Terms of Service

01Agreement, acceptance and scope

1.1 Acceptance. This version applies when you affirmatively accept it through our registration, account or authorisation process, or another recorded electronic or signed agreement identifying this version. Publication of this page, browsing our website, or an AI agent making a request does not by itself establish acceptance of the new commercial research licence.

1.2 Standard Users. A Standard User is any user or organisation whose relevant use is not covered by a signed Enterprise Agreement under Section 7. Accepting these Terms and granting the licence for eligible Research Materials are conditions of Standard access to the research Services. No consultant, employment or separate contributor status is required. If you do not agree, do not submit new research under this version; contact us about any available alternative arrangement.

1.3 Eligibility and authority. You must be at least 18 and legally able to enter this agreement. If acting for an organisation, you must be authorised to bind it and grant the rights described here; in that case, you means that organisation. Use is subject to applicable laws and any geographical or eligibility restrictions communicated for particular features.

1.4 Earlier users. Research provided before you accept this version remains governed by the terms and permissions that applied when it was provided. Section 15 explains how later submissions and any separately authorised historical research are treated. Acceptance is prospective unless you expressly agree to an identified historical scope.

02Services and the exchange of value

2.1 Services. Quandora provides tools through which users and their AI agents access supported market data, research factors, test hypotheses, run historical simulations, construct portfolios, maintain research memory and, where offered, conduct paper trading or connect supported execution services. Available features, data coverage and limits depend on your plan and the relevant service description.

2.2 Exchange of value. Our grant of access to the Services, supported data, computing and research tools, together with your right to use permitted outputs, forms part of the agreed exchange for the commercial research licence. Standard access may be free or subsidised. Monetary payment is not required for that licence to apply, and payment for an ordinary plan does not remove it. Enterprise exceptions must be expressly agreed under Section 7.

2.3 Your service licence. Subject to these Terms and third-party restrictions, we grant you a non-exclusive, non-transferable right to use the Services for your own research and lawful business purposes while your access remains active. You may use and export research outputs made available for that purpose, including for lawful trading. This does not permit redistribution of our underlying datasets, resale of platform access, or access outside the features and limits we provide.

03Accounts and AI agents

3.1 Keep registration information accurate and protect your credentials, API keys and access tokens. Notify louis@varsity-tech.com promptly of suspected unauthorised access. You are responsible for instructions and permissions you give to your users, agents and connected tools, subject to applicable law and our responsibility for the Services.

3.2 After valid acceptance, research submitted or generated through an AI agent you authorise is treated in the same way as research you submit directly. Merely connecting an AI tool does not give us rights to content outside the Services, waive third-party restrictions, or allow an agent to expand this agreement without valid authority.

3.3 You must review generated code, assumptions, permissions and proposed actions as appropriate to their risks. AI outputs may be inaccurate, non-unique or based on materials subject to third-party rights. You must have authority for each connected account and must not bypass another user's access controls.

04Research materials and ownership

4.1 User Content means materials you or your authorised agents submit to the Services. As between you and us, you retain the rights you hold in User Content, including pre-existing research. Providing infrastructure does not automatically make us a joint owner of your intellectual property. These Terms grant contractual permissions and licences; they do not create copyright where none exists or transfer rights you do not hold.

4.2 Research Materials means the non-personal portions of research content you or your authorised agents submit, create, execute, evaluate or save through Standard research Services after accepting this version: factor expressions and code, algorithms, hypotheses, research prompts, parameters, signals, strategy and portfolio rules, simulations, backtests, evaluation results, research explanations and improvements. Materials need not be published, shared with other users or formally submitted to a competition to fall within this definition. The exclusions in Section 4.3 continue to apply even after personal identifiers are removed.

