THESIS TRADE TERMS OF USE

These Terms of Use (“Terms”) create a legal agreement between you (“You” or “Your”) and Thesis Trade Inc., a Delaware corporation (“Thesis Trade,” “Company,” “we,” “us,” or “our”), governing your access to and use of the thesis.trade software-as-a-service platform available at https://thesis.trade, together with all related features, tools, content, and services we may offer that link to these Terms (collectively, the “Services”).

You accept these Terms through the affirmative acceptance step described in Section 1. If we make changes, we will provide notice, such as by posting a notice on the Services or showing the new effective date with the published version. For every material change, we will require your affirmative reacceptance of the exact updated version before the change applies to your continued use; continued use alone will not constitute that reacceptance. If you do not agree to the updated Terms, you must stop using the product functionality of the Services. Your access to billing and account management, including cancellation, is not affected by that decision. Sections 8.7 through 8.9 describe paid-period cancellation, payment grace and the effects of loss of product access.

If you have questions about these Terms, please contact us at support@thesis.trade.

IMPORTANT — PLEASE READ THIS AGREEMENT CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS. SECTION 17 CONTAINS A BINDING ARBITRATION AGREEMENT. YOU ARE WAIVING YOUR RIGHT TO A JURY TRIAL. YOU ARE WAIVING YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION. YOU MAY OPT OUT OF ARBITRATION AS DESCRIBED IN SECTION 17(K).

1. Acceptance of Terms

By checking the initially unchecked acceptance box and submitting the signup or reacceptance form, you acknowledge that you have read, understood, and agree to be bound by these Terms, and you represent that you have the legal capacity to enter into this binding agreement. At signup we present the statement “I agree to the Terms of Service and acknowledge the Privacy Policy,” and we record the exact version of each document presented to you, the date and time of your acceptance, and the identity of the accepting account. Your agreement to these Terms is separate from, and does not substitute for, any separately presented risk disclosure acknowledgement, any marketing consent, and any authorization of recurring charges under Section 8.6, each of which is obtained separately. If you do not agree to these Terms, do not access or use the Services. References to “Terms of Service” in the interface mean these Terms of Use. Joining the waitlist or signing in with Google does not by itself establish acceptance of these Terms.

Your use of certain features may be subject to additional terms, policies, or guidelines that we post on or link to from the Services (the “Additional Terms”). All Additional Terms are incorporated by reference into these Terms. In the event of a conflict between these Terms and any Additional Terms, the Additional Terms govern with respect to the specific feature to which they apply.

2. Overview of the Services; Informational Purpose Only

The Services are a software-as-a-service platform that provides tools with which you can write an investment thesis or research request. The Services use your inputs together with market data and, when you connect a brokerage account, relevant account and position context to research and generate or rank proposed position structures for your review. You decide whether to submit any proposed structure. The Services do not originate autonomous trade proposals through a separate Discovery or automated-picks experience and do not submit a trade unless you explicitly confirm the order. For purposes of these Terms, your “Inputs” include thesis statements, research requests, parameters, risk settings, and other information you enter directly into the Services, together with relevant information the Services read, on a read-only basis and solely for this purpose, from an account or third-party service you choose to connect, including brokerage account information accessed as described in Section 11.4. Reading that information is separate from order transmission.

If you choose to connect your own brokerage account as described in Section 11.4, the Services will transmit to your brokerage—through our connectivity provider, SnapTrade (Passiv Inc.) (“SnapTrade”)—only those orders that you explicitly confirm, on a per-order basis, at the time of each order. All content, tools, outputs, and materials made available through the Services are provided for general informational and educational purposes only.

THE SERVICES DO NOT DETERMINE WHETHER ANY POSITION, STRATEGY, OR SECURITY IS SUITABLE OR APPROPRIATE FOR YOU. THE SERVICES RESPOND TO YOUR INPUTS AND DO NOT INDEPENDENTLY ASSESS WHETHER A PROPOSED POSITION FITS YOUR INVESTMENT OBJECTIVES, RISK TOLERANCE, OR OVERALL FINANCIAL CIRCUMSTANCES. NO OUTPUT OF THE SERVICES IS A RECOMMENDATION THAT YOU ENTER INTO, MODIFY, OR CLOSE ANY POSITION. NOTHING MADE AVAILABLE THROUGH THE SERVICES CONSTITUTES, OR IS INTENDED TO CONSTITUTE, INVESTMENT ADVICE, FINANCIAL ADVICE, LEGAL ADVICE, TAX ADVICE, A RECOMMENDATION, OR AN OFFER OR SOLICITATION TO BUY, SELL, OR HOLD ANY SECURITY, COMMODITY, CRYPTOCURRENCY, OR OTHER FINANCIAL INSTRUMENT.

No Registration; Not an Adviser or Broker-Dealer. Thesis Trade is not registered as a broker-dealer, investment adviser, or commodity trading advisor with the U.S. Securities and Exchange Commission (“SEC”), the Financial Industry Regulatory Authority (“FINRA”), the Commodity Futures Trading Commission (“CFTC”), or any state securities or financial regulatory authority. The Services do not provide brokerage, advisory, or commodity trading advisory services.

