Terms of Service

Last Updated: April 1, 2026

Chapter I – General Provisions

Article 1 (Purpose)

These Terms of Service (the 'Terms') set forth the conditions for using the portfolio management and investment analysis service 'Velpha' (the 'Service') provided by Velpha Inc. (the 'Company'), as well as the rights and obligations between the Company and users. Users shall use the Service only after agreeing to these Terms, the Privacy Policy, the Disclaimer, and any other terms separately specified by the Company.

Article 2 (Definitions)

The definitions of terms used in these Terms are as follows: • Service: Velpha and related functions provided by the Company, including portfolio management, security information, analytics, backtesting, scenario testing, AI chat, dashboards, third-party integrations, and related features. • User: Any individual or entity that accesses or uses the Service. • Registered User: A user who has completed account registration through the method specified by the Company. • Account Information: Email addresses, authentication information, profiles, subscription status, and other information necessary to use the Service. • Portfolio Data: Holdings, transactions, allocations, balances, analysis settings, and other investment management information entered, uploaded, created, or obtained through external service integrations by users. • Content: Text, images, data, screens, analysis results, AI responses, software, designs, logos, trademarks, and all other information on the Service.

Chapter II – Description of the Service and Investment Risk Disclosure

Article 3 (Description of the Service)

The Service provides tools and information to help users organize, visualize, and analyze their assets and investment portfolios. The Company may modify, add, suspend, or terminate functions, screens, fees, supported data, external integrations, AI models, and other specifications of the Service as necessary. The Company will endeavor to provide reasonable notice for material changes.

Article 4 (Investment Information, Risk Disclosure, and Disclaimer)

1. The Service is provided for informational and analytical tool purposes only and does not constitute investment advice, discretionary investment management, solicitation or recommendation of financial products, trading recommendations, or tax, legal, accounting, or other professional advice. 2. Users acknowledge that investing in financial products involves risk of loss, including loss of principal, and shall make investment decisions at their own discretion and responsibility. 3. The Company does not guarantee the accuracy, completeness, timeliness, usefulness, or future results of information, analysis results, AI responses, simulations, backtests, scenario tests, or optimization results on the Service. 4. Users shall consult securities firms, tax advisors, attorneys, or other professionals when necessary.

Chapter III – Formation of the User Agreement and User Obligations

Article 5 (Formation of the Agreement)

A user agreement based on these Terms is formed between the user and the Company when the user starts using the Service or completes registration through the method specified by the Company. Minors and persons using the Service on behalf of an entity or third party shall obtain all necessary consent or authority before using the Service.

Article 6 (User Account Management)

Registered Users are responsible for managing their Account Information and must not transfer, lend, or share it with any third party. Any act performed through a Registered User's account will be deemed to have been performed by that Registered User. If a Registered User becomes aware of unauthorized use, leakage, or possible third-party use of the account, the Registered User shall promptly notify the Company.

Article 7 (Prohibited Conduct)

Users shall not engage in any of the following acts: • Violating laws, these Terms, or third-party service terms • Entering or transmitting false, inaccurate, or rights-infringing information • Unauthorized access, excessive load, vulnerability probing, reverse engineering, scraping, automated collection, or other acts that interfere with operation of the Service • Infringing intellectual property rights, privacy, reputation, credit, or other rights or interests of the Company or a third party • Reselling, redistributing, commercially exploiting, using for model training, or using the Service, data, AI responses, or analysis results to develop competing services without authorization • Using the Service for crimes, fraud, market manipulation, spreading rumors, money laundering, or other improper purposes • Any other act deemed inappropriate by the Company

Chapter IV – Data Handling and Privacy

Article 8 (Data Handling)

The Company handles personal information, Account Information, Portfolio Data, inquiries, usage logs, and other information obtained in connection with the Service in accordance with the Company's Privacy Policy. When users use third-party integrations, users shall confirm the terms and permission scopes of the relevant third-party services and grant the Company or the integration provider the necessary permissions. The Company will not provide personal data to third parties except as required by law, as necessary for outsourcing within the scope of the purposes of use, with the user's consent, or as otherwise specified in the Privacy Policy.

Chapter V – Intellectual Property Rights

Article 9 (Ownership of Intellectual Property)

Copyrights, trademarks, and other intellectual property rights related to the Service and Content belong to the Company or third parties with legitimate rights. Rights to data entered or uploaded by users remain with the user or the legitimate rights holder; however, users grant the Company the right to use such data to the extent necessary to provide, maintain, improve, prevent misuse of, and respond to inquiries regarding the Service.

Chapter VI – Disclaimers and Limitation of Liability

Article 10 (Disclaimer)

The Company does not guarantee that the Service will fit a user's particular purpose, be continuously available, be free of outages or errors, always preserve data, or maintain external integrations. Market data, company information, exchange rates, AI responses, analysis results, and other information may contain errors, delays, omissions, or interruptions. Users shall use the Service after understanding the risks associated with its use.

Article 11 (Damages and Limitation of Liability)

If a user violates these Terms and causes damage to the Company or a third party, the user shall compensate for such damage at the user's own responsibility and expense. Even if the Company is liable to a user for damages, except in cases of willful misconduct or gross negligence by the Company, such liability is limited to direct and ordinary damages actually incurred, and the Company is not liable for special damages, indirect damages, lost profits, data loss, or investment losses.

Chapter VII – Amendments and Notices

Article 12 (Amendment of Terms)

The Company may amend these Terms to the extent permitted by law. In the case of material changes, the Company will notify users by posting on the Service, email, or other method the Company deems appropriate. Unless otherwise specified, amended Terms take effect when posted on the Service.

Chapter VIII – Governing Law and Jurisdiction

Article 13 (Governing Law)

These Terms and matters related to the Service are governed by and construed in accordance with the laws of Japan.

Article 14 (Jurisdiction)

Any dispute between the Company and a user arising in connection with the Service or these Terms shall be subject to the exclusive jurisdiction of the Tokyo District Court as the court of first instance.

Chapter IX – Miscellaneous

Article 15 (Severability)

If any provision of these Terms is held invalid or unenforceable under law or by a court, the remaining provisions shall remain in full force and effect.

Article 16 (Languages)

These Terms may be prepared in Japanese and English. If there is any discrepancy or difference in interpretation between the two language versions, the Japanese version shall prevail.