us on their subject.
• Severability. If a provision is unenforceable, the rest stands.
• No waiver. Not enforcing something once does not waive it.
• Assignment. You may not assign without our consent. We may assign to a successor in a merger or a sale of substantially all assets, on notice.
• Force majeure. Neither party is liable for a failure caused by events beyond its reasonable control.
• Notices. To you, by email to the address on your account or by a notice in the Service. To us, by email to [email protected] and, where a written notice is required, to [NOTICE ADDRESS — TO BE COMPLETED].
• Language. The English version of these Terms governs.
• Relationship. Nothing here creates a partnership, joint venture, employment or agency relationship.