Terms of Service

1.1 The Service. Thesis is a software tool that helps self-directed investors document the reasoning behind their own investment positions and monitor whether external developments relate to that reasoning. You write and anchor your own investment claims. The Service ingests information such as news, regulatory filings, earnings materials, and macroeconomic data, and surfaces developments that may relate to, support, or contradict the claims you have chosen to document.

1.2 Thesis evaluates your reasoning, not the merit of any investment. The Service is designed to assess the structure, monitorability, and ongoing status of the reasoning you yourself record. It evaluates whether an external development relates to a claim you have anchored. It does not evaluate whether your reasoning is correct, whether any security is a suitable or advisable investment for you, or whether you should take or refrain from any action.

1.3 Outputs are signals about your own claims, not investment recommendations. The Service may present severity or impact scores, directional descriptions (such as indicating that a development appears to support or contradict a claim you recorded), and visual indicators (such as color-coded flags). These outputs describe the relationship between an external development and the reasoning you chose to document. They are not buy, sell, or hold signals, are not measures of the investment quality or risk of any security, and are not recommendations or advice of any kind.

1.4 THESIS IS A TOOL. THESIS IS NOT AN INVESTMENT ADVISER, BROKER-DEALER, FINANCIAL PLANNER, OR FIDUCIARY, AND DOES NOT PROVIDE INVESTMENT, LEGAL, TAX, OR OTHER PROFESSIONAL ADVICE. NOTHING IN THE SERVICE, AND NOTHING WE PROVIDE, CREATES AN ADVISORY, FIDUCIARY, OR PROFESSIONAL RELATIONSHIP BETWEEN YOU AND THESIS.

By accessing or using the Service, you acknowledge and agree to each of the following:

• Not advice. Nothing made available through the Service constitutes investment, financial, legal, tax, or accounting advice, and nothing in these Terms or your use of the Service shall be construed as such or as establishing an advisory relationship.
• Not personalized. The Service does not consider your individual investment objectives, financial situation, risk tolerance, or particular needs. No output is tailored to your personal circumstances, and no output should be understood as a representation that any security or strategy is appropriate for you.
• Not a recommendation. No output is a recommendation to buy, sell, or hold any security or to adopt any investment strategy. Scores, directional descriptions, and visual indicators reflect the relationship between external developments and your own documented claims, and nothing more.
• Not an offer or solicitation. Nothing in the Service is an offer or solicitation to buy or sell any security or other financial instrument in any jurisdiction.
• No advisory relationship or fiduciary duty. Your use of the Service does not create an investment advisory relationship, and Thesis owes you no fiduciary duty.
• Your decisions are your own. You are solely responsible for your own investment research, decisions, and outcomes. You should consult a licensed financial, legal, or tax professional before making any financial decision. Thesis is not responsible for any of your investment choices or for any losses resulting from your use of, or reliance on, the Service.

ALL INVESTING INVOLVES RISK, INCLUDING THE POSSIBLE LOSS OF PRINCIPAL. PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE RESULTS. YOU USE THE SERVICE, AND MAKE ALL INVESTMENT DECISIONS, ENTIRELY AT YOUR OWN RISK.

3.1 Automated and AI-assisted output. The Service uses automated systems, including artificial intelligence and large language models, to generate scores, summaries, descriptions, and alerts (collectively, “Output”). Output is generated programmatically and may be inaccurate, incomplete, outdated, or wrong. You must independently evaluate and verify any Output before relying on it for any purpose, including through your own review of the underlying source materials.

3.2 Third-party data. The Service relies on data from third-party sources, including market-data providers, regulatory filing systems, news sources, and macroeconomic data providers. We do not control and do not guarantee the accuracy, completeness, timeliness, or availability of that data. Output derived from third-party data is subject to the same limitations as the data itself.

3.3 No guarantee of completeness or timeliness of alerts. The Service is not a comprehensive monitoring system and does not guarantee that it will identify, surface, or alert you to every development relevant to your positions or claims, or that any alert will be delivered accurately or in a timely manner. You should not rely on the Service as your sole means of monitoring your investments, and the absence of an alert is not a representation that nothing material has occurred.

