Terms of Service

1. INTRODUCTION

1.1. Introduction

These Terms of Service (“Terms“) govern your access to and use of the Orizon Analytics platform (the “Platform” or “Orizon” or “Orizon Analytics”), including all features, content, tools, data, and services provided through the website, mobile application, and any associated software (collectively, the “Platform“). Please read these Terms carefully. By accessing or using the Platform, you agree to be bound by these Terms and all applicable laws and regulations. If you do not agree, do not access or use the Platform.

These Terms incorporate by reference our Privacy Policy, which describes how we collect and use personal information. These Terms constitute the entire agreement between you and Orizon Analytics LLC regarding the Services. If you are an investment advisory client, these Terms govern that relationship in its entirety.

By entering into these Terms, you acknowledge that you have been provided with and have had the opportunity to review Orizon Analytics LLC’s Form ADV Part 2A (the "Brochure") and Form CRS (Relationship Summary), which contain important information about our advisory services, fees, and conflicts of interest.

1.2. Platform Operator

The Platform is operated by Orizon Analytics LLC, a Wyoming limited liability company with its principal place of business at 30 N Gould St #49846, Sheridan, WY, 82801, USA. References to “we,” “us,” “our,” or “Orizon” mean Orizon Analytics LLC.

1.3. Account and Subscription

By creating an account, subscribing to any plan (including the Free, Pro, or Premium tiers), or otherwise using any part of the Platform, you (a) accept these Terms and (b) represent that you have the legal capacity to enter into a binding agreement. These Terms apply to all use of the Platform, whether on a trial basis, a free plan, or under a paid subscription.

1.4. Use on Behalf of a Company

If you use the Platform on behalf of a company or other legal entity, you represent and warrant that you are authorized to bind such entity to these Terms. In that case, “you” and “your” refer to the entity, and you also agree to these Terms in your individual capacity.

1.5. Changes to Terms

We may update these Terms from time to time. If we make material changes, we will notify you by email (if provided) and/or by prominently posting a notice on the Platform. Unless a different effective date is stated in the notice (or required by law), changes take effect when posted. Your continued use of the Platform after changes become effective constitutes acceptance of the updated Terms. If you do not agree to updates, you must stop using the Platform and, if applicable, cancel your subscription.

2. DEFINITIONS

2.1. Definitions

The terms below have the meanings indicated and apply whether used in the singular or plural.

• “Account” means a registered user profile created to access and use the Platform. An Account may be associated with a Free, Pro, or Premium subscription plan or a trial period, or a Beta Access period during which users may test new or experimental features.
• “Beta Features” means any pre-release or experimental features, tools, or services we make available for evaluation, testing, or feedback, which may be modified, suspended, or discontinued ay any time.
• “Content” means data, reports, text, graphics, visuals, software, code, user interface elements, documentation, and other materials made available on or through the Platform by Orizon or third parties.
• “Documentation” means any user guides, help center articles, policies, or other technical or support materials we provide about the Platform.
• “Services” means the analytics, data visualization, portfolio performance tools, market insights, and related functionalities provided via the Platform, including, but not limited to, manual entry, CSV import, or third-party API integrations.
• “Subscription Plan” refers to the type of user access selected, whether Free, Pro, or Premium, including applicable billing cycles (monthly or annually) and associated features.
• “Third-Party Services” means external services, APIs, data providers, or platforms that Orizon integrates with or uses (for example, market-data feeds or brokerage data aggregation), and that are operated by third parties.
• Terms” refers to these Terms of Service, as amended occasionally.
• “User,” “you,” or “your” means any individual or entity who accesses, registers for, or uses the Platform, including both free and paid account holders.
• “User Content” means content or materials that you (or those acting on your behalf) upload, submit, import, connect, or otherwise make available through the Platform, including portfolio data, files, feedback, and communications.
• “We,” “us,” “our,” “Orizon,” or “Orizon Analytics” refers to Orizon Analytics LLC.
• “Your Data” means data associated with your Account and use of the Platform, including User Content, account profile information, and usage metadata generated by your interactions with the Platform.

2.2. Eligibility

To access or use the Platform, you must be at least 18 or the age of legal majority in your jurisdiction, whichever is greater, and have the legal capacity to enter a binding agreement. The Platform is not intended for, and may not be used by, anyone under 18. If we discover or have reason to believe that you do not meet the minimum age requirement, we may suspend or terminate your Account immediately.