No Fiduciary Relationship; No Discretion. We do not act as your fiduciary, broker, adviser, or agent. You acknowledge and agree that:

• the Services do not exercise any discretion over your brokerage account and do not autonomously select, initiate, or submit any trade for you; the Services generate or rank proposed position structures from your Inputs, market data, and, when connected, relevant account and position context, and transmit only those orders that you explicitly confirm at the time of each order, through SnapTrade, to your brokerage; your brokerage—not Thesis Trade—accepts, handles, and executes all orders; and Thesis Trade does not hold, custody, or control your funds, securities, or other assets;

• You are solely responsible for your own investment and trading decisions, including every order you confirm, which are made at your own risk and discretion, and you should consult your own licensed financial, legal, and tax advisors before making any investment or trading decision; and

• All investing and trading involve risk, including the possible loss of principal, and past performance is not a guarantee of future results.

3. Eligibility

To use the Services, you must be at least 18 years old and legally capable of entering into binding contracts. The Services are offered only to users located in the United States and solely to individual users acting in a personal capacity; the Services are not offered for business, entity, or organizational accounts. By accessing or using the Services, you represent and warrant that you meet all applicable eligibility requirements.

The Services are not directed to children under the age of 13, and we do not knowingly collect personal information from children under 13.

4. Accounts and Security

4.1 Account Creation. To access the Services, you must register for an account. You agree to provide accurate, current, and complete information at registration and to keep that information accurate, current, and complete. Registration alone does not grant access to the Services; access requires either a valid code-based entitlement or another express grant, or an active paid subscription when paid enrollment is enabled, as described in Section 8.

4.2 Account Security. You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. You agree to: (a) create a strong, unique password; (b) not share your credentials with, or allow account access by, any third party; and (c) notify us immediately at support@thesis.trade of any unauthorized use of your account or any other breach of security. We may require additional authentication measures as a condition of access. We are not liable for any loss or damage arising from your failure to safeguard your credentials or from unauthorized use of your account.

4.3 One Account. You may maintain only one account. We reserve the right to suspend or terminate duplicate accounts or accounts created in violation of these Terms.

4.4 Our Rights. We reserve the right to refuse registration, or to suspend or terminate any account, in accordance with Section 18.

5. Electronic Communications

5.1 Consent. By creating an account or using the Services, you consent to receive electronic communications from us, which may include:

• transactional communications (service announcements, security alerts, account verification, user-confirmed order confirmations and related disclosures, billing and subscription notices such as receipts and renewal, payment-failure, and access-status notices, and administrative messages);

• product communications (feature updates, tips, and educational content); and

• marketing communications (promotional offers, newsletters, and surveys), where permitted by applicable law.

5.2 Electronic Delivery. You agree that all agreements, notices, disclosures, and other communications we provide to you electronically satisfy any legal requirement that such communications be in writing.

5.3 Opt-Out. You may opt out of marketing communications at any time by using the “unsubscribe” link in any marketing email or by contacting us at support@thesis.trade. You cannot opt out of transactional communications necessary for the administration and security of your account and the Services. Opting out of marketing communications does not affect transactional communications.

6. Acceptable Use

You agree to use the Services only for lawful purposes and in accordance with these Terms. You may not:

• disrupt or interfere with the functioning, security, or integrity of the Services or any connected servers, networks, or systems;

• upload or transmit viruses, malware, or other malicious code, or attempt to gain unauthorized access to any part of the Services or to another user’s account or data;

• use automated means (including bots, scrapers, spiders, or crawlers) to access or collect data from the Services without our prior written consent;

• reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code or underlying models of the Services, except to the extent this restriction is prohibited by applicable law;

• use the Services to develop a competing product or service;

• use the Services for any illegal or unauthorized purpose, including in violation of any applicable securities, commodities, anti-money-laundering, or other financial-services laws or regulations, or in violation of your agreements with your brokerage;

• use any information or output obtained through the Services to provide investment advice or other regulated services to third parties without holding the licenses required to do so;

• create multiple accounts in violation of Section 4.3, or allow unauthorized third parties to access the Services using your credentials;

• connect a brokerage account that you do not own or are not authorized to trade in, or use the Services to place orders in any account belonging to another person;

• remove, alter, or obscure any proprietary notices on the Services;

• misrepresent your identity or affiliation, or use the Services to harass, abuse, or threaten any person.

We reserve the right to investigate and take appropriate action against anyone who, in our sole discretion, violates these Terms, including terminating or suspending access and reporting conduct to law enforcement.

7. User Content

7.1 User Content. Certain features of the Services allow you to submit or store thesis statements, research requests and prompts, saved research conversations, account preferences, and related content you choose to provide (collectively, “User Content”). User Content is private to your account and is not shared with, made accessible to, or displayed to other users through the Services. You retain all ownership rights in your User Content.

7.2 License to Us. By submitting or storing User Content through the Services, you grant us a worldwide, non-exclusive, royalty-free, fully paid license to host, store, reproduce, and process your User Content, and to modify it solely for formatting and display purposes, in each case solely to the extent necessary to provide, operate, secure, and improve the Services for you. We do not claim ownership of your User Content, and we do not use it for marketing or advertising. The license in this Section 7.2 does not authorize us to make your User Content available to other users.

