Terms of Service for Flow-Za

1. Acceptance of these Terms.

These Terms of Service ("Terms") form a binding agreement between you and Ripley Capital Group LLC ("Ripley Capital," "Company," "we," "us," or "our") governing your access to and use of Flow-Za, including the website located at flowzatrading.com and any related dashboards, alerts, research, algorithmic outputs, trade ideas, content, enterprise features, and related services we make available (collectively, the "Services"). By accessing or using the Services, you agree to these Terms and to our Privacy Policy. If you do not agree, you must not access or use the Services.

2. Eligibility.

You must be at least 18 years old, or the age of legal majority in your jurisdiction if older, and capable of entering into a binding agreement to use the Services. If you are using the Services on behalf of a company, fund, firm, or other entity, you represent that you have authority to bind that entity, and "you" includes both you and that entity.

3. Nature of the Services.

Flow-Za is a subscription-based publishing, analytics, and research platform. The Services use third-party market and related data inputs together with our proprietary logic, models, filters, and algorithms to display general trading ideas and related analytics for stocks and options, including possible entries, exits, take-profit levels, stop-loss levels, watchlists, and related observations.

The Services do not:

• execute trades for you;
• route or transmit orders to brokers for execution on your behalf;
• open or manage brokerage accounts;
• hold or custody funds or securities;
• provide portfolio management or discretionary trading services; or
• guarantee that any displayed setup, level, or thesis is correct, complete, or profitable.

4. No individualized investment advice.

The Services are provided solely for general informational, educational, publishing, analytics, and research purposes. Nothing in the Services is tailored to your personal financial circumstances, investment objectives, risk tolerance, tax status, or portfolio holdings, and nothing in the Services constitutes personalized investment advice, legal advice, tax advice, accounting advice, brokerage services, or a recommendation that you or any other person should buy, sell, hold, or refrain from buying, selling, or holding any security or strategy.

Any trade ideas, alerts, entries, exits, take-profit levels, stop levels, commentary, rankings, watchlists, or similar outputs are impersonal model outputs and publishing content. No fiduciary, advisory, broker-client, investment-management, or similar relationship is created by your use of the Services. We do not monitor your account, your trades, or your suitability for any strategy.

5. Trade-at-your-own-risk disclosure.

Trading and investing in stocks, options, and related instruments involve substantial risk. You may lose some, all, or, in certain strategies, more than your initial capital. Options strategies may involve rapid losses, assignment risk, expiration risk, liquidity risk, volatility risk, and other material risks.

You understand and agree that:

• all trading decisions are made solely by you;
• you are solely responsible for evaluating the appropriateness of any idea, level, strategy, or output;
• you should consult your own licensed financial, tax, and legal advisers before making financial decisions;
• the Services may contain errors, stale information, incomplete information, interruptions, outages, or technical failures; and
• any use of the Services is entirely at your own risk.

6. No promises, no guarantees, and no reliance on hypothetical performance.

We do not promise or guarantee any specific outcome, profit, return, win rate, success rate, or loss limitation. Any example, simulation, case study, model result, hypothetical result, backtest, sample trade, illustrative chart, or historical observation is provided for general informational purposes only, has important limitations, and should not be interpreted as a guarantee or indication of future performance. Actual results can differ materially because of timing, slippage, liquidity, commissions, spreads, fees, partial fills, assignment, trader behavior, latency, outages, and changing market conditions.

7. Third-party market data and integrations.

The Services may rely on one or more third-party data vendors, exchanges, market-data suppliers, analytics providers, hosting providers, communication providers, and other third parties. We do not control those third parties, and we do not guarantee the accuracy, completeness, timeliness, continuity, licensing status, or availability of any third-party data or integration.

We may add, remove, replace, delay, restrict, or suspend any data source, indicator, market, feature, or integration at any time, with or without notice, including when required by a vendor, regulator, exchange, or legal obligation.

8. International use and compliance with law.

The Services are intended only for use in jurisdictions where such access and use are lawful. You are solely responsible for understanding and complying with the laws, regulations, rules, restrictions, and disclosure requirements that apply to you in your jurisdiction, including laws governing financial promotions, securities activity, consumer protection, privacy, taxes, sanctions, and export controls. We may restrict or deny access to the Services in any jurisdiction or to any user at any time.

You may not use the Services if doing so would violate applicable trade sanctions, export control laws, or other applicable restrictions.

