Terms of Service

Document version: 0.1 (DRAFT — pending solicitor review) Effective date: [EFFECTIVE_DATE] Last updated: [EFFECTIVE_DATE]

These Terms of Service ("Terms") govern your access to and use of the PIZQ platform, websites, applications, APIs, and related services (together, the "Service") provided by [COMPANY_LEGAL_NAME] (company number [COMPANY_NUMBER]), a company registered in [JURISDICTION] with its registered office at [REGISTERED_ADDRESS] ("PIZQ", "we", "us", or "our").

By creating an account, clicking "I agree", or otherwise accessing or using the Service, you agree to be bound by these Terms and by the following policies, each of which is incorporated into these Terms by reference:

If you do not agree, do not use the Service.

⚠️ Important — please read first

PIZQ is a software tool, not a financial adviser, broker, or portfolio manager. We do not provide investment, financial, legal, tax, or accounting advice, and we do not manage money or execute trades on your behalf. You alone are responsible for every trading and investment decision you make. Nothing on the Service is a personal recommendation. Trading involves substantial risk, including the risk of losing more than you invest. Read our Risk Disclosure in full before using the Service.

1. Definitions

"Account" — the account you register to access the Service.
"Content" — notes, prompts, uploaded data, and other materials you create, upload, or store on the Service, excluding User Strategies (defined below).
"User Strategy" — any algorithm, trading strategy, model, source code, parameter set, or executable artifact that you create, configure, generate (including with AI Quant), compile, store, or run on or through the Service.
"PIZQ Technology" — the Service and all software, engines, runtime environments, frameworks, libraries, templates, scaffolding, APIs, models, and know-how that PIZQ makes available, all of which are PIZQ's proprietary technology.
"Subscription" — a paid plan giving access to features of the Service.
"Connected Broker" — a third-party brokerage or exchange (for example, Interactive Brokers, Alpaca, Tradier, Oanda, Coinbase, Kraken) that you choose to connect to your Account.
"AI Quant" — the AI-assisted research and code-authoring features of the Service.
"Marketplace" — any feature that allows users to share, list, buy, or sell algorithm templates, data packages, or related materials, where offered.

2. Eligibility

To use the Service, you confirm that you:

are at least 18 years old (or the age of majority in your jurisdiction, if higher) and have the legal capacity to enter into a binding contract;
are not located in, ordinarily resident in, or a national of, any country or territory subject to comprehensive sanctions, and are not a person on any applicable sanctions or denied-persons list (including, without limitation, the OFAC Specially Designated Nationals list, EU and UK sanctions lists, or the UN Consolidated List);
are not accessing the Service from a jurisdiction where doing so would be unlawful or would require PIZQ to obtain a licence or authorisation it does not hold; and
will provide accurate registration information and keep it up to date.

We may restrict, geo-block, or refuse the Service in any jurisdiction at our discretion, including where regulatory, sanctions, or risk considerations apply. You are responsible for complying with all laws that apply to you, including those of your country of residence.

3. The Service — what PIZQ is and is not

3.1 What the Service does

PIZQ provides software infrastructure for researching, developing, testing, and (where you choose) connecting algorithmic trading strategies to your own third-party brokerage accounts. Depending on your plan, this may include a backtesting engine, historical market data, the AI Quant research assistant, live and paper trading connectivity, and a Marketplace.

3.2 What the Service is not

You acknowledge and agree that:

PIZQ is not a financial adviser, investment adviser, broker-dealer, investment firm, fund manager, or portfolio manager. We are a technology provider and publisher of general tools and information.
Nothing on the Service constitutes investment advice or a personal recommendation. Backtest results, metrics, charts, data, AI Quant outputs, Marketplace listings, educational content, and any other material are provided for general informational and research purposes only, are not tailored to your financial situation, objectives, or needs, and must not be relied upon as advice.
We do not execute trades. All trades are placed through, and executed by, your Connected Broker. PIZQ transmits instructions generated by software you configure and control; PIZQ does not exercise discretion over your account or decide what to trade.
We do not hold, custody, transmit, or manage your money or financial instruments. Your trading funds remain at all times with your Connected Broker, governed by your agreement with that broker.
We do not guarantee any outcome. Past or hypothetical performance is not indicative of future results. See the Risk Disclosure.

3.3 No reliance

You are solely responsible for evaluating the merits and risks of any strategy, algorithm, data, or decision, and for seeking independent professional advice where appropriate. You should not deploy any strategy with real capital that you do not fully understand.