4.3 Exclusions. Research Materials exclude personal data; passwords, API keys and authentication secrets; private connected-account balances, holdings, orders, fills and transaction history; client-identifying or client-confidential investment records; Enterprise Content under Section 7; and earlier research protected under Section 15. User-supplied third-party datasets, software and other restricted material are not licensed beyond the rights you are legally entitled to grant. Research Materials do not include work retained outside the Services merely because it concerns a similar idea.

4.4 Background materials. If you deliberately incorporate pre-existing code or research into an eligible new submission, the licence covers only the incorporated elements and permissions necessary to use that submission, to the extent you can grant them. It does not extend to your entire outside research library or automatically relicense an earlier version stored with us. Third-party licences and the express treatment of historical research in Section 15 continue to apply.

4.5 Outputs and platform rights. To the extent we hold rights in research outputs specifically generated for your account, we grant you a worldwide, non-exclusive, royalty-free licence to use, modify and commercialise those outputs for lawful purposes, subject to third-party data and software restrictions. This licence for outputs lawfully made available to you survives account termination; continued platform access or storage is not promised. You do not acquire rights to another user's content, the underlying platform, datasets, evaluation engine or our separately developed models. We and our licensors retain those rights. Models and improvements we lawfully develop under Section 5 may be owned and commercialised by us, without taking ownership of your underlying User Content.

05Commercial research licence

5.1 Grant. In consideration of the access and rights described in Section 2, you grant Quandora a worldwide, non-exclusive, royalty-free, fully paid-up licence to access, retain, copy, execute, analyse, validate, modify, combine and create derivatives from Research Materials for the purposes below. The intellectual-property licence lasts for the full duration of the relevant rights, including extensions and renewals. To the extent Research Materials contain methods or know-how not protected by intellectual-property rights, you also grant perpetual contractual permission to use them for those purposes. These permissions are irrevocable for validly licensed materials, subject to mandatory law and the express limits of these Terms. Transfer and sublicensing are permitted only as described in this Section and Section 16.

5.2 Trading and investment research. We may use Research Materials to research, develop, test and operate investment signals, strategies, portfolios and risk or execution systems for our own account, for our Affiliates, and for funds or accounts we or our Affiliates lawfully manage or advise. Affiliates means entities controlling, controlled by or under common control with VARSITY TECH PTE. LTD. This permission is an intellectual-property and research-use permission; it does not authorise any regulated activity without any licence or exemption that the activity requires.

5.3 Models and AI. We may use Research Materials to build research datasets and memory or retrieval systems; train, pre-train, fine-tune, test, evaluate and improve statistical, quantitative, machine-learning and generative-AI models; and develop tools that generate, rank, select, explain or combine factors and strategies. These activities may benefit our own business, other users and commercial customers, and are not limited to improving your individual account. Personal data is governed separately by Section 6 and the Privacy Policy.

5.4 Commercial products. We may deploy, license, provide access to and otherwise commercialise resulting signals, strategies, portfolios, models, software and research services, whether alone or combined with other research. This includes services for customers and business partners. Public release or standalone sale of your identifiable proprietary source code or raw research prompts requires a separate express agreement. We may share necessary Research Materials privately with the permitted recipients in Section 5.5 under confidentiality and purpose restrictions.

5.5 Recipients and sublicences. We may permit our Affiliates, contracted research and technology providers, and customers or business partners receiving licensed research products to exercise the rights needed for the stated purposes. Access to non-public Research Materials must be limited to what is needed and subject to binding confidentiality, security and use restrictions consistent with these Terms. A provider processing materials for us has no independent right to use them for its own general-purpose model training. We remain responsible for ensuring that permissions we grant do not exceed this licence.

5.6 No automatic compensation. Unless separately agreed in writing or required by law, neither use nor commercial success of Research Materials entitles you to royalties, trading profits, product revenue, attribution, employment or any other compensation. We have no obligation to use, retain in a trading strategy, or commercialise a particular factor. Any separately announced reward programme is governed by its own published terms.