9. Accounts, credentials, and security.

To use some parts of the Services, you may be required to register for an account. You agree to provide accurate, current, and complete registration information and to keep it updated. You are responsible for safeguarding your username, password, authentication credentials, and devices, and for all activity occurring under your account.

You must notify us promptly if you suspect unauthorized access, loss of credentials, or misuse of your account. We may suspend, lock, or terminate accounts we believe are compromised or being used in violation of these Terms.

10. Subscription plans.

Flow-Za may offer one or more subscription plans, including a free tier, a Standard tier, a Premium tier, and business or enterprise arrangements. Features, limits, data scope, signal quality, alert frequency, historical access, redistribution rights, API/feed rights, seat counts, and other entitlements may differ by plan and may change from time to time.

Unless expressly stated otherwise in writing:

• the free tier is for limited evaluation or limited use only;
• paid individual tiers are personal, non-transferable subscriptions for a single user;
• business, team, or enterprise use requires a separate written commercial arrangement or order form if multiple authorized users, redistribution rights, or downstream distribution is involved.

11. Billing, auto-renewal, free trials, cancellation, and refunds.

If you purchase a paid plan, you authorize us and our third-party payment processors to charge your selected payment method for the applicable subscription fees, taxes, and any other disclosed charges. Paid subscriptions are offered on monthly and annual billing cycles. You select your billing cycle at checkout.

If you start a free trial, you may be required to provide a valid payment method at signup. Unless you cancel before the end of the free trial period, your selected paid plan will begin automatically at the end of the trial and your payment method will be charged the then-current subscription fee for the billing cycle you selected. Free trials are available only to eligible new users and may be limited to one per person or household.

Unless otherwise stated at checkout, paid subscriptions automatically renew for the same billing cycle you selected at purchase until cancelled by you or terminated by us. Monthly plans renew monthly. Annual plans renew annually. To avoid charges for the next renewal period, you must cancel before the renewal date using the cancellation method made available through your account, billing portal, or other method we specify.

We may change pricing, feature sets, plan structure, or billing terms from time to time. Any pricing change will apply no earlier than your next renewal period after notice, unless a different timing is required or permitted by law.

Except where required by applicable law or expressly stated in a separate written refund policy, all fees are non-refundable once charged. Because access to digital content, outputs, and analytics may be made available immediately, partial periods, unused time, downgrades, or lack of trading success do not entitle you to a refund.

12. Business and enterprise customers.

If you buy the Services for a business, trading desk, advisory firm, educator, publisher, or other organization, the scope of authorized use is limited to the rights expressly granted in your written order form, invoice, or enterprise agreement. No redistribution, sublicensing, syndication, white-labeling, resale, downstream publication, API access, multi-user deployment, or downstream customer distribution is permitted unless expressly authorized in writing by us.

Any redistribution or enterprise use is also subject to any restrictions imposed by our upstream licensors and market-data vendors. If a third-party licensor requires us to modify, suspend, or terminate part of your access or redistribution rights, we may do so without liability to you.

13. Acceptable use restrictions.

You agree that you will not, and will not permit any third party to:

• use the Services for unlawful, fraudulent, deceptive, manipulative, or abusive purposes;
• use the Services in connection with insider trading, market manipulation, spoofing, front-running, or trading on material nonpublic information;
• scrape, crawl, data mine, mirror, frame, or systematically extract data, outputs, or content from the Services;
• copy, republish, distribute, or resell our content, algorithms, signals, or outputs except as expressly authorized in writing;
• reverse engineer, decompile, disassemble, probe, or attempt to derive any source code, model logic, scoring logic, or system architecture underlying the Services;
• interfere with the integrity, performance, or security of the Services;
• upload malware, malicious code, or harmful content;
• share accounts or credentials except within permitted enterprise seat structures;
• use the Services to build, benchmark, train, or improve a competing product or service without our written consent;
• misrepresent the Services as personalized investment advice or as a broker-routed or auto-trading service; or
• remove, obscure, or alter copyright, trademark, or proprietary notices.

14. Intellectual property.

The Services, including all software, code, layouts, dashboards, graphics, branding, models, scoring logic, algorithms, compilations, data arrangements, text, images, research, and outputs, are owned by or licensed to us and are protected by intellectual property and other laws.

Subject to these Terms, we grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to access and use the Services solely for your personal use or, if expressly permitted in writing, your internal business use. No ownership rights are transferred to you.

If you send us comments, suggestions, improvement ideas, or feedback, you grant us a worldwide, perpetual, irrevocable, royalty-free license to use, reproduce, modify, distribute, and exploit that feedback without restriction or compensation.

