Terms of Service

1Definitions

• "Agreement" means this User Agreement including all terms, conditions, and policies referenced herein.
• "Platform" means the NOVA Terminal web application, APIs, and all related services provided by Nova Intelligence Systems.
• "Customer" or "You" means the individual or entity accessing or using the Platform.
• "Authorized Users" means Customer's employees and contractors authorized to access the Platform under Customer's account.
• "Third-Party Data" means market data provided by third-party data providers (such as ThetaData, Polygon, or similar services) that Customer accesses through the Platform using their own credentials.
• "Third-Party Provider" means any third-party data vendor whose data Customer accesses through the Platform.
• "BYOD" (Bring Your Own Data) means the model where Customer provides their own third-party data provider API credentials to access market data through the Platform.
• "User Credentials" means usernames, passwords, and API keys associated with Customer's account.
• "Fees" means subscription fees payable to Nova Intelligence Systems for Platform access.

2Platform Access and BYOD Model

2.1 License Grant

Subject to the terms of this Agreement and payment of applicable Fees, Nova Intelligence Systems grants Customer a non-exclusive, non-transferable, non-sublicensable right and license to access and use the Platform solely for Customer's internal business purposes.

2.2 BYOD Model

The Platform operates on a Bring Your Own Data (BYOD) model. Customer acknowledges and agrees that:

• Customer must provide their own Third-Party Provider API credentials to access market data
• Nova Intelligence Systems serves as a computation, analytics, and visualization layer only
• Customer is solely responsible for maintaining valid subscriptions with Third-Party Providers
• Customer must comply with all Third-Party Provider terms of service and licensing requirements
• Nova Intelligence Systems does not store market data beyond what is necessary for real-time processing
• Customer's API credentials are encrypted using AES-256 encryption

2.3 Account Registration

Customer must register an account to use the Platform. Customer agrees to:

• Provide accurate and complete information during registration
• Maintain and promptly update account information
• Keep User Credentials confidential and not disclose them to third parties
• Accept full responsibility for all activities under Customer's account
• Notify Nova Intelligence Systems immediately of any unauthorized access

3Third-Party Data Terms

Customer acknowledges and agrees to the following regarding Third-Party Data:

• Ownership: Third-Party Data is not owned by Nova Intelligence Systems. All intellectual property rights remain with the respective Third-Party Providers.
• Compliance: Customer must execute any required agreements directly with Third-Party Providers and comply with their terms of use, including any professional/non-professional subscriber classifications.
• Redistribution Prohibited: Customer shall not redistribute, resell, publish, or otherwise make Third-Party Data available to any third party without explicit authorization from the relevant Third-Party Provider.
• No Investment Advice: Third-Party Data and any analytics derived therefrom do not constitute investment advice or recommendations.
• Termination Impact: Termination of any Third-Party Provider agreement may result in loss of access to corresponding data through the Platform.

4Fees and Payment

4.1 Subscription Plans

• Free Access: 24-hour trial, limited to one per IP address, no payment required
• Combat Trial: 7-day access for EUR 15 one-time payment, limited to one per IP address
• Subscription Plans: Monthly or yearly recurring payments as specified on our pricing page

4.2 Payment Terms

• All Fees are due immediately upon invoicing or in advance as specified
• Payments are processed through secure third-party payment providers
• Customer authorizes automatic billing for recurring subscriptions
• Fees are non-refundable except as required by applicable law

4.3 Price Changes

Nova Intelligence Systems may modify pricing with at least 30 days notice. Continued use after price changes constitutes acceptance of new pricing.

4.4 Cancellation and Refunds

• Recurring subscriptions (Operative, Tactical, Commander) may be canceled at any time through the Stripe Customer Portal accessible from your dashboard
• Upon cancellation, access continues until the end of your current billing period
• Combat Trial payments are non-recurring and non-refundable. Access expires automatically after 7 days
• Free 24-hour access expires automatically and cannot be renewed from the same IP address
• Refunds for subscription payments are handled on a case-by-case basis at the sole discretion of Nova Intelligence Systems

4.5 Auto-Renewal

Recurring subscriptions automatically renew at the end of each billing cycle (monthly or yearly) at the then-current rate. You will be charged using the payment method on file. You may disable auto-renewal at any time through the billing management portal.