The Platform is operated from the United States and is intended for use by individuals in jurisdictions where the Services may lawfully be offered. You may not access or use the Platform if you are located in a country or region that is subject to U.S. government sanctions or embargoes, on any U.S. government list of prohibited or restricted parties (including the Specially Designated Nationals (SDN) list maintained by the U.S. Treasury Department); or prohibited from using the Platform under any applicable laws or regulations.

You are responsible for ensuring that your use of the Platform complies with all local, state, national, and international laws and regulations applicable to you.

3. ACCOUNT REGISTRATION AND ACCESS

3.1. Account Creation

To use certain features of the Platform, you must register for an account (“Account“) by providing a valid email address, creating a secure password, and supplying any other required information. By registering, you agree to provide accurate, current, and complete information and to update such information promptly if it changes.

3.2. Account Security and User Responsibilities

You are solely responsible for maintaining the confidentiality of your login credentials and all activities under your Account. You agree to: (a) keep your login credentials secure and not share them; (b) notify us immediately of any suspected unauthorized access or use; and (c) log out at the end of each session, especially on shared devices.

We may suspend or terminate your Account and/or access to the Platform at any time, in our sole discretion, including for violations of these Terms or other policies, abuse or misuse of the Platform, suspected fraud, non-payment, or actions that may cause harm or liability to users, third parties, or Orizon.

4. SUBSCRIPTION PLANS AND PAYMENT

4.1. Overview of Plans

We offer subscription plans designed to accommodate different needs. From time to time, we may invite users to participate in Beta Access, during which select features or updates are made available before general release.

4.2. Free Trial Details (14-Day Trial Terms)

New users may be eligible for a 14-day free trial. A payment method is not required to begin the trial. Unless you subscribe to a paid plan before the trial ends, your Account will immediately lose access to all features and data associated with the trial at the end of the 14-day period.

4.3. Pricing and Billing Cycles

Subscription fees are billed in advance based on the selected billing cycle (monthly, quarterly or annual) and are stated in U.S. dollars, exclusive of taxes. Any change will take effect at the start of your next billing cycle.

4.4. Taxes

All fees are exclusive of applicable taxes, levies, or duties imposed by taxing authorities. You are responsible for paying all such taxes, if any, that apply to your subscription.

4.5. Non-Refundable Payment Policy

All payments are non-refundable and non-creditable, including payments made in advance for monthly, quarterly or annual subscriptions, whether or not the Platform is used. We do not provide pro-rated refunds or credits for partial periods, downgrades, or unused time, except where required by law or specific regulatory requirements.

4.6. Automatic Renewal and Cancellation

Unless cancelled, your subscription will automatically renew at the end of each billing cycle for the same term. You may cancel your subscription at any time through your Account settings or by contacting support. Cancellation will take effect at the end of the current billing cycle, and you will retain access until that time.

4.7. Plan Switching

All plans provide full access to all features of Orizon Analytics—there are no hidden fees, feature tiers, or surprise paywalls. Switching to a longer cycle takes effect immediately with proration. Switching to a shorter cycle takes effect at the end of the current cycle.

5. USE OF THE PLATFORM

5.1. Limited License

Subject to these Terms and your compliance herewith, we grant you a limited, non-exclusive, non-transferable, and revocable license to access and use the Platform for your personal, non-commercial use (or internal business use if authorized).

5.2. Prohibited Uses

You agree not to: (a) reverse engineer, decompile, or disassemble any part of the Platform; (b) use the Platform to build a competing product or service; (c) bypass or attempt to bypass any rate limits or security measures; (d) use any automated means (like bots or scrapers) to access or harvest data; (e) impersonate any person or entity or misrepresent your affiliation; (f) upload or transmit any viruses or malicious code; or (g) use the Platform for any illegal or unauthorized purpose.

5.3. Fair Use and API Rate Limiting Policy

To ensure system stability and fair access for all users, we implement rate limiting on our APIs and platform resources. The following limits apply per account:

• Daily Limit: 5,000 requests/day
• Rate Limit: 50 requests/second
• Burst Limit: 100 requests within 1–2 seconds

If you exceed these limits, your access may be temporarily throttled or suspended. We reserve the right to modify these limits at any time.

6. USER CONTENT AND DATA

6.1. Your Ownership

You retain all ownership rights in the User Content you provide to the Platform. By submitting User Content, you grant Orizon a worldwide, royalty-free, and non-exclusive license to use, host, store, reproduce, and process such content solely for the purpose of providing, maintaining, and improving the Platform and Services.