4. Accounts and security

You must register an Account to use most features. You are responsible for all activity under your Account.
You must keep your credentials confidential, use the security features we provide (including multi-factor authentication and any trading PIN), and notify us promptly at [SECURITY_EMAIL] if you suspect unauthorised access.
You must not share your Account, sell access to it, or allow others to use it.
API keys and programmatic access. If we issue you API keys or other programmatic access, those keys are confidential credentials tied to your Account. You are responsible for all activity carried out with them, must keep them secret, must use them only as documented, and must respect applicable rate limits and usage caps. We may rotate, throttle, or revoke keys to protect the Service. Programmatic access does not permit anything these Terms prohibit, including export of User Strategy artifacts (clauses 9.7 and 10.5).
We may suspend or terminate Accounts that we reasonably believe are compromised, fraudulent, abusive, or in breach of these Terms.

5. Connected Brokers and third-party services

Connecting a broker or exchange is entirely your choice. Your relationship with any Connected Broker is governed by your own agreement with that broker, not by these Terms.
You authorise PIZQ to transmit instructions to, and receive data from, a Connected Broker solely as directed by the strategies and settings you configure. You can disconnect a broker at any time.
We store broker credentials using strong encryption, but you remain responsible for the security settings, permissions (for example, whether trading or withdrawal permissions are enabled), and risk controls on your broker account.
PIZQ is not responsible for the acts, omissions, availability, execution quality, fees, or solvency of any Connected Broker, market data provider, or other third party. Outages, rejected orders, slippage, or errors at a third party are outside our control.

6. AI Quant

AI Quant is a general-purpose research and code-authoring assistant. It is powered by third-party large-language-model providers and may produce output that is inaccurate, incomplete, outdated, or unsuitable for your purpose.
AI Quant does not provide investment advice or personal recommendations, and you must not treat its output as such. It does not know your financial situation, and you must not rely on it to decide what to buy, sell, or hold.
You are responsible for reviewing, testing, and validating any code, strategy, or information generated with AI Quant before using it, and for ensuring it is lawful and appropriate for your use.
You must not use AI Quant to attempt to elicit unlawful content, to circumvent these Terms, or to generate output that infringes the rights of others.

7. Subscriptions, fees, billing, and cancellation

Plans and pricing. Paid features require a Subscription. Current plans, features, and prices are shown at checkout. Prices are exclusive of taxes unless stated; applicable VAT or sales taxes will be added where required.
Billing. Subscriptions are billed in advance on a recurring basis (monthly or annually, as selected) through our payment processor (Stripe). You authorise us and our payment processor to charge your payment method for each renewal until you cancel.
Auto-renewal. Subscriptions renew automatically at the end of each billing period at the then-current price unless you cancel before the renewal date.
Cancellation. You may cancel at any time from your billing settings. Cancellation takes effect at the end of the current billing period; you retain access until then. We do not provide pro-rata refunds for partial periods except where required by law (see clause 7.6).
Changes to prices or plans. We may change prices or plan features. We will give you reasonable advance notice of any price increase, and it will take effect at your next renewal. Continued use after the change takes effect constitutes acceptance; if you do not agree, cancel before renewal.
Statutory cancellation / cooling-off (consumers). If you are a consumer in the United Kingdom or the European Economic Area, you may have a statutory right to cancel a distance contract within 14 days without giving a reason. By starting to use the paid Service during this period, you expressly request that we begin providing the digital service immediately and acknowledge that you will lose this right to cancel once the service has been fully performed, and that for partial performance you may be charged a proportionate amount. Nothing in these Terms affects your non-waivable statutory rights. Full details are in our Refund & Cancellation Policy.
Failed payments. If a payment fails, we may suspend or downgrade access until payment is resolved. We may retry payment in line with our processor's rules.
Taxes. You are responsible for any taxes applicable to your use of the Service other than taxes on our income.

8. Marketplace (where offered)

Where the Marketplace is available, users may list, share, or transact algorithm templates, data packages, or related materials. PIZQ provides the venue; we are not a party to transactions between users and do not endorse or guarantee any listing.
Sellers are responsible for ensuring they have the rights to what they list, that it is lawful, and that it does not contain malware or infringing content.
Buyers acquire items "as is". A listing's past or hypothetical performance is not a promise of future results and is not advice.
We may set additional Marketplace rules, fees, and dispute procedures, and may remove listings or users that breach them.

