Subscription Agreement & Terms of Service

Article 1Definitions

The following capitalized terms have the meanings set out below when used in this Agreement.

Service

The Define Your Risk software platform, including the VAY™ Screener, PnL Calculator, Option Pricing Calculator, browser extensions, APIs, associated tools, dashboards, data feeds, alerts, written content, videos, and any other software or content made available by DYR to Subscribers under this Agreement.

Content

All text, data, calculations, charts, ratings, scores (including VAY™ scores and derived percentiles), commentary, and other material displayed within, delivered through, or generated by the Service.

Subscription

Your paid or trial right to access the Service during a specified term, as described on the Service's pricing page at the time of purchase.

Third-Party Data

Market data, quotes, implied volatility values, earnings calendars, options-chain data, and any other information supplied to DYR by third-party providers (including but not limited to iVolatility, CBOE, Finnhub, FRED, and any brokerage-connectivity partners) and passed through to Subscribers via the Service.

User Content

Any information you input into the Service, including watchlists, custom trades, scenarios, and account-connection credentials handled through third-party integrations.

Article 2Grant of License

Subject to your continuing compliance with this Agreement and payment of applicable fees, DYR grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service for your own educational, research, and internal business purposes during the term of your Subscription, subject to the features, authorized users, and usage limits of your plan, applicable market-data licenses, and applicable law.

This license does not convey any ownership interest in the Service or the Content. All rights not expressly granted are reserved to DYR and its licensors.

Article 3Subscription, Fees & Renewal

Subscription plans, features, and prices are described on the Service's current pricing page. Fees are billed in advance for the applicable subscription term (monthly, annually, or as otherwise specified) and are payable in U.S. dollars.

3.1 Auto-Renewal

Unless you cancel prior to the end of your then-current term, your Subscription will automatically renew for successive terms of the same duration at the then-current standard rate. You may cancel auto-renewal at any time through your account settings; cancellation takes effect at the end of the current billing period.

3.2 Refunds

Subscription fees are non-refundable. You may cancel your Subscription at any time to prevent future charges; DYR does not offer partial refunds for unused portions of the then-current billing period.

3.3 Price Changes

DYR may modify Subscription fees on renewal by giving Subscribers at least thirty (30) days' advance notice by email. Continued use following the notice period constitutes acceptance of the revised fees.

Article 4Educational Purpose · No Investment Advice

The Service is provided solely for informational, educational, and research purposes. Nothing published, displayed, calculated, or transmitted through the Service constitutes, and nothing should be construed as: (a) a recommendation to buy, sell, hold, or transact in any security, option, derivative, or other financial instrument; (b) investment, financial, legal, accounting, or tax advice; (c) an offer or solicitation to buy or sell any security in any jurisdiction; or (d) a personalized suitability determination for any Subscriber.

DYR does not know your financial situation, investment objectives, risk tolerance, time horizon, or tax status. The Content is general in nature and applies impersonally to a broad audience. You are solely responsible for evaluating whether any information provided is appropriate for your circumstances, and for consulting with your own licensed investment adviser, broker-dealer, and tax professional before acting on any information obtained through the Service.

Any ratings, scores, rankings, opportunity lists (including the "Top Opportunities" panel of the VAY™ Screener), heatmaps, term structures, and similar outputs are quantitative summaries derived from historical and current market data. They are not "buy" or "sell" recommendations and are not tailored to any Subscriber's individual circumstances.

Article 5No Broker-Dealer, Investment Adviser, or Fiduciary Relationship

DYR is not a broker-dealer registered with the U.S. Securities and Exchange Commission (the "SEC") or FINRA. DYR is not an investment adviser registered with the SEC or any state securities regulator, is not a Commodity Trading Advisor, is not a Commodity Pool Operator, and does not act in any fiduciary capacity with respect to any Subscriber.

DYR does not custody Subscriber funds or securities, does not execute trades on behalf of Subscribers, and does not receive transaction-based compensation from any broker or exchange in connection with a Subscriber's trading activity. Any brokerage-connectivity feature is provided as a data-display convenience only; execution occurs at the Subscriber's own broker under that broker's separate agreements.

Article 6Nature of Options Trading · Risk Disclosure

Options trading is highly speculative and involves a substantial risk of loss, including the potential loss of the entire amount invested and, in the case of uncovered short options positions, losses exceeding the amount invested and potentially the value of the Subscriber's brokerage account.