7.3 Representations and Warranties. You are solely responsible for your User Content. By providing User Content, you represent and warrant that: (a) you own or have the necessary rights to your User Content; and (b) your User Content does not infringe, misappropriate, or violate any third-party rights (including copyright, trademark, privacy, or publicity rights), violate any applicable law, or contain unlawful content.

7.4 Our Rights. We are not obligated to monitor User Content. We reserve the right (but assume no obligation), in our sole discretion, to review, remove, or restrict access to User Content that we believe violates these Terms or applicable law, or that creates risk or legal exposure for us. Any handling of User Content is subject to our Privacy Policy.

8. Access, Access Codes, Subscriptions, and Billing

8.1 Launch Access and Future Paid Access. At launch, access is provided through valid access codes and other grants we expressly issue. Paid checkout is not yet available. We do not offer a permanent public free tier or a general or default free trial. Each code or grant provides only the access and benefits disclosed for that offer. Creating an account, joining the waitlist, or accepting these Terms does not itself grant product access. When paid subscriptions become available, successful payment will be required before access unless a valid complimentary entitlement applies. The subscription and payment provisions below apply only if you separately authorize a paid subscription; redeeming a code does not authorize a charge.

8.2 Access Codes and Entitlements. We may issue access codes. A code grants only the entitlements stated when that code is presented or redeemed, which may include a period of complimentary access, a specified price, or both, subject to the eligibility conditions, redemption limits, and expiration stated for that offer. Separate programs have separate terms. A code does not waive acceptance of these Terms or authorize recurring charges.

8.3 KIYER Founding-Member Codes. If you redeem a valid KIYER access code, you receive complimentary access through the end of January 15, 2027, at 11:59 p.m. Pacific Time, and a founding-member price of $39 USD per month, plus applicable taxes, when your paid subscription begins. We may make additional KIYER invitations available; these Terms do not set a fixed participant limit. If you do not start a paid subscription when complimentary access ends, product access becomes inactive and the offered price remains available without a time limit, subject to Section 8.4. Keeping that price available does not extend complimentary access or start a subscription. Paid access requires separate payment authorization and successful payment under Sections 8.6 and 8.8.

8.4 Founder Offers and One-Time Redemption. A founder offer provides the price and entitlements disclosed with that offer before you redeem it or authorize payment. Founder pricing is a one-time benefit for an eligible user. If you voluntarily cancel and later return after that cancellation takes effect, the then-current standard price applies and founder pricing is not restored. In contrast, if your subscription ends solely because a renewal payment fails and the seven-day grace period expires, you retain your existing founder-price eligibility without a return deadline. On return, successful payment starts a new paid month at that preserved price, plus applicable taxes. Preserved pricing does not provide product access during the intervening unpaid period. You may not redeem the same founder offer again. We associate redemption with your account and verified email address; changing an email address or creating another account does not create a new right to redeem that offer. Restoring an existing eligible price after involuntary nonpayment is not another code redemption or a second founder-seat allocation. Other eligible users may redeem a shared code within its separate allocation.

8.5 Existing and Administrative Grants. If you hold access granted before these Terms take effect, or access we granted for administrative, testing, support, or similar purposes, that access continues on the terms under which it was granted. We will not silently revoke it, and we will not begin charging you for it. Converting any such grant into a paid subscription requires that we separately disclose the applicable price and payment terms to you and that you affirmatively authorize payment under Section 8.6.

8.6 Billing Disclosures and Your Authorization. Prices are stated plus applicable taxes. Before you authorize payment, we will disclose the recurring price, billing frequency, first-charge date, automatic-renewal terms, cancellation method, refund policy, applicable taxes and total charge, and applicable payment-provider terms. These disclosures also apply before your first authorized charge following complimentary access and before a fresh paid subscription after closure. Acceptance of these Terms, acknowledgment of the Privacy Policy, or attaching a payment method does not by itself authorize recurring charges. Recurring charges require separate affirmative authorization after the billing disclosures.

8.7 Renewal, Cancellation, and Refunds. Unless the offer disclosed to you states otherwise, your subscription renews automatically at the disclosed price and frequency until you cancel. You may cancel future renewal at any time using the cancellation method disclosed before payment. Cancellation takes effect at the end of your already-paid subscription period, and access continues through that period; cancellation does not itself stop access immediately. Subscription fees are nonrefundable except where required by applicable law, and we do not provide prorated refunds for unused time. This does not prevent correction of duplicate or erroneous charges or limit rights that cannot lawfully be waived. We intend to provide self-service cancellation and account management. You may contact support@thesis.trade for cancellation assistance. Separate account-closure requests are addressed in Section 18.2.