4.1 Read-only connection. If you choose to connect a brokerage or financial account, you do so through our third-party data provider, Plaid Inc. (“Plaid”). This connection is read-only. It allows the Service to retrieve information such as your holdings, position sizes, cost basis, and current values for the purpose of providing the Service to you. Your use of Plaid is subject to Plaid’s end-user privacy policy, and our handling of this data is described in our Privacy Policy.

4.2 No trading, no custody, not a broker. Thesis does not execute trades, place orders, hold or move funds, or take custody of any of your assets, and is not your broker, custodian, bank, or financial institution. The Service cannot and does not act on your accounts. You remain solely responsible for all activity in your brokerage and financial accounts.

5.1 Eligibility. You must be at least 18 years old and capable of forming a binding contract to use the Service. The Service is offered from the United States, and we make no representation that it is appropriate or available for use outside the United States. If you access the Service from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.

5.2 Registration. Certain features require you to create an account. You agree to provide accurate, current, and complete information and to keep it updated. You are responsible for all activity that occurs under your account and for maintaining the confidentiality of your credentials. Notify us immediately of any unauthorized use of your account or any other breach of security. We are not liable for any loss arising from your failure to safeguard your credentials.

6.1 Plan tiers. The Service is offered through multiple tiers, which currently include a free tier and one or more paid tiers (such as Starter, Growth, and Pro). The features, limits, and prices of each tier are described on our pricing page, which we may update from time to time. The free tier is provided without charge and may be modified, limited, or discontinued at any time.

6.2 Paid subscriptions; authorization to charge. Paid tiers require a valid payment method. Payments are processed by our third-party payment processor, Stripe, Inc. By subscribing to a paid tier, you authorize us and our payment processor to charge your designated payment method the applicable recurring subscription fee, plus any applicable taxes, on the terms described at the time of purchase.

6.3 Auto-renewal. Paid subscriptions are billed in advance on a recurring monthly basis and automatically renew each month until cancelled. By subscribing, you agree to this automatic monthly renewal.

6.4 Cancellation. You may cancel a paid subscription at any time through your account settings. Cancellation stops future renewals. When you cancel, your paid access continues through the end of the then-current paid billing period, after which your account reverts to the free tier or loses access to paid features. Except as required by law or as expressly stated by us, fees already charged are non-refundable, and we do not provide prorated refunds for partial billing periods.

6.5 Price changes. We may change subscription fees. We will provide advance notice of any fee increase to an active paid subscription, and the change will take effect on your next renewal following the notice. Your continued use of the paid tier after the change takes effect constitutes acceptance of the new fee.

6.6 Taxes. Fees are exclusive of taxes unless stated otherwise. You are responsible for all applicable taxes other than taxes based on our net income.

6.7 Promotional access. We may offer free, discounted, or complimentary access to the Service or to paid features at our discretion. We may modify or withdraw any such offer at any time. Even where fees are waived, you remain bound by these Terms.

7.1 License to you. Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service for your personal, non-commercial purposes.

7.2 Restrictions. You agree not to, and not to permit anyone else to:

• Use the Service in violation of any applicable law or these Terms;
• Copy, modify, translate, or create derivative works of the Service;
• Reverse engineer, decompile, disassemble, or otherwise attempt to discover or extract the source code, models, prompts, scoring logic, algorithms, or underlying components of the Service, or engage in model-extraction or scraping attacks;
• Use any automated means to access the Service or to harvest or extract data or Output from the Service;
• Use the Service to build or train any product, model, or service that competes with the Service;
• Resell, sublicense, rent, lease, or otherwise commercially exploit the Service or make it available to any third party;
• Interfere with, overburden, disrupt, or attempt to gain unauthorized access to the Service or related systems; or
• Remove or alter any proprietary notices in the Service.

8.1 Your Content. “Your Content” means the theses, claims, notes, text, inputs, and feedback you submit to or create within the Service. As between you and us, you retain ownership of Your Content.