Before trading options, you must read and understand the standardized risk disclosure document published by The Options Clearing Corporation, "Characteristics and Risks of Standardized Options," available at theocc.com/company-information/documents-and-archives/options-disclosure-document. That document, together with any supplements, is incorporated by reference into this Agreement.

You acknowledge that:

Article 7Third-Party Data · Accuracy · Delays

The Service depends on Third-Party Data supplied by external market-data vendors, exchanges, and index providers. This data may be delayed (in some cases by 15 minutes or more), incomplete, corrected retroactively, or temporarily unavailable. Certain calculations displayed by the Service (including live options-chain data, implied-volatility surfaces, and derived percentile ranks) rely on such Third-Party Data and inherit its limitations.

DYR does not warrant the accuracy, timeliness, completeness, or fitness of any Third-Party Data for any purpose. All Third-Party Data is provided "as available" from its source, and DYR disclaims any liability arising from errors, omissions, or delays in Third-Party Data or from the unavailability of any third-party service on which the Service depends.

Article 8No Guarantee of Results · Past Performance

Any past performance, backtest, hypothetical scenario, historical volatility ranking, or example trade shown within the Service is provided for illustrative and educational purposes only. Past performance is not indicative of future results. Backtested and hypothetical performance results have inherent limitations, including that they are prepared with the benefit of hindsight and do not reflect actual trading, the impact of fees and slippage on live orders, or the emotional and behavioral effects of live decision-making.

No representation is made that any Subscriber will or is likely to achieve profits or losses similar to those shown. Any statement, projection, or forward-looking indication regarding a security, strategy, or market condition is an opinion, subject to change without notice, and should not be relied upon as fact.

Article 9Subscriber Representations & Responsibilities

By using the Service, you represent and warrant that:

Article 10Prohibited Uses

You agree not to, and not to permit any third party to:

You are responsible for integrations you configure, the authority and accuracy of information you supply, and compliance with the terms of independently operated services. An authorized integration does not expand access to another customer’s private information or grant rights to redistribute licensed data. DYR does not warrant independently operated integrations or data sources, subject to obligations that cannot lawfully be excluded.

Article 11Intellectual Property

The Service and all Content, together with all associated trademarks (including "DYR," "Define Your Risk," and "VAY™"), copyrights, patents, trade secrets, and other intellectual-property rights, are and remain the exclusive property of DYR and its licensors. Nothing in this Agreement transfers to you any ownership right in the Service or the Content.

You retain ownership of your User Content. You grant DYR a worldwide, royalty-free, non-exclusive license to host, store, reproduce, process, analyze, and display eligible User Content to provide, administer, operate, maintain, and improve the Service and, subject to the Privacy Policy, Article 20, required permissions, applicable law, and third-party restrictions, for research, analytics, testing, evaluation, product development, and model development supporting existing or future products and services. This license does not waive privacy rights or authorize disclosure of private customer records to other customers. Processing already collected information remains subject to the commitments and permissions applicable to that information.

Article 12Disclaimer of Warranties

The Service, the Content, and all Third-Party Data are provided on an "as is" and "as available" basis, with all faults and without warranty of any kind. To the maximum extent permitted by applicable law, DYR, its affiliates, officers, employees, agents, licensors, and suppliers disclaim all warranties, express, implied, statutory, or otherwise, including without limitation warranties of merchantability, fitness for a particular purpose, non-infringement, accuracy, completeness, timeliness, uninterrupted availability, and any warranties arising from course of dealing or usage of trade. No advice or information, whether oral or written, obtained from DYR or through the Service will create any warranty not expressly stated in this Agreement.

Article 13Limitation of Liability

To the maximum extent permitted by applicable law, in no event shall DYR, its affiliates, officers, directors, members, managers, employees, agents, licensors, or suppliers be liable to you or any third party for any (a) trading losses, lost profits, lost revenues, lost opportunities, or diminution in portfolio value; (b) indirect, incidental, special, consequential, exemplary, or punitive damages; or (c) any damages arising from your use of, or inability to use, the Service, the Content, or any Third-Party Data — whether based in contract, tort (including negligence), strict liability, or any other legal theory, and whether or not DYR has been advised of the possibility of such damages.