5.7 Independent use and conflicts. You may continue using and licensing your own research, provided you do not promise exclusivity that conflicts with rights already granted. We and other users may independently develop similar ideas, and authorised uses may involve the same, competing or opposite positions. This can affect strategy capacity and performance. We do not promise exclusive signals, priority execution or allocation of opportunities. This clause does not authorise misuse of confidential live-account information, unlawful front-running, market manipulation or breach of duties imposed by law.

5.8 Duration. Subject to mandatory law, rights validly granted for Research Materials survive deletion of the workspace copy, account closure, termination and a later plan change. Stopping new submissions stops new materials entering this licence. We may retain and use licensed non-personal research and lawfully developed derivatives, including models and signals, within the agreed scope. Personal-data withdrawal and deletion rights are not waived, and a model is not presumed anonymous merely because it has been trained.

5.9 Limits. This licence covers only rights you can lawfully grant and does not override third-party restrictions, Enterprise Agreements, the exclusions in Section 4.3, or protections for earlier research. A shared copyright label, anonymisation step or platform-generated output does not cure a missing permission.

06Confidentiality and personal data

6.1 Access and confidentiality. We apply reasonable technical and organisational safeguards against unauthorised access to and disclosure of non-public User Content. Standard research is not made public merely by submission, but it is available for the authorised commercial research uses and restricted recipients in Section 5. Workspace access controls do not mean that Standard research is reserved exclusively for your benefit. You may separately direct us to publish or share particular content.

6.2 Service processing. For User Content not covered by Section 5, you grant only the permissions reasonably necessary to host, process, execute, evaluate and return it to provide the Services you request, maintain security, and comply with law, subject to any Enterprise Agreement and the Privacy Policy. No general commercial research licence arises solely from this operational processing.

6.3 Personal data. The research licence is not consent to unrestricted use of personal data. We handle personal data under the Privacy Policy and applicable law. Before using personal data for an additional training or commercial purpose, we must identify an applicable lawful basis, provide required notices and obtain valid consent where required. We do not make unnecessary personal-data training consent a condition of Standard research access. Withdrawal and other statutory rights remain available.

6.4 Practical exclusions. Do not place personal identifiers, credentials, third-party confidential information or private live-account records in research prompts or code. We must exclude these from commercial research datasets unless a separate lawful and authorised arrangement applies. Removing a name or account ID alone does not establish anonymisation. Restricted personal or confidential information is not made unrestricted by conversion into features, embeddings or model parameters.

07Enterprise agreements

7.1 An Enterprise Agreement is a separate agreement signed by us and the customer that identifies the covered accounts or workspaces and expressly establishes enterprise rights. A company email address, organisation account, paid subscription or enterprise enquiry alone does not create an exception.

7.2 Research within the covered enterprise scope is Enterprise Content and is excluded from Section 5 unless the Enterprise Agreement expressly grants commercial research rights. We process Enterprise Content only to provide the agreed services, comply with law, and perform other expressly agreed purposes. The Enterprise Agreement controls any conflict for its defined scope, subject to mandatory law.

7.3 Moving to Enterprise does not automatically cancel rights validly granted for earlier Standard Research Materials. Any exclusion or release for earlier materials must identify them and be expressly agreed. Moving Enterprise Content to Standard access does not automatically license it: an authorised customer representative must expressly approve the identified transfer and applicable research licence.

08Investment risks and connected accounts

8.1 Research and decisions. Research results, examples, generated portfolios and general explanations are not personalised financial, legal or tax advice and do not guarantee suitability or performance. Descriptions such as market-neutral, diversified or AI-managed express methods or objectives, not protection against losses. You are responsible for your decisions and should obtain appropriate independent advice.

8.2 Simulations. Backtests and paper trading are hypothetical. They may omit or inaccurately model liquidity, funding, slippage, fees, market impact, execution delays and other conditions. Historical or simulated results do not guarantee future results. Trading securities, digital assets and derivatives can result in substantial losses, including more than deposited margin where applicable.