8.2 License you grant to us. You grant Thesis a worldwide, perpetual, irrevocable, royalty-free, fully paid, sublicensable, and transferable license to host, store, reproduce, modify, adapt, create derivative works from, and otherwise use Your Content for any business purpose, including to operate, provide, develop, and improve the Service; to train and improve our models, systems, and algorithms; to develop new products, services, and features; and to generate de-identified and aggregated data and insights. This license survives termination of your account with respect to Your Content already submitted. You represent and warrant that you have all rights necessary to grant this license and that Your Content does not violate these Terms or any law or third-party right.

8.3 Account and financial data are governed by the Privacy Policy. Notwithstanding Section 8.2, information we obtain about your accounts, holdings, and other financial data through Plaid or similar providers (“Financial Account Data”) is not subject to the broad license in Section 8.2. We use Financial Account Data to provide the Service to you and otherwise handle it as described in our Privacy Policy and in accordance with our agreements with our data providers, including using it in de-identified or aggregated form. Our handling of Financial Account Data is limited by those agreements and by applicable law.

8.4 Feedback. If you provide suggestions or feedback about the Service, we may use it without restriction or obligation to you.

The Service, including all software, models, prompts, scoring methodology, content, design, text, graphics, trademarks, and logos (other than Your Content), is owned by Thesis and its licensors and is protected by intellectual property laws. The Service is licensed, not sold. Except for the limited license in Section 7.1, we reserve all rights, title, and interest in and to the Service. You may not use our name, trademarks, or branding without our prior written consent.

The Service integrates or links to third-party services and materials, including Plaid, Stripe, market-data providers, and regulatory and news sources. We do not control and are not responsible for third-party services or materials, including their accuracy, availability, or practices. Your use of third-party services may be subject to those third parties’ own terms and privacy policies, and you access and rely on them at your own risk.

11.1 Changes to the Service. We may modify, suspend, or discontinue the Service or any part of it at any time, with or without notice. We are not liable to you or any third party for any modification, suspension, or discontinuation of the Service.

11.2 Suspension and termination. We may suspend or terminate your access to the Service at any time, including if you violate these Terms or if we reasonably believe there is suspicious or unauthorized activity associated with your account. You may stop using the Service at any time. Upon termination, the license granted to you in Section 7.1 ends, while provisions that by their nature should survive (including Sections 2, 3, 8, 9, 12, 13, 14, and 15) survive.

THE SERVICE AND ALL OUTPUT ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. TO THE FULLEST EXTENT PERMITTED BY LAW, THESIS DISCLAIMS ALL WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

WITHOUT LIMITING THE FOREGOING, THESIS DOES NOT WARRANT THAT THE SERVICE OR ANY OUTPUT WILL BE ACCURATE, COMPLETE, RELIABLE, CURRENT, TIMELY, UNINTERRUPTED, SECURE, OR ERROR-FREE; THAT ANY DEVELOPMENT, RISK, OR EVENT WILL BE DETECTED OR SURFACED; OR THAT THE SERVICE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS. YOU ACKNOWLEDGE THAT OUTPUT IS GENERATED BY AUTOMATED SYSTEMS AND MAY CONTAIN ERRORS, AND THAT YOU ARE RESPONSIBLE FOR INDEPENDENTLY VERIFYING ANY INFORMATION BEFORE RELYING ON IT.

Some jurisdictions do not allow the exclusion of certain warranties, so some of the above exclusions may not apply to you. In that case, such warranties are limited to the minimum scope and duration permitted by law.

13.1 EXCLUSION OF DAMAGES. TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL THESIS OR ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR INVESTMENT LOSSES, ARISING OUT OF OR RELATED TO THE SERVICE, ANY OUTPUT, OR THESE TERMS, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER THEORY, AND WHETHER OR NOT THESIS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

13.2 LIABILITY CAP. TO THE FULLEST EXTENT PERMITTED BY LAW, THESIS’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE GREATER OF (A) THE TOTAL AMOUNT YOU PAID THESIS FOR THE SERVICE IN THE TWELVE (12) MONTHS IMMEDIATELY BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100). THE FOREGOING LIMITATIONS ARE ESSENTIAL ELEMENTS OF THE BARGAIN BETWEEN YOU AND THESIS AND APPLY EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

Some jurisdictions do not allow certain limitations of liability, so some of the above may not apply to you.