6.2. Responsibility for Content

You are solely responsible for the accuracy, quality, and legality of your User Content. You represent and warrant that you have all necessary rights and permissions to submit such content and that it does not violate any third-party rights or applicable laws.

7. INVESTMENT ADVISORY SERVICES AND DISCLOSURES

7.1. Informational and Analytical Purpose; Scope of Services

The Platform provides analytics, tools, and data designed to help you understand and visualize your portfolio. While Orizon Analytics LLC acts as a fiduciary as described in §7.2, you acknowledge that the raw data, automated charts, and general analytical tools provided on the Platform do not, in isolation, constitute a personalized recommendation or specific investment advice unless explicitly identified as such in the context of your advisory relationship. Except as provided in §7.2, general content and functionality are for informational purposes and are not solicitations or offers to buy or sell any security, nor legal, tax, or accounting advice. Investing involves risk, including loss of principal, and past performance does not predict future results.

7.2. Fiduciary Duty

Orizon Analytics LLC is an investment adviser registered with the U.S. Securities and Exchange Commission (SEC). When providing investment advice through the Platform, we act as a fiduciary to our clients under the Investment Advisers Act of 1940. This means we have a fundamental obligation to act in your best interest and provide investment advice that is suitable based on your specific financial circumstances and objectives as shared with the Platform.

Orizon Analytics is not a broker-dealer and does not provide custodial services. We do not maintain physical custody of your securities or cash. You are responsible for selecting a qualified custodian (e.g., your existing brokerage) to hold your assets.

Our fiduciary duty applies to the specific investment advisory services provided through the Platform; however, the use of the Platform's general informational tools or "Free" tier features does not, in itself, constitute the delivery of personalized investment advice unless specifically designated as such.

7.3. Professional Advice

You are solely responsible for any investment decisions or actions based on your interpretation of the data or insights on the Platform. You acknowledge that investing involves inherent risk, including the loss of principal, past performance is not indicative of future results, and the information presented may not be complete, up to date, or applicable to your circumstances. Before making any financial or investment decisions, consult a licensed financial advisor, tax professional, or legal advisor. Orizon disclaims all liability for decisions based on information derived from or presented by the Platform.

7.4. Proxy Voting

Orizon Analytics LLC does not accept authority to vote proxies on behalf of clients. You retain the responsibility for receiving and voting proxies for any and all securities maintained in your accounts. We do not provide advice to clients on how to vote specific proxies.

8. INTELLECTUAL PROPERTY

8.1. Ownership of Platform and Content

All content, software, data, code, designs, text, graphics, reports, analytics, charts, user interface elements, trademarks, logos, and other materials provided through the Platform (collectively, the “Content“) are the exclusive property of Orizon or its licensors. All rights, title, and interest in and to the Platform and Content, including all associated intellectual property rights, are reserved and protected under applicable copyright, trademark, and other intellectual property laws. You acknowledge that you do not acquire any ownership interest in the Platform or its Content by accessing or using the services.

The Platform may include components licensed under open-source or third-party terms. Where applicable, those terms govern the use of those components.

8.2. License to Use Platform

Subject to your compliance with these Terms, Orizon grants you a limited, non-exclusive, non-transferable, non-sublicensable, and revocable license to access and use the Platform and its features for your personal, non-commercial use in accordance with your selected subscription plan. This license is granted solely to view and analyze your investment portfolio using the tools provided by the Platform.

8.3. Restrictions on Copying, Reverse Engineering, or Redistribution

You may not, directly or indirectly:

• Copy, reproduce, modify, republish, upload, post, transmit publicly display, or distribute any part of the Platform or Content except as expressly permitted by these Terms or by Orizon in writing;
• Rent, lease, sublicense, sell, resell, or exploit any portion of the Platform, or access to it;
• Use the Platform or Content to create derivative works or competitive products or service;
• Reverse engineer, decompile, disassemble, or otherwise attempt to extract or discover the source code or underlying algorithms of any portion of the Platform (except to the limited extent permitted by law);
• Circumvent or disable any security features or technical limitations of the Platform;
• Share or redistribute any data, reports, or analytics generated by the Platform to third parties without our prior written consent or as otherwise allowed in these Terms.

Any unauthorized use of the Platform or its Content constitutes a breach of these Terms and may result in immediate termination of your Account (See §10), in addition to legal remedies available under applicable law.