8.3 Execution permissions. The research licence does not give us permission to operate your brokerage or exchange account, use your capital, or withdraw assets. Any supported live connection requires your separate account authorisation and applicable execution terms, permissions and controls. You may revoke a connection subject to the provider's processes and outstanding orders. Technical failures, latency and third-party outages can affect execution.

8.4 Regulatory scope. These Terms do not appoint us as your discretionary investment manager, broker or custodian. Any separately offered regulated service must identify the responsible entity, required regulatory status and governing agreement before it is provided. Nothing in these Terms authorises conduct prohibited by applicable law or excludes regulatory duties that actually apply to a service.

09Acceptable use and third-party rights

9.1 You represent that you have the authority and permissions needed for submissions and the rights you grant, including any employer, client, collaborator or third-party permissions. Do not submit research owned by another platform or employer under conflicting restrictions, unlawfully obtained information, inside information, unauthorised personal data or trade secrets.

9.2 Data and software licences remain applicable. Do not upload or incorporate restricted datasets or code in a way that would make the contemplated use unlawful. Identify material third-party restrictions before submission and obtain our agreement where needed. User assurances do not relieve us of obligations that independently apply to us or our providers.

9.3 You must not use the Services for unlawful trading, manipulation, fraud, sanctions violations, malware, unauthorised access, credential sharing, circumvention of security or limits, extraction of restricted data, or interference with others. Do not resell platform access or underlying datasets without permission. These restrictions do not prohibit lawful competition, independent research, or uses of your own materials expressly permitted here.

9.4 Third-party services. Connected AI tools, data providers, exchanges, brokers and payment services have their own terms. Your instruction to connect a tool may cause content to be sent to that provider. Review its permissions and policies. We do not grant rights that those providers have not authorised or guarantee their availability or accuracy.

10Plans, payments and changes to services

10.1 We describe available free and paid features, usage limits and any credits in the applicable plan or order. Before charging, we disclose the price, billing period, renewal, cancellation and applicable refund terms. Credits have only the uses and expiry stated when offered and are not investment assets. Mandatory consumer rights prevail.

10.2 Paid features may use third-party payment processors. You are responsible for applicable taxes other than taxes on our net income. We may change future prices with reasonable notice and an opportunity to cancel before a new recurring charge, subject to the applicable order and law.

10.3 Services and data sources may change. We will give reasonable notice of material adverse changes where practicable and honour obligations for prepaid periods or provide remedies required by the relevant agreement or law. Beta features may be limited, experimental or withdrawn; their limitations will be communicated where applicable. A service change does not expand your research licence without the acceptance required by Section 15.

11Suspension, termination and survival

11.1 You may stop submitting research, revoke supported connections and request account closure. Export available research before closure if you wish to keep a copy. We handle deletion requests under the Privacy Policy and applicable law; deletion from your account is distinct from the valid research licence described in Section 5.8.

11.2 We may restrict or suspend access for a material breach, a credible security or legal risk, non-payment, a provider requirement or discontinuation of the Services. Where practicable and lawful, we will explain the reason and allow a reasonable opportunity to address a remediable breach. Immediate action may be necessary to protect users or comply with law.

11.3 On termination, your platform access ends, but rights already validly granted in research and outputs under Section 4.5 continue according to their terms. Ownership, confidentiality, payment obligations already incurred, research-licence limits, personal-data protections, liability provisions and dispute terms survive to the extent required to give them effect. Termination does not turn excluded or unlawfully supplied material into licensed research.

12Warranties and responsibility

12.1 To the extent permitted by law, the Services and research outputs are provided as available, without warranties of uninterrupted operation, accuracy, merchantability, fitness for a particular purpose, non-infringement of AI outputs or profitable results. This does not exclude promises expressly made in these Terms, a signed agreement, or rights and standards that cannot lawfully be excluded.