In all events, DYR's aggregate liability to you for any and all claims arising out of or relating to this Agreement or the Service, whether in contract, tort, or otherwise, shall not exceed the greater of (i) one hundred U.S. dollars ($100.00) or (ii) the total subscription fees actually paid by you to DYR during the twelve (12) months immediately preceding the event giving rise to the claim.

The parties acknowledge that the fees payable under this Agreement have been set in reliance on the disclaimers and limitations in Articles 12 and 13, and that those disclaimers and limitations are an essential part of the bargain between the parties. Some jurisdictions do not permit certain of the exclusions or limitations set out above; in those jurisdictions the exclusions and limitations apply to the fullest extent permitted by applicable law.

Article 14Indemnification

You agree to defend, indemnify, and hold harmless DYR, its affiliates, and each of their respective officers, directors, members, managers, employees, agents, licensors, and suppliers (each an "Indemnified Party") from and against any and all claims, damages, losses, liabilities, judgments, settlements, costs, and expenses (including reasonable attorneys' fees) arising out of or in connection with: (a) your use or misuse of the Service or the Content; (b) any breach of this Agreement by you; (c) any trading activity or investment decision undertaken by you; (d) your violation of any applicable law or the rights of any third party; or (e) any User Content you submit.

DYR reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with DYR in asserting any available defenses.

Article 15Term & Termination

This Agreement takes effect on the Effective Date and continues for the duration of your Subscription. Either party may terminate this Agreement by written notice for any reason or no reason; DYR may additionally suspend or terminate your access immediately, without notice, if you breach this Agreement or if DYR is required to do so by law or to protect the Service or its users.

Upon termination, your license to access the Service ends immediately. Articles 4 through 14 and Articles 16 through 20 survive termination.

Article 16Governing Law · Arbitration · Class Waiver

16.1 Governing Law

This Agreement is governed by the laws of the State of New York, without regard to its conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

16.2 Binding Arbitration

Any dispute, claim, or controversy arising out of or relating to this Agreement or the Service (a "Dispute") that is not first resolved through informal negotiation within thirty (30) days after written notice shall be resolved by binding arbitration administered by JAMS pursuant to its Streamlined Arbitration Rules and Procedures then in effect. The arbitration shall be conducted by a single arbitrator, seated in New York, New York, and conducted in English. Judgment on the arbitrator's award may be entered in any court of competent jurisdiction.

16.3 Class Action Waiver

Each party may bring claims against the other only in an individual capacity and not as a plaintiff or class member in any purported class, consolidated, or representative proceeding. The arbitrator may not consolidate or join more than one Subscriber's claims and may not preside over any form of representative or class proceeding.

16.4 Limited Court Recourse

Notwithstanding Section 16.2, either party may bring an individual action in small-claims court, and either party may seek injunctive or other equitable relief in any court of competent jurisdiction to protect intellectual-property rights.

Article 17Modifications to this Agreement

DYR may modify this Agreement from time to time. Material changes will be posted to the Service and communicated to Subscribers by email at least thirty (30) days before they take effect (or as soon as practicable if a shorter period is required by law). Your continued use of the Service after the effective date of any modification constitutes your acceptance of the modified Agreement. If you do not agree to a modification, your sole and exclusive remedy is to cancel your Subscription before the modification takes effect.

Article 18Miscellaneous

18.1 Entire Agreement

This Agreement, including Article 20 concerning artificial intelligence and model development, together with DYR's Privacy Policy and any pricing terms displayed at the time of purchase, constitutes the entire agreement between you and DYR regarding the Service and supersedes any prior or contemporaneous agreements on the same subject. Where DYR and a Subscriber have signed a separate written agreement, that agreement governs any conflict to the extent it expressly provides.

18.2 Severability

If any provision of this Agreement is held to be unenforceable, that provision will be modified only to the minimum extent necessary to make it enforceable, and the remaining provisions will continue in full force and effect.

18.3 No Waiver

DYR's failure to enforce any right or provision of this Agreement will not be deemed a waiver of that right or provision.

18.4 Assignment

You may not assign or transfer this Agreement or any rights hereunder without DYR's prior written consent. DYR may assign this Agreement in connection with a merger, acquisition, reorganization, or sale of all or substantially all of its assets.