15. Communications.

By creating an account, subscribing, or contacting us, you consent to receive electronic communications from us relating to your account, the Services, billing, updates, disclosures, and support. You may also receive marketing communications where permitted by law. You may opt out of marketing communications using the unsubscribe method provided in those communications, but you will still receive transactional and service-related messages.

16. Suspension and termination.

We may suspend, restrict, or terminate your access to all or part of the Services at any time, with or without notice, if we believe you have violated these Terms, created risk for us or others, failed to pay applicable fees, or if suspension is necessary for legal, security, operational, licensing, or business reasons.

Upon termination:

• your access rights immediately end;
• any amounts already owed remain due;
• we may delete or deactivate account content and settings in accordance with our retention practices; and
• sections that by their nature should survive termination will survive, including ownership, disclaimers, limitations of liability, indemnification, dispute provisions, and payment obligations.

17. Disclaimer of warranties.

To the maximum extent permitted by law, the Services are provided on an "as is" and "as available" basis. We disclaim all representations and warranties, express, implied, statutory, or otherwise, including implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, timeliness, availability, security, reliability, and suitability.

Without limiting the foregoing, we do not warrant that:

• the Services will be uninterrupted, error-free, secure, or available at any particular time;
• any data, signal, trade idea, alert, or output will be accurate, complete, or current;
• any defect will be corrected;
• the Services will be free of viruses or harmful code; or
• use of the Services will produce profits, avoid losses, or achieve any trading or business objective.

18. Limitation of liability.

To the fullest extent permitted by law, neither we nor our officers, managers, employees, contractors, affiliates, licensors, suppliers, or service providers will be liable for any indirect, incidental, consequential, special, exemplary, punitive, or enhanced damages, or for any loss of profits, revenue, opportunity, goodwill, use, data, trading capital, or business interruption, arising out of or relating to the Services or these Terms, even if we were advised of the possibility of such damages.

To the fullest extent permitted by law, our total aggregate liability for all claims arising out of or relating to the Services or these Terms will not exceed the greater of:

• the total amount you paid to us for the Services during the 12 months immediately preceding the event giving rise to the claim; or
• one hundred U.S. dollars (US $100) if you did not pay us any fees during that period.

These limitations apply regardless of the theory of liability, including contract, tort, negligence, strict liability, statute, or otherwise. Nothing in these Terms excludes liability that cannot lawfully be excluded.

19. Indemnification.

You agree to defend, indemnify, and hold harmless us and our officers, managers, employees, contractors, affiliates, licensors, and service providers from and against any third-party claims, actions, liabilities, losses, damages, judgments, costs, and expenses, including reasonable attorneys' fees, arising out of or related to:

• your use or misuse of the Services;
• your violation of these Terms;
• your violation of law, regulation, or third-party rights;
• your trading activity or downstream use of any output from the Services; or
• content, data, instructions, or materials you submit, upload, distribute, or cause to be used through the Services.

20. Governing law, venue, and class action waiver.

These Terms are governed by the laws of the State of Florida, without regard to conflict-of-laws principles. Subject to any non-waivable rights under applicable law, any dispute arising out of or relating to these Terms or the Services must be brought exclusively in the state or federal courts located in Orange County, Florida, and each party consents to those courts' personal jurisdiction and venue.

To the fullest extent permitted by law, you and we agree that each may bring claims against the other only in an individual capacity and not as a plaintiff or class member in any purported class, collective, consolidated, representative, or private-attorney-general proceeding. To the fullest extent permitted by law, each party also waives any right to a jury trial.

21. Changes to these Terms.

We may update these Terms from time to time. When we do, we will post the revised Terms and update the "Last updated" date. Unless a different effective date is stated, changes become effective when posted. Your continued use of the Services after the effective date of revised Terms constitutes acceptance of the updated Terms.

22. Miscellaneous.

If any provision of these Terms is found unenforceable, the remaining provisions will remain in full force and effect. Our failure to enforce any provision is not a waiver. You may not assign these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, restructuring, or sale of assets. These Terms, together with the Privacy Policy and any applicable order form or plan terms, form the entire agreement between you and us regarding the Services and supersede prior discussions relating to the same subject matter.

Nothing in these Terms limits any mandatory consumer rights you may have under applicable law.

23. Contact information.

Questions about these Terms should be sent to:

Ripley Capital Group LLC
Attn: Legal / Terms
3723 Derran Ln, Orlando, FL 32814
ripleycapitalgroup@gmail.com