8.8 Complimentary Access, Failed Renewals, and Payment Recovery. Complimentary access ends at the disclosed cutoff. Without separately authorized and successful first payment, product access becomes inactive; grant expiry alone does not authorize a charge or create subscription debt. The following grace period applies only to a failed renewal of an existing paid subscription. It does not apply to an unpaid first subscription, the first payment after complimentary access, or an unpaid attempted return. After a renewal payment fails, you have seven days from that failed renewal to resolve payment. During those seven days, full product access, including user-confirmed trading, continues, subject to the ordinary account, consent, security and trading controls. Subject to continuing payment authorization and payment-method restrictions, we make up to three additional payment attempts during grace and send notices explaining how to update payment. Repeated notices or retries do not restart or extend the seven days. We do not retry a charge after authorization is withdrawn. If the renewal remains unpaid when grace expires, product and trading access close immediately and we notify you. We waive that unpaid failed renewal and do not separately charge for the grace period. This waiver does not refund an already-settled payment or waive an unrelated balance. If you later return, a fresh paid month begins only after a new, separately authorized payment succeeds; preserved founder pricing is governed by Section 8.4.

8.9 Effect of Loss of Product Access. When paid or code-based access ends and any applicable grace period expires, or access is otherwise suspended: (a) product functionality is unavailable; and (b) the Services issue no new brokerage instruction on your behalf, including a new order, close, cancellation, amendment, replacement or retry. Canceling renewal does not end access before the already-paid period ends. Full access during renewal grace is described in Section 8.8. Positions and previously transmitted orders remain at your brokerage and are governed by your brokerage agreements; you manage or exit them directly there. We do not automatically liquidate positions, cancel working orders or recall orders already in flight. Restoring access does not automatically submit an earlier draft or staged structure; each order still requires your explicit confirmation. You may contact support@thesis.trade about billing records, cancellation, account closure or privacy requests after product access ends. Product closure does not itself delete your records; retention and deletion are addressed in the Privacy Policy.

8.10 Additional Paid Plans, Features, or Prices. We may offer additional or different paid plans, features, or prices in the future. Before any new or changed charge applies to you, we will clearly disclose the price, billing frequency, renewal terms, cancellation method, refund terms, and applicable payment-provider terms, and we will obtain your separate affirmative agreement to those terms. Your acceptance of these Terms does not authorize any charge that has not been separately disclosed to you and affirmatively authorized by you.

8.11 Brokerage and Third-Party Fees. Your brokerage may charge commissions, fees, or other costs on orders you confirm, and market-data or other third-party charges may apply under your agreements with those parties. All such amounts are your responsibility and are separate from any Thesis Trade subscription fee disclosed to you and affirmatively authorized by you. If exact fees or the execution price of an order are not known at the time you confirm it, that will be stated at the order-confirmation step, and you choose whether to proceed.

9. Intellectual Property

9.1 Company IP. The Services, including all software, code, text, graphics, logos, trademarks, service marks, trade names, images, data, models, and other materials (collectively, “Content,” excluding User Content), are owned by or licensed to us and are protected under United States and international intellectual property laws. The Thesis Trade name, the thesis.trade mark, and related names, logos, and slogans are trademarks of Thesis Trade Inc. or its licensors.

9.2 Limited License. Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services and Content for your personal, non-commercial use. This license does not include any right to (a) resell or make commercial use of the Services or Content; (b) copy, reproduce, distribute, publicly perform, or publicly display any Content; (c) modify or create derivative works of the Services or Content; or (d) use any data-mining, robots, or similar extraction methods. We grant you no rights in our name, logo, or marks.

9.3 Reservation of Rights. All rights not expressly granted are reserved. Any access or use not expressly permitted by these Terms is strictly prohibited and terminates the license granted herein.

9.4 Feedback. If you provide us with feedback, suggestions, or ideas about the Services (“Feedback”), you grant us a perpetual, worldwide, royalty-free, fully paid, irrevocable license to use, reproduce, modify, create derivative works from, distribute, and otherwise exploit such Feedback for any purpose without restriction, attribution, or compensation to you.

10. Privacy

Our Privacy Policy, available at https://thesis.trade/privacy, describes how we collect, use, and disclose personal information and is incorporated into these Terms by reference. You acknowledge that Policy when you accept these Terms. That acknowledgment does not waive your privacy rights or replace separate consent where required for a particular use of your information.

11. Third-Party Services

11.1 Third-Party Links. The Services may contain links to third-party websites, applications, or services not owned or controlled by us. We have no control over, and assume no responsibility for, the content, privacy policies, or practices of any third party, and are not liable for any loss caused by your use of or reliance on any third-party content or service.

11.2 Third-Party Providers. The Services rely on and integrate with third-party services, including SnapTrade for brokerage connectivity and order transmission, third-party artificial-intelligence providers whose models the Services use to interpret your thesis and research requests and generate proposed position structures, third-party market-data providers, identity providers, email-delivery providers, and cloud-hosting providers. Our current providers are identified in our Privacy Policy. Your use of any third-party service may be subject to that provider’s own terms and privacy policy. We are not responsible for the availability, accuracy, or reliability of any third-party service.

11.3 No Endorsement. The inclusion of any link or integration does not imply our endorsement, sponsorship, or recommendation.

Read the Trading Risk Disclosure at https://thesis.trade/r/static/legal/risk-disclosure-v1.html before transmitting an order. That disclosure supplements these Terms and your brokerage’s disclosures; reviewing it does not authorize an order.