13.3 Indemnification. You agree to indemnify, defend, and hold harmless Thesis and its officers, directors, employees, agents, licensors, and service providers from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys’ fees) arising out of or related to (a) your use of the Service, (b) Your Content, (c) your violation of these Terms or any law, or (d) your violation of any third-party right. We may assume the exclusive defense and control of any matter subject to indemnification by you, in which case you agree to cooperate with us. This obligation survives termination of these Terms.

PLEASE READ THIS SECTION CAREFULLY. IT REQUIRES YOU AND THESIS TO RESOLVE DISPUTES THROUGH BINDING INDIVIDUAL ARBITRATION AND WAIVES YOUR RIGHT TO A JURY TRIAL AND TO PARTICIPATE IN CLASS ACTIONS, UNLESS YOU OPT OUT AS DESCRIBED BELOW.

14.1 Informal resolution first. Before starting an arbitration, you agree to first contact us and attempt in good faith to resolve the dispute informally for at least 30 days after you send written notice describing the dispute and the relief you seek.

14.2 Agreement to arbitrate. If the dispute is not resolved, you and Thesis agree to resolve any claim or dispute arising out of or relating to the Service or these Terms through final and binding individual arbitration, rather than in court, except as provided below. The Federal Arbitration Act governs the interpretation and enforcement of this Section. The arbitration will be administered by a recognized arbitration provider under its consumer arbitration rules, and may be conducted by phone, video, or written submissions where permitted.

14.3 Class-action and jury-trial waiver. You and Thesis agree that each may bring claims against the other only in your or its individual capacity, and not as a plaintiff or class member in any purported class, collective, consolidated, or representative proceeding. You and Thesis waive any right to a trial by jury. The arbitrator may not consolidate more than one person’s claims or preside over any form of class or representative proceeding. If this waiver is found unenforceable as to a particular claim or remedy, that claim or remedy (and only that claim or remedy) shall be severed and brought in court, while all others remain in arbitration.

14.4 Exceptions. Either party may (a) bring an individual claim in small-claims court if it qualifies, and (b) seek injunctive or other equitable relief in court to protect its intellectual property or confidential information.

14.5 30-day right to opt out. You may opt out of this arbitration agreement (including the class-action waiver) within 30 days after first accepting these Terms by sending written notice of your decision to opt out to the contact address in Section 15, including your name and the email associated with your account. If you opt out, the arbitration provisions do not apply to you, but the rest of these Terms, including Section 15.2 (governing law and venue), still apply.

15.1 Changes to these Terms. We may revise these Terms from time to time. If a change materially affects your rights, we will provide notice, such as by email or in-product notification, and the change will become effective no sooner than the date stated in the notice. All other changes are effective when posted. Your continued use of the Service after a change takes effect constitutes acceptance of the revised Terms.

15.2 Governing law and venue. These Terms are governed by the laws of the State of New York, without regard to its conflict-of-laws principles. Subject to Section 14, any dispute not subject to arbitration shall be brought exclusively in the state or federal courts located in New York County, New York, and you consent to the personal jurisdiction and venue of those courts.

15.3 Electronic communications. You consent to receive communications from us electronically, and you agree that electronic notices, agreements, and disclosures satisfy any legal requirement that such communications be in writing.

15.4 Assignment. You may not assign or transfer these Terms without our prior written consent. We may assign these Terms freely, including in connection with a merger, acquisition, reorganization, or sale of assets.

15.5 Severability and waiver. If any provision of these Terms is held invalid or unenforceable, that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions will remain in full force and effect. Our failure to enforce any provision is not a waiver of it.

15.6 Entire agreement. These Terms, together with our Privacy Policy and any additional terms incorporated by reference, constitute the entire agreement between you and Thesis regarding the Service and supersede all prior or contemporaneous understandings.

15.7 Contact. Questions about these Terms, opt-out notices, and dispute notices may be sent to Thesis Technologies, Inc., juanromero@mythesis.ai, 130 East 61st Street, 10065, New York City, New York.