9. Acceptable use

You agree not to, and not to permit anyone to:

use the Service for any unlawful purpose, including market manipulation, insider dealing, fraud, money laundering, or sanctions evasion;
access or use the Service from, or on behalf of any person in, a sanctioned/embargoed jurisdiction or a person on a sanctions list;
attempt to gain unauthorised access to the Service, other accounts, or our systems; probe, scan, or test the vulnerability of the Service except under a program we authorise in writing;
interfere with or disrupt the Service, circumvent rate limits, usage caps, or security controls, or impose an unreasonable load on our infrastructure;
reverse engineer, decompile, or attempt to extract source code, except to the extent this restriction is prohibited by law;
scrape, harvest, or resell data or content except as expressly permitted;
attempt to export, extract, copy out, or otherwise remove User Strategy source code or artifacts from the Service, or circumvent any technical measure that prevents such export, by scraping, automation, reverse engineering, or any other means (see clause 10.5);
upload malware or code intended to harm, or use the Service to harm others;
misuse the AI Quant features as described in clause 6;
resell, sublicense, or provide the Service to third parties except as expressly permitted; or
infringe the intellectual property, privacy, or other rights of any person.

We may investigate suspected violations and may suspend or terminate access, remove content, and report unlawful activity to authorities.

10. Intellectual property

PIZQ Technology. The Service and all PIZQ Technology, including its software, engines, runtime, frameworks, libraries, templates, models, design, text, and trademarks (excluding Your Content and third-party materials), are owned by PIZQ or its licensors and are protected by intellectual property and trade-secret laws. We grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable licence to access and use the Service in accordance with these Terms. No other rights are granted, and all rights not expressly granted are reserved.
Your Content. You retain ownership of Your Content (your notes, prompts, and data uploads). You grant us a worldwide, non-exclusive, royalty-free licence to host, store, process, transmit, display, and back up Your Content solely to operate, secure, and improve the Service and to provide it to you.
Your ideas. As between you and PIZQ, you retain ownership of the original trading concepts, logic, and inputs that you independently author, separate from the PIZQ Technology used to implement them.
Feedback. If you give us suggestions or feedback, we may use them without restriction or obligation to you.
User Strategies, proprietary technology, and non-export. User Strategies are created, generated, scaffolded, compiled, stored, and run on and through the Service using PIZQ Technology, into which they are integrated and on which they depend. As implemented on the Service, a User Strategy is not separable from PIZQ Technology and embodies and incorporates PIZQ's proprietary technology and trade secrets. Accordingly:
1. Licence, not export. Your rights in a User Strategy as implemented on the Service are a licence to create, configure, test, run, and manage it within the Service for the term of your Subscription. This does not grant you any right to the underlying PIZQ Technology.
2. No export of strategy artifacts. User Strategies are not exportable. PIZQ does not provide, and is not obliged to provide, any means to export, download, extract, decompile, or otherwise remove User Strategy source code or executable artifacts from the Service, and you must not attempt to do so or to circumvent any technical measure that prevents it (see clause 9.7). This restriction protects PIZQ Technology embedded in those artifacts; it does not purport to take ownership of the original concepts and inputs you retain under clause 10.3.
3. Your data remains portable. This non-export restriction applies to strategy source code and artifacts only. It does not apply to your personal data or to your backtest results, metrics, performance records, and account data, which you can access and export where the Service provides that function, consistent with the Privacy Policy.
4. On termination. When your access ends, your licence to run User Strategies ends and those artifacts are not exported; we handle associated personal data as described in the Privacy Policy.
Improving the Service and AI training. You grant us a worldwide, non-exclusive, royalty-free licence to use Your Content and User Strategies in aggregated and/or de-identified form to operate, secure, and improve the Service, including to train and improve our AI features and models. We commit that we will not sell your strategies, not trade them for our own account, not expose them to other users, and not use them to compete with you, and we exclude broker credentials from this use. The legal basis for this processing, the safeguards, and how to opt out (which does not affect your access to the Service) are set out in the Privacy Policy §4A. This clause does not reduce your ownership under clauses 10.2 and 10.3.
Third-party materials. Market data, broker connectivity, AI model providers, and other third-party materials are subject to the terms and licences of their respective owners.

11. Privacy and data

Our collection and use of personal data is described in our Privacy Policy. By using the Service, you acknowledge that personal data will be processed as described there.

12. Service availability, changes, and beta features

We aim for high availability but do not guarantee that the Service will be uninterrupted, error-free, or available at any particular time. We may perform maintenance, and the Service depends on third parties (cloud hosting, brokers, data and AI providers) outside our control.
We may add, change, suspend, or discontinue features at any time. Where a change is material and adverse to a paid feature you rely on, we will use reasonable efforts to give notice.
Features labelled "beta", "preview", or "experimental" are provided "as is", may be unstable, and may be withdrawn.