11.4 Brokerage Connectivity (SnapTrade). To transmit a live brokerage order through the Services, you must connect your own brokerage account through SnapTrade. Paper trading does not require a brokerage connection.

• Your authorization through SnapTrade and your brokerage. When you choose Connect, SnapTrade and your brokerage present and govern the authorization and consent required for their connection flow, including their applicable terms and privacy disclosures. By completing that flow, you authorize access, processing, and storage of connected brokerage information within the scope of that authorization. Thesis Trade receives and accesses data through SnapTrade within that authorization and transmits to your brokerage only orders you explicitly confirm. Your relationships with SnapTrade and your brokerage are governed by their terms, and Thesis Trade is not a party to those terms.

• Per-order confirmation. No order will be placed, modified, or canceled without your explicit confirmation at the time of that order. At the order-confirmation step, the Services will present the order details and any applicable disclosures; if exact fees or the execution price are not known at that time, that will be stated, and you choose whether to proceed.

• Your brokerage relationship. Your brokerage account remains governed by your agreements with your brokerage. Your brokerage is solely responsible for accepting, handling, executing, clearing, and settling orders, and may reject, delay, or modify any order under its own policies. We do not guarantee that any order you confirm will be transmitted, accepted, or executed at any particular time or price, or at all.

• Disconnection. You may disconnect your brokerage account at any time through the broker-connection controls in your account settings, which revokes our and SnapTrade’s access going forward. Disconnection does not affect orders already transmitted, and does not cancel, close, or otherwise change any position or working order at your brokerage.

Platform access status. Your ability to transmit an order through the Services depends on your product-access entitlement under Sections 8.7 through 8.9. After entitlement ends or access is suspended, we transmit no new brokerage instruction, including a close, cancellation, amendment, replacement, or retry. Canceling renewal does not end already-paid access early. Payment-grace access is governed by Section 8.8. Your positions and previously transmitted orders remain at your brokerage.

• Accuracy of account data. Account data displayed through the Services is provided by your brokerage through SnapTrade and may be delayed or incomplete. Your brokerage’s own records control.

12. Financial Compliance and Export Controls

We reserve the right to determine your eligibility for the Services and to decline, suspend, or terminate access in our sole discretion.

Sanctions and Export Compliance. You represent and warrant that you are not, and are not acting on behalf of any person that is: (a) located in, or a national or resident of, any country or region subject to U.S. embargo or comprehensive sanctions; (b) listed on the U.S. Department of the Treasury’s Office of Foreign Assets Control (“OFAC”) Specially Designated Nationals and Blocked Persons (“SDN”) List or any other applicable restricted-party list; or (c) otherwise prohibited from receiving the Services under applicable U.S. export control or sanctions laws. You agree to comply with all applicable export control, sanctions, and anti-money-laundering laws in connection with your use of the Services.

Sensitive Information. Email transmissions are not secure. Please do not transmit sensitive financial information, account numbers, or credentials to us by email, or request that we transmit such information to you by email. We are not responsible or liable for any loss or damage arising from the transmission of information over the internet.

13. Disclaimer of Warranties

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THESIS TRADE AND THE THESIS TRADE PARTIES DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

WITHOUT LIMITING THE FOREGOING, WE DO NOT REPRESENT OR WARRANT THAT: (A) THE SERVICES WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS; (B) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (C) THE RESULTS OBTAINED FROM USE OF THE SERVICES WILL BE ACCURATE, RELIABLE, OR COMPLETE; (D) ANY ERRORS WILL BE CORRECTED; (E) THE SERVICES WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; (F) ANY ORDER YOU CONFIRM WILL BE TRANSMITTED, ACCEPTED, OR EXECUTED BY YOUR BROKERAGE AT ANY PARTICULAR TIME OR PRICE, OR AT ALL; OR (G) ANY OUTPUT OF THE ARTIFICIAL-INTELLIGENCE MODELS THE SERVICES USE WILL BE ACCURATE, COMPLETE, REPRODUCIBLE, OR CONSISTENT. YOU ACKNOWLEDGE THAT THOSE MODELS ARE PROBABILISTIC, MAY PRODUCE DIFFERENT OUTPUTS FROM THE SAME INPUTS, AND MAY PRODUCE OUTPUT THAT IS INCORRECT, INCOMPLETE, OR UNSUITED TO YOUR PURPOSE, AND THAT YOU ARE RESPONSIBLE FOR REVIEWING ANY PROPOSED POSITION BEFORE YOU SUBMIT IT.

YOU ACKNOWLEDGE AND AGREE THAT: (A) ANY INVESTMENT STRATEGIES, TRADING IDEAS, OR OTHER INFORMATION PROVIDED THROUGH THE SERVICES ARE FOR INFORMATIONAL PURPOSES ONLY AND ARE NOT INVESTMENT ADVICE; (B) YOU ARE SOLELY RESPONSIBLE FOR YOUR INVESTMENT DECISIONS, INCLUDING EVERY ORDER YOU CONFIRM; (C) PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE RESULTS; AND (D) YOU ASSUME THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SERVICES.