8.4 Feedback

If you provide feedback, ideas, or suggestions regarding the Platform (“Feedback”), you grant Orizon a perpetual, irrevocable, worldwide, royalty-free license to use and exploit the Feedback without restriction or obligation to you. Feedback is not considered confidential.

9. USER CONDUCT AND RESPONSIBILITIES

9.1. Accuracy of Information

You agree to provide and maintain accurate, complete, and up-to-date information for your Account and for any data you upload, enter, or sync into the Platform. This includes your registration details and any personal or portfolio-related information used to generate analytics. You are solely responsible for verifying the accuracy and legality of that data. Orizon is not responsible for errors, omissions, or misrepresentations in user-submitted content or imported data.

9.2. Prohibited Behavior

In addition to §5.2 (Prohibited Uses), you agree you will not:

• Use the Platform for any unlawful, fraudulent, or harmful purpose, or to infringe third-party rights;
• Access or attempt to access another user’s Account without authorization;
• Upload, post, transmit, or otherwise distribute any content that is unlawful, defamatory, harassing, obscene, or otherwise objectionable;
• Introduce viruses, malware, or other harmful code into the Platform;
• Use bots, crawlers, scrapers, or other automated means to access, extract, or index the Platform or its content;
• Attempt to gain unauthorized access to systems or networks connected to the Platform;
• Interfere with, disrupt, or attempt to overload or disable the Platform or its infrastructure;
• Misuse API access to exceed rate limits or circumvent system controls;
• Reproduce, duplicate, sell, or exploit any part of the Platform for commercial purposes without express written permission;
• Misrepresent your identity or affiliation with any person or organization in connection with your use of the Platform.

We may investigate suspected violations and take action we deem appropriate, including throttling, suspension, termination (see §10), legal action, or referral to law enforcement.

10. TERMINATION AND SUSPENSION OF SERVICE

10.1. By User

You may terminate your Account at any time through Account settings or by contacting support. If you are on a paid plan, termination is effective at the end of your current billing cycle. Payments are non-refundable (see §4.5). After termination, access to premium features ends; any continued access will be limited to the Free plan, if available.

10.2. By Orizon Analytics LLC

We may suspend or terminate your Account or access to the Platform, in whole or in part, with or without notice, for reasons including: violation of these Terms or policies, abuse or misuse, excessive resource consumption, extended inactivity, suspected unauthorized or fraudulent behavior, non-payment, compliance with law, or discontinuation of the Platform or a feature (see §12).

If we terminate for cause (e.g., your breach), your access ends immediately and you are not entitled to any refund.

10.3. Effect of Termination

Upon termination: (a) your license to use the Platform ends; (b) your access to the Account and associated data, reports, and insights ceases; (c) we may delete or deactivate your Account and associated data in line with our data-retention practices and applicable law; and (d) provisions intended to survive (including, without limitation, intellectual property, Feedback, payment obligations, disclaimers, limitations of liability, indemnity, arbitration/dispute resolution if applicable, and general provisions) will continue in effect.

Data export. You are responsible for exporting or backing up any data or reports before termination. If we terminate not for cause and continued access is reasonably feasible, we will make commercially reasonable efforts to provide a short retrieval window (generally up to 30 days) to export your data. We have no obligation to maintain or provide data after termination.

11. DISCLAIMERS AND LIMITATION OF LIABILITY

11.1. No Warranties

The Platform and all Content and Services are provided on an “AS IS” and “AS AVAILABLE” basis. Orizon Analytics LLC disclaims all warranties of any kind, whether express or implied, including but not limited to the implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the Platform will be uninterrupted, error-free, or secure.

11.2. Accuracy of Data

While we strive for accuracy, we do not warrant the completeness or reliability of any data or information provided through the Platform, including market data and analytics.

11.3. Limitation of Damages

To the maximum extent permitted by law, Orizon Analytics LLC and its affiliates, officers, employees, and agents shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, data, or use. In no event shall our total liability exceed the amount paid by you for the Services in the three (3) months preceding the event giving rise to the claim. However, nothing in these Terms shall be interpreted as a waiver or limitation of any rights that you may have under the Investment Advisers Act of 1940, or other federal or state securities laws, which cannot be waived by contract.

12. CHANGES TO SERVICE AND INDEMNIFICATION

12.1. Feature Updates and Modifications

Orizon is a dynamic platform that evolves over time. We reserve the right to modify, enhance, update, or remove any aspect of the Platform at any time, with or without prior notice. This includes, but is not limited to, changes to specific features, tools, user interface, or performance enhancements. While we may adjust subscription plan details, any changes to pricing will be governed by the notice requirements set forth in Section 4.3. Your continued use of the Platform following such changes constitutes your acceptance of the modified Service.