13. Disclaimers

To the maximum extent permitted by law:

The Service is provided "as is" and "as available", without warranties of any kind, whether express, implied, or statutory, including any implied warranties of merchantability, fitness for a particular purpose, accuracy, or non-infringement.
We do not warrant that the Service, any data, backtest, metric, or AI output is accurate, complete, current, reliable, or suitable for any purpose, or that any strategy will be profitable or avoid losses.
We are not responsible for decisions you make using the Service, for the performance of any strategy, or for losses arising from market conditions, third parties, or your own configuration.

Nothing in these Terms excludes or limits liability that cannot lawfully be excluded or limited, including liability for death or personal injury caused by negligence, or for fraud or fraudulent misrepresentation.

14. Limitation of liability

To the maximum extent permitted by law:

PIZQ, its officers, employees, and suppliers will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, trading losses, lost or missed trades, loss of data, loss of goodwill, or loss of opportunity, arising out of or relating to the Service or these Terms, whether in contract, tort (including negligence), or otherwise, even if advised of the possibility of such losses.
Our total aggregate liability arising out of or relating to the Service or these Terms in any 12-month period will not exceed the greater of (a) the total amount you paid to PIZQ for the Service in that period, or (b) [LIABILITY_CAP_FLOOR, e.g. £100].
These limitations apply even if a remedy fails of its essential purpose and reflect a reasonable allocation of risk. Some jurisdictions do not allow certain limitations; in those cases the limitations apply to the fullest extent permitted.

15. Indemnity

To the extent permitted by law, you will indemnify and hold harmless PIZQ and its officers, employees, and suppliers from and against any claims, losses, liabilities, and reasonable expenses (including legal fees) arising out of or related to: (a) your use of the Service; (b) Your Content; (c) your breach of these Terms or of any law; or (d) your trading or investment activity. This clause does not apply to the extent a loss is caused by our breach or negligence, and does not apply to consumers except as permitted by law.

16. Suspension and termination

You may stop using the Service and close your Account at any time.
We may suspend or terminate your access immediately if you materially breach these Terms, if required by law or a regulator, if your use poses a security, legal, or sanctions risk, or if a third-party provider we depend on withdraws.
On termination, your right to use the Service ends. Clauses that by their nature should survive (including 3, 10, 13, 14, 15, 17, and 18) survive.
We will handle your data after termination as described in the Privacy Policy, subject to any legal retention obligations.

17. Governing law and disputes

Raise it with us first. Before starting formal proceedings, we encourage you to contact us so we can try to resolve the matter, including through our Complaints Policy. This does not affect your statutory rights or any limitation period.
These Terms and any dispute arising out of or in connection with them are governed by the laws of [GOVERNING_LAW, e.g. England and Wales], without regard to conflict-of-laws rules.
The courts of [COURTS_JURISDICTION, e.g. England and Wales] have exclusive jurisdiction, except that if you are a consumer you may also have the right to bring proceedings in the courts of your country of residence, and mandatory consumer-protection rights in your jurisdiction are not affected.

18. General

Changes to these Terms. We may update these Terms. If a change is material, we will give reasonable notice (for example, by email or in-app notice) before it takes effect. Continued use after the effective date constitutes acceptance. The "Last updated" date shows the current version.
Entire agreement. These Terms, the Privacy Policy, and the Risk Disclosure are the entire agreement between you and us regarding the Service and supersede prior agreements on that subject.
Severability. If any provision is held unenforceable, the rest remains in effect.
No waiver. Our failure to enforce a provision is not a waiver.
Assignment. You may not assign these Terms without our consent. We may assign them to an affiliate or in connection with a merger, acquisition, or sale of assets.
Force majeure. We are not liable for failure or delay caused by events beyond our reasonable control.
Notices. We may give notice by email or through the Service. You may contact us at [LEGAL_EMAIL].
No third-party rights. Except as expressly stated, these Terms do not create rights for any third party.

19. Contact

[COMPANY_LEGAL_NAME] Registered office: [REGISTERED_ADDRESS] Company number: [COMPANY_NUMBER] General/legal enquiries: [LEGAL_EMAIL] Support: [SUPPORT_EMAIL]

This document is a draft prepared for internal review and must be reviewed and approved by a qualified solicitor before publication. It is not legal advice.