WE MAY CHANGE THE FEATURES, FUNCTIONALITY, OR CONTENT OF THE SERVICES AT ANY TIME, AND MAY SUSPEND, DISCONTINUE, OR TERMINATE THE SERVICES OR ANY PORTION THEREOF AT ANY TIME, WITH OR WITHOUT NOTICE, IN OUR SOLE DISCRETION, WITHOUT LIABILITY TO YOU OR ANY THIRD PARTY. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

14. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW:

14.1 EXCLUSION OF DAMAGES. IN NO EVENT WILL THESIS TRADE OR ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES, AND LICENSORS (COLLECTIVELY, THE “THESIS TRADE PARTIES”) BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOST PROFITS, LOST REVENUE, LOST DATA, LOSS OF GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR ACCESS TO OR USE OF (OR INABILITY TO USE) THE SERVICES, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), WARRANTY, STATUTE, OR ANY OTHER THEORY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

14.2 INVESTMENT LOSSES. WITHOUT LIMITING THE FOREGOING, THE THESIS TRADE PARTIES WILL NOT BE LIABLE FOR ANY INVESTMENT, TRADING, OR OTHER FINANCIAL LOSSES YOU INCUR, WHETHER ARISING FROM YOUR USE OF THE SERVICES, RELIANCE ON ANY INFORMATION PROVIDED THROUGH THE SERVICES, ANY ORDER YOU CONFIRM, OR ANY DELAY, REJECTION, OR FAILURE IN THE TRANSMISSION, ACCEPTANCE, OR EXECUTION OF ANY ORDER BY SNAPTRADE OR YOUR BROKERAGE, OR OTHERWISE.

14.3 LIABILITY CAP. IN NO EVENT WILL THE AGGREGATE LIABILITY OF THE THESIS TRADE PARTIES ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES EXCEED THE GREATER OF (A) THE TOTAL FEES PAID BY YOU TO THESIS TRADE IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) $100.00.

14.4 ESSENTIAL PURPOSE; BASIS OF THE BARGAIN. THE LIMITATIONS IN THIS SECTION APPLY EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE, AND ARE AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN YOU AND THESIS TRADE.

14.5 SAVINGS CLAUSE. NOTHING IN THESE TERMS LIMITS OR EXCLUDES LIABILITY FOR: (A) DEATH OR PERSONAL INJURY CAUSED BY OUR NEGLIGENCE; (B) FRAUD OR FRAUDULENT MISREPRESENTATION; (C) ANY LIABILITY THAT CANNOT BE LIMITED OR EXCLUDED UNDER APPLICABLE FEDERAL OR STATE SECURITIES LAWS; OR (D) ANY OTHER LIABILITY THAT CANNOT BE LIMITED OR EXCLUDED UNDER APPLICABLE LAW. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS, SO SOME OF THE ABOVE MAY NOT APPLY TO YOU.

15. Indemnification

To the fullest extent permitted by applicable law, you agree to indemnify, defend, and hold harmless the Thesis Trade Parties from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to: (a) your access to or use of the Services, including any investment or trading decision you make and any order you confirm; (b) your User Content; (c) your violation of these Terms; (d) your violation of any applicable law (including securities, commodities, or financial-services laws), any third-party rights, or your agreements with your brokerage; or (e) your willful misconduct. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter subject to indemnification by you, and you agree to cooperate with our defense and not to settle any such matter without our prior written consent.

16. Governing Law and Venue

These Terms and any dispute arising out of or relating to these Terms or the Services are governed by the laws of the State of Delaware, without regard to conflict-of-law principles. Subject to Section 17 (Arbitration and Dispute Resolution), any legal action or proceeding not subject to arbitration will be brought exclusively in the state or federal courts located in the State of Delaware, and you consent to the personal jurisdiction of such courts.

17. Arbitration and Dispute Resolution

IMPORTANT — PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS. - YOU ARE AGREEING TO BINDING ARBITRATION. - YOU ARE WAIVING YOUR RIGHT TO A JURY TRIAL. - YOU ARE WAIVING YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION.

(A) Informal Resolution. For any dispute, claim, or controversy arising out of or relating to these Terms, including the breach, termination, enforcement, interpretation, or validity thereof, or your access to or use of the Services (each, a “Dispute”), you agree to first contact Thesis Trade in writing at support@thesis.trade and attempt to resolve the Dispute informally. If the Dispute is not resolved within 30 days after your written notice, either party may proceed to binding arbitration.

(B) Binding Arbitration. The Dispute will be settled by binding arbitration administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (the “AAA Rules”), which are incorporated by reference. The arbitration will be seated in Milwaukee, Wisconsin, and may be conducted, at the claimant’s option, in person, by video conference, or (subject to subsection (D)) solely on the basis of submitted documents.

(C) Arbitrator and Governing Rules. The arbitration will be conducted before a single arbitrator selected under the AAA Rules. The arbitrator must be a retired judge or a licensed attorney with experience in commercial disputes and will apply the substantive law of the State of Delaware. The arbitrator has exclusive authority to resolve all issues relating to the interpretation, applicability, enforceability, and scope of this arbitration agreement, including arbitrability. This Section constitutes a “written agreement to arbitrate” under the Federal Arbitration Act, 9 U.S.C. § 1 et seq. (the “FAA”), and is interpreted and enforced accordingly. Arbitration is conducted on an individual basis only.