12.2. Discontinuation of Services or Plans

We may discontinue, suspend, or "sunset" all or part of the Platform or a specific subscription plan, temporarily or permanently.

• Notice: We will make reasonable efforts to provide prior notice to affected users for any permanent discontinuation of a primary service.
• Refund Remedy: If you are a paid user and the Service is permanently discontinued with no materially similar alternative available, your sole and exclusive remedy is a prorated refund of the unused portion of your current subscription term, where required by law.

12.3. Indemnification

To the maximum extent permitted by applicable law, you agree to indemnify, defend, and hold harmless Orizon Analytics LLC, its affiliates, and their respective officers, directors, and employees from and against any and all third-party claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or in any way connected with:

(a) your unauthorized access to or use of the Platform;
(b) your User Content; or
(c) your material violation of these Terms.

Note: In accordance with applicable investment advisor regulations, nothing in this Section 12.3 shall be construed as a waiver of any constitutional or statutory rights you may have under the Investment Advisers Act of 1940 or other applicable federal and state securities laws.

13. DISPUTE RESOLUTION

13.1. Governing Law

These Terms and any Dispute arising out of or relating to them or your use of the Platform are governed by the laws of the State of Wyoming, without regard to conflict-of-laws rules, and by the Federal Arbitration Act (FAA). Important: As provided in Section 11.1, nothing in this Section 13 shall be construed as a waiver of any non-waivable rights you may have under the Investment Advisers Act of 1940 or other applicable federal or state securities laws.

13.2. Binding Arbitration

Except as provided below, any dispute, claim, or controversy (collectively, a “Dispute”) between you and Orizon Analytics LLC shall be resolved exclusively by binding arbitration administered by the American Association (AAA).

• Rules: Commercial Arbitration Rules (or Consumer Arbitration Rules for personal use) will apply.
• Location: Sheridan County, Wyoming, or via teleconference/video where permitted by AAA rules.
• Authority: The arbitrator (not a court) has exclusive authority to resolve disputes regarding arbitrability, scope, and enforceability, except regarding the class-action waiver.

13.3. Waiver of Class Actions

You agree to resolve disputes with Orizon only on an individual basis. Class arbitrations, class actions, and private-attorney-general actions are not permitted. If a court finds this waiver unenforceable for a specific claim, that claim must be litigated in a state or federal court in Sheridan County, Wyoming; both parties waive any right to a jury trial in such instances.

13.4. Informal Resolution & Opt-Out

Informal Process: You agree to first attempt informal resolution by emailing compliance@orizonanalytics.io. We will work in good faith for 30 days before either party commences arbitration.

Opt-Out: You may opt out of this arbitration agreement within 30 days of first accepting these Terms by emailing your name and account email to compliance@orizonanalytics.io.

14. GENERAL PROVISIONS

14.1. Entire Agreement

These Terms and our Privacy Policy constitute the entire agreement between you and Orizon, superseding all prior oral or written communications.

14.2. Assignment

Advisers Act Compliance: Under the Investment Advisers Act of 1940, Orizon Analytics LLC may not assign this agreement to a third party without your consent.

• Notice: In the event of a proposed assignment (e.g., a change of control), we will provide you with written notice via email or the Platform.
• Negative Consent: Consistent with industry standards, if you do not object to the assignment within sixty (60) days of such notice, or if you continue to use the Services after the notice period, your consent to the assignment will be deemed granted.

14.3. Force Majeure

Orizon is not liable for delays or failures resulting from causes beyond our reasonable control, including acts of God, internet outages, or third-party service interruptions.

14.4. Electronic Delivery & Communications

By using the Platform, you consent to receive all communications from Orizon electronically, including but not limited to: agreements, privacy notices, regulatory disclosures (such as Form ADV Part 2), and account statements.

14.5. Export and Sanctions

You represent that you are not located in a sanctioned region or on any U.S. government restricted-party list. You agree to comply with all U.S. export-control and sanctions laws.

14.6. Severability & Survival

If any provision is held unenforceable, the remainder stays in effect. Provisions regarding Intellectual Property, Fiduciary Duty, Liability, and Dispute Resolution survive termination.

15. CONTACT INFORMATION

We encourage you to contact us via email for the fastest response. As the service evolves, additional support options, including a contact form or help center, may be made available within the platform.