12.2 Where you use the Services for business, you will indemnify us against reasonable losses and third-party claims caused by your knowing or negligent violation of third-party rights in materials you submit, your unlawful use, or your material breach of these Terms. This does not cover losses caused by our unauthorised use, breach, negligence or wilful misconduct. We must notify you promptly, take reasonable steps to mitigate loss, and allow you a reasonable opportunity to participate in the defence. No settlement imposing an admission or non-monetary obligation on you may be made without your consent, not to be unreasonably withheld.

13Limitation of liability

13.1 Subject to Section 13.3 and applicable law, we are not liable for indirect or consequential loss, including indirect loss of profits, opportunities or goodwill, arising from this agreement. No exclusion in this Section authorises use of content outside the agreed licence.

13.2 Subject to Section 13.3, applicable law and any signed Enterprise Agreement, our aggregate liability arising from or relating to the Services or these Terms is limited to the greater of the fees you actually paid us for the Services in the three months immediately before the event giving rise to the claim and SGD 100.

13.3 Nothing excludes or limits liability for fraud, fraudulent misrepresentation, wilful misconduct, death or personal injury caused by negligence, or any other liability or mandatory remedy that cannot be excluded or limited by law. Applicable consumer protections remain in force.

14Governing law and disputes

These Terms are governed by Singapore law. Subject to any mandatory right to use another court or dispute mechanism, the Singapore courts have exclusive jurisdiction. This choice does not deprive you of non-waivable protections that apply in your jurisdiction. Please first contact louis@varsity-tech.com so that we can try to resolve a concern; this does not prevent urgent relief or exercise of statutory rights.

15Updates and earlier research

15.1 We may propose changes with reasonable notice stating the version, effective arrangements and material differences. Material expansion of commercial research rights requires your affirmative acceptance before it applies to newly submitted materials. Merely publishing changes or your continued passive use does not retroactively expand rights in earlier research. Where you decline, we may discontinue future access on reasonable notice, subject to existing commitments and mandatory law.

15.2 Historical research. Content originally provided under earlier terms remains subject to those terms. We will obtain a separate recorded permission identifying the historical materials or clearly defined collection before including them under Section 5. Automatic migration, background reprocessing, an ordinary account login or an agent's automatic retrieval of earlier content does not provide that permission.

15.3 New work using earlier research. A genuinely new submission intentionally made under this version may license the new work and incorporated elements within Section 4.4, where you have authority. It does not license an entire earlier account history. If the intended action is to relicense an unchanged earlier factor, the historical permission process in Section 15.2 applies.

16General provisions

16.1 These Terms and any applicable order or signed Enterprise Agreement form the agreement for the Services. The Privacy Policy governs personal-data handling. A signed Enterprise Agreement prevails for its stated scope; mandatory law prevails over all of them. The licence does not make either party the other's employee, partner, joint venturer or fiduciary.

16.2 We may transfer this agreement and associated licences to a successor in a merger, reorganisation or sale of the relevant business, provided that the successor assumes the applicable confidentiality, privacy and use restrictions. Other sublicences are limited by Section 5.5. You may transfer your account or service agreement only with our written consent, not to be unreasonably withheld where lawful and technically feasible.

16.3 If a provision is unenforceable, it is limited or severed only as necessary and the remainder continues. Failure to enforce a provision is not a waiver. Events beyond reasonable control may excuse affected performance to the extent permitted by law, but do not remove applicable security, mitigation or refund obligations.

16.4 Notices may be given through your registered contact details or an appropriate account notice. We may retain records necessary to demonstrate acceptance and the scope of granted permissions, in accordance with the Privacy Policy. Translations are provided for accessibility; the English version controls inconsistencies to the extent permitted by applicable law, without reducing mandatory local-language or consumer rights.

Contact

Questions about these Terms, research permissions or an Enterprise Agreement?

Email louis@varsity-tech.com or write to VARSITY TECH PTE. LTD., Robinson Square, 144 Robinson Road, #13-01, Singapore 068908.