(D) Document-Only Threshold. If the claim does not exceed $10,000, the arbitration will be conducted solely on the basis of submitted documents, unless the arbitrator determines a hearing is necessary.

(E) Arbitration Fees. Payment of filing, administration, and arbitrator fees is governed by the AAA Rules. If you demonstrate that such fees would be prohibitive compared with the cost of litigation, Thesis Trade will pay as much of those fees as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive.

(F) CLASS ACTION WAIVER. YOU AND THESIS TRADE EACH WAIVE THE RIGHT TO PURSUE ANY CLAIM IN A CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION. ALL CLAIMS MUST BE BROUGHT IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. THIS WAIVER INCLUDES ANY RIGHT TO CLASS ARBITRATION OR CONSOLIDATION OF INDIVIDUAL ARBITRATIONS. YOU ALSO AGREE NOT TO PARTICIPATE IN CLAIMS BROUGHT IN A PRIVATE ATTORNEY GENERAL OR REPRESENTATIVE CAPACITY, OR IN CONSOLIDATED CLAIMS INVOLVING ANOTHER PERSON, IF THESIS TRADE IS A PARTY TO THE PROCEEDING.

(G) JURY TRIAL WAIVER. YOU AND THESIS TRADE EACH WAIVE THE RIGHT TO A TRIAL BY JURY IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES.

(H) Arbitrator Authority. Notwithstanding any other provision in these Terms or the AAA Rules, the arbitrator has no authority to hear class claims or claims asserted by class members or representatives, and no authority to consolidate arbitration claims, unless the parties agree otherwise in writing.

(I) Small-Claims Carve-Out. Notwithstanding the agreement to arbitrate, either party may bring an individual claim in a small-claims court of competent jurisdiction (in Milwaukee, Wisconsin, or the county of your residence), so long as the matter remains in that court, proceeds solely on an individual (non-class, non-representative) basis, and is within that court’s jurisdiction.

(J) Equitable Relief. Nothing in this Section prevents either party from seeking injunctive or other equitable relief from a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of a party’s proprietary rights, or for matters related to data security or unauthorized access to the Services. Such actions will be brought exclusively in the courts identified in Section 16.

(K) Opt-Out. You may opt out of the arbitration provisions of this Section by notifying Thesis Trade in writing within thirty (30) days of the date you first affirmatively accepted these Terms. To opt out, send written notice to support@thesis.trade with the subject line “Arbitration Opt-Out,” including: (i) your account name or the email associated with your account; (ii) your full legal name; (iii) your mailing address; and (iv) a clear statement that you wish to opt out of the arbitration agreement. If you opt out, Thesis Trade also will not be bound by these arbitration provisions with respect to you. Opting out does not affect any other provision of these Terms. If you affirmatively accept these Terms and do not timely opt out, these arbitration provisions apply as stated above. Continued use alone does not replace the affirmative acceptance required by Section 1.

(L) Severability. If any portion of this Section is found unenforceable, the remainder will remain in effect, except that if the Class Action Waiver in Section 17(F) is found unenforceable as to a particular claim or request for relief, that claim or request will be severed and proceed in the courts identified in Section 16, and the remaining claims will proceed in arbitration.

(M) Survival. This Section survives termination of these Terms and your use of the Services.

18. Term, Termination, and Suspension

18.1 Term. These Terms are effective as of the date you first accept them and continue until terminated.

18.2 Termination by You. You may cancel future subscription renewal under Section 8.7 and retain access through your paid period. You may separately request closure of your account by contacting support@thesis.trade. Cancellation of renewal alone is not an immediate account-closure or deletion request. We verify a separate closure request and confirm how it will take effect. Automatic closure of product and trading access after failed-renewal grace takes effect immediately as stated in Section 8.8. Data deletion and any retained evidence follow the Privacy Policy.

18.3 Termination or Suspension by Us. We may suspend or terminate your access to all or part of the Services at any time, with or without notice, if we reasonably believe: (a) you have violated these Terms; (b) you have infringed any third-party rights; (c) your use creates risk or legal exposure for us or others; or (d) termination is required by law.

18.4 Effect of Termination. When termination of your product access takes effect, your license to use product functionality ends and we send no new brokerage instruction on your behalf. Previously transmitted orders and positions remain at your brokerage; we do not liquidate, cancel, amend or retry them. Closing product access does not itself close your brokerage account, erase records or recall an instruction already transmitted. A separately requested brokerage disconnection is handled through the connection controls described in Section 11.4. Obligations that by their nature survive termination, including applicable indemnification obligations, continue. Cancellation of subscription renewal alone takes effect at the end of the already-paid period under Section 8.7. The specific waiver of an unpaid failed renewal under Section 8.8 also applies.

18.5 Data Retention. We handle personal information after termination in accordance with the Privacy Policy and applicable law. Closing product access does not by itself delete records. We retain only information justified by the purposes and retention criteria described in that Policy, including specifically identified billing, agreement, order, security, dispute and founder-eligibility evidence. You may request deletion through support@thesis.trade, subject to applicable exceptions. Data that has been deleted may no longer be recoverable for a later return.