18.5 Force Majeure

DYR is not liable for any failure or delay in performance caused by events beyond its reasonable control, including acts of God, war, terrorism, civil unrest, labor disputes, internet or utility failures, or the acts or omissions of third-party data providers, hosting providers, or brokers.

18.6 Notices

Notices to DYR Capital Group LLC must be sent by email to support@defineyourrisk.com or by mail to DYR Capital Group LLC, 180 Vineyard Rd, Cotuit, MA 02635, United States. Notices to you may be sent to the email address on file for your account and are deemed given when sent.

18.7 Independent Contractors

The parties are independent contractors. Nothing in this Agreement creates a partnership, joint venture, agency, or employment relationship between the parties.

Article 19Electronic Signature & Consumer Acknowledgment

By clicking "I Agree" (or any equivalent button or checkbox) or by continuing to access the Service after having been presented with this Agreement, you (a) consent to receive communications and to conduct business with DYR electronically, (b) agree that your electronic acceptance has the same legal force and effect as a handwritten signature under the Electronic Signatures in Global and National Commerce Act (E-SIGN) and the Uniform Electronic Transactions Act (UETA) as adopted in your jurisdiction, and (c) acknowledge that you have read, understood, and agree to be bound by all provisions of this Agreement, including the risk disclosures in Articles 4 through 8, the disclaimers and limitation of liability in Articles 12 and 13, and the binding-arbitration and class-action-waiver provisions in Article 16.

Article 20Artificial Intelligence and Model Development

20.1 Inputs and Permitted Development

Artificial intelligence and machine learning functionality, and related development activities, are governed by this Agreement and the Privacy Policy. Subject to the license in Article 11, required permissions, applicable law, and third-party restrictions, DYR may process eligible User Content and service information for operations, research, analytics, testing, evaluation, and product and model development. These activities may include developing, training, fine tuning, validating, and improving software, algorithms, and models supporting existing or future products and services.

You retain your rights in User Content and are responsible for having authority to submit it and permit its authorized processing. Processing information to provide a requested calculation or response does not, by itself, establish permission to use that information for model training. Before using personal information for a training program, DYR establishes an appropriate legal basis for the actual purpose, provides required disclosures, and obtains required permissions. Passwords, access secrets, and brokerage account numbers are excluded from model training datasets.

20.2 Confidentiality and External Providers

Private customer records are not made available to other customers by default. Where sharing functionality is offered, sharing requires an affirmative action by the customer or an authorized representative and is disabled by default. Company personnel, contractors, and providers may access information only where authorized and reasonably necessary for assigned responsibilities and permitted purposes, subject to appropriate confidentiality and access restrictions.

Development rights do not authorize disclosure of private customer records through models, responses, or other service outputs. Providers supporting DYR’s AI processing or development may process private customer information only to perform services for DYR under appropriate contractual restrictions and may not use it to train their independent general-purpose models.

20.3 Ownership and Outputs

DYR retains its rights in its software, models, algorithms, and technologies, subject to customer and third-party rights. Authorized processing or inclusion in a development program does not transfer ownership of User Content to DYR. Rights to use outputs remain governed by this Agreement and applicable law.

AI-assisted outputs may contain errors, omissions, or unsuitable assumptions and may not be appropriate for a particular decision. You are responsible for reviewing relevant inputs, assumptions, and results before relying on an output. The financial risk disclosures in this Agreement continue to apply, and you remain responsible for trading and investment decisions. Different customers may receive similar general outputs; similarity does not authorize disclosure of another customer’s private inputs or records.

20.4 Privacy Choices and Retention

Notices, permissions, privacy choices, and retention are governed by the Privacy Policy and applicable law. Where model training relies on consent, consent is specific to the relevant use and may be withdrawn without withdrawal of access to the underlying service. Applicable rights to object, request erasure, or exercise other privacy rights remain available. Inclusion in a training dataset or model does not automatically eliminate privacy obligations.

This Article does not constitute blanket consent to undisclosed future processing or override prior commitments concerning information already collected. Amendments remain subject to Article 17, and any additional disclosure or permission required for a new use of personal information is addressed before that use begins.

20.5 Availability and Responsibility

The Agreement’s availability, warranty, integration, and liability provisions apply to AI functionality to the extent permitted by law. This Article does not create a separate commitment concerning uptime, response times, or service credits. Responsibilities and obligations that cannot lawfully be excluded remain unaffected.