4.6 Late Fees

Nova Intelligence Systems may charge interest at 1.5% per month on late payments. Customer shall reimburse all collection expenses including reasonable attorney fees.

5Restrictions

Customer shall not, and shall ensure Authorized Users do not:

• Access the Platform for any purpose other than expressly permitted herein
• Transfer, distribute, sell, sublicense, or lease the Platform or access thereto
• Disassemble, decompile, reverse engineer, or derive source code from the Platform
• Use the Platform to build a competitive product or service
• Remove or circumvent any technical protection measures or proprietary notices
• Impose unreasonable load on the Platform or interfere with its proper operation
• Use the Platform for any unlawful, defamatory, threatening, or objectionable purpose
• Introduce viruses, malware, or other harmful code
• Use the Platform for market manipulation or any form of market abuse

6Intellectual Property

The Platform is the proprietary intellectual property of Nova Intelligence Systems, protected by copyright, trademark, and other intellectual property laws. Subject to the limited access rights granted herein, Nova Intelligence Systems retains all right, title, and interest in the Platform.

Customer agrees that all suggestions, enhancement requests, recommendations, and feedback relating to the Platform are assigned to Nova Intelligence Systems and shall be treated as Confidential Information.

7Confidentiality

Each party agrees to maintain as confidential and not disclose any information relating to the other party's business affairs, trade secrets, technology, or pricing ("Confidential Information"). Each party shall protect Confidential Information with the same degree of care used for its own confidential information.

Customer acknowledges that breach of confidentiality may cause irreparable harm, and Nova Intelligence Systems shall be entitled to seek equitable and injunctive relief without the need to post bond.

8Disclaimer of Warranties

9No Financial or Investment Advice

10Limitation of Liability

11Indemnification

Customer will defend, indemnify, and hold harmless Nova Intelligence Systems and its employees, officers, directors, and representatives from all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of:

• Customer's or Authorized Users' access or use of the Platform or Third-Party Data
• Violation of applicable law, rule, or regulation by Customer or Authorized Users
• Breach of any Third-Party Provider terms of service
• Any attestations or declarations made by Customer regarding professional/non-professional status
• Customer's breach of this Agreement

12Term and Termination

12.1 Term

This Agreement continues for so long as Customer has an active, fully paid-up account.

12.2 Termination

• By Customer: Customer may terminate by deleting their account through the Platform
• By Nova Intelligence Systems: May terminate for any reason with notice, or immediately for material breach
• For Cause: Either party may terminate if the other is in material breach that remains uncured for 10 days after notice

12.3 Effect of Termination

Upon termination: (i) Customer's rights immediately terminate; (ii) Customer remains responsible for all fees incurred; (iii) Sections 3, 4, 6, 7, 8, 9, 10, 11, and 13 survive termination.

13General Provisions

13.1 Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the Netherlands, without regard to conflict of law principles. Any disputes shall be subject to the exclusive jurisdiction of the courts of the Netherlands.

13.2 Export Compliance

Customer agrees to comply with all applicable export and re-export control regulations and sanctions. Customer represents that products and services will not be exported contrary to applicable laws or used for prohibited purposes.

13.3 Assignment

Customer may not assign this Agreement without prior written consent. Nova Intelligence Systems may freely assign this Agreement.

13.4 Entire Agreement

This Agreement constitutes the entire agreement between the parties and supersedes all prior communications. Modifications must be in writing.

13.5 Severability

If any provision is found invalid or unenforceable, the remaining provisions shall continue in full force and effect.

13.6 Electronic Communications

Customer consents to receive communications electronically and agrees that electronic communications satisfy any legal requirement for written communications.

14Contact Information