18.6 Survival. The following provisions survive termination: Section 7 (User Content—including the representations in Section 7.3 and any license terms necessary to wind down), Section 8 (Access, Access Codes, Subscriptions, and Billing, as applicable, including amounts authorized and payable before termination), Section 9 (Intellectual Property), Section 10 (Privacy), Section 12 (Financial Compliance and Export Controls), Section 13 (Disclaimer of Warranties), Section 14 (Limitation of Liability), Section 15 (Indemnification), Section 16 (Governing Law and Venue), Section 17 (Arbitration and Dispute Resolution), and Section 20 (General Provisions).

19. Modifications to the Terms

We reserve the right to modify these Terms at any time. If we make changes, we will provide notice by posting on the Services or by showing the new effective date with the published version, and, where changes are material, by other reasonable means, such as email to the address associated with your account. For every material change, we will require your affirmative reacceptance of the exact updated version before the change applies to your continued use; continued use alone will not constitute that reacceptance. If you do not agree, stop using product functionality. Billing and account management, including cancellation, remain accessible.

20. General Provisions

(A) United States Availability. We operate and control the Services from the United States and offer the Services only to users located in the United States. The Services are not offered for use outside the United States. This availability restriction does not replace the eligibility, sanctions, or other requirements of these Terms.

(B) Entire Agreement. These Terms, together with our Privacy Policy and any Additional Terms incorporated by reference, constitute the entire agreement between you and Thesis Trade regarding the Services and supersede all prior or contemporaneous understandings, communications, proposals, and agreements, whether written or oral. In the event of a conflict between these Terms and the Privacy Policy, the Privacy Policy controls with respect to the collection, use, and disclosure of personal information, and these Terms control with respect to all other matters.

(C) Severability. If any provision of these Terms is held unlawful, void, or unenforceable, that provision will be deemed severable and will not affect the validity or enforceability of the remaining provisions.

(D) Waiver. Our failure to exercise or enforce any right or provision will not operate as a waiver. Any waiver must be in writing and signed or electronically accepted by an authorized representative of Thesis Trade.

(E) Assignment. We may assign these Terms at any time without notice or consent. You may not assign or transfer these Terms without our prior written consent; any purported assignment in violation of this subsection is void.

(F) No Third-Party Beneficiaries. These Terms are intended solely for the benefit of the parties and do not confer third-party beneficiary rights on any other person or entity.

(G) Electronic Communications. You agree that communications and transactions between you and Thesis Trade may be conducted electronically in accordance with applicable law.

(H) Force Majeure. We will not be responsible for any delay or failure to perform to the extent resulting from causes beyond our reasonable control, including acts of God, natural disasters, war, terrorism, riots, embargoes, labor disputes, government actions, or failures of third-party providers.

(I) Relationship of the Parties. Nothing in these Terms creates any agency, partnership, joint venture, employment, or fiduciary relationship between you and Thesis Trade; the parties are independent. You have no authority to bind Thesis Trade.

(J) Section Titles. Section titles are for convenience only and have no legal or contractual effect.

(K) Notices. We may provide notices to you by email to the address associated with your account, by posting on or through the Services, or by other reasonable means, and such notice is deemed given when sent or posted. You must send any legal notice to Thesis Trade at support@thesis.trade or by mail to 333 W Brown Deer Rd, Ste G #4343, Bayside, WI 53217, and such notice is deemed given upon confirmed receipt.

21. Contact

If you have any questions or comments regarding the Services or these Terms, please contact us at:

Thesis Trade Inc.
Support, billing, privacy requests and legal notices: support@thesis.trade
Mailing address: 333 W Brown Deer Rd, Ste G #4343, Bayside, WI 53217

ACKNOWLEDGMENT AND ACCEPTANCE

BY CHECKING THE ACCEPTANCE BOX AND SUBMITTING THE SIGNUP OR REACCEPTANCE FORM, YOU ACKNOWLEDGE THAT:

• You have read and understand these Terms;

• You agree to be bound by these Terms;

• You understand that the Services are for informational and educational purposes only, do not constitute investment, financial, legal, or tax advice, and that Thesis Trade is not a registered investment adviser, broker-dealer, or commodity trading advisor;

• You understand that the Services use your inputs together with market data and, when connected, relevant account and position context to generate or rank proposed position structures for your review; that you decide whether to submit one; and that Thesis Trade transmits only orders you explicitly confirm, on a per-order basis, and has no discretionary authority over your brokerage account;

• You have reviewed and agree to the binding arbitration, class action waiver, and jury trial waiver provisions in Section 17, subject to your right to opt out; and

• You are at least eighteen (18) years of age and have the legal capacity to enter into this agreement.

[ ] I agree to the Terms of Service and acknowledge the Privacy Policy.

[ ] I do not agree.

This acknowledgement does not authorize any recurring charge. Recurring charges require the separate disclosures and separate affirmative authorization described in Section 8.6, and any separately presented risk disclosure or marketing consent is likewise obtained on its own.