DRAFT — FOR ATTORNEY REVIEW, NOT YET IN EFFECT This document is a working draft prepared for legal review. It has not been published and creates no rights or obligations. Remove this banner at publication.
Effective Date: [EFFECTIVE DATE]
These Terms of Service ("Terms") are a legal agreement between you and [COMPANY LEGAL NAME — placeholder, likely Starion Ecommerce Inc., attorney to confirm] ("CloverBull," "we," "us," or "our"), the operator of the CloverBull website and application at cloverbull.com (together, the "Service"). Please read them carefully. They include an important Financial Disclaimer (Section 8) that explains what CloverBull is — and, just as importantly, what it is not.
1.1. By creating an account, subscribing to a paid plan, or otherwise accessing or using the Service, you agree to be bound by these Terms and by our [Privacy Policy] and [Refund Policy], which are incorporated into these Terms by reference.
1.2. If you do not agree to these Terms, do not use the Service.
1.3. If you use the Service on behalf of a company or other legal entity, you represent that you have authority to bind that entity, and "you" refers to that entity.
2.1. You must be at least 18 years of age (or the age of legal majority in your jurisdiction, if higher) to use the Service. The Service is not directed to minors, and we do not knowingly allow minors to create accounts.
2.2. You may not use the Service if you are barred from doing so under the laws of your jurisdiction, or if your account has previously been suspended or terminated by us.
2.3. You are responsible for ensuring that your use of the Service complies with all laws and regulations that apply to you, including any securities laws or professional rules applicable in your jurisdiction.
3.1. Registration. To use most features, you must create an account using an email address and password or a supported single sign-on provider (such as Google). You agree to provide accurate, current, and complete information and to keep it up to date.
3.2. One account per user. Each account is personal to you. You may maintain only one account, and you may not share your account or login credentials with anyone else, including within a household, team, or organization. Each person who uses the Service needs their own account and, where applicable, their own subscription.
3.3. Security. You are responsible for safeguarding your credentials and for all activity that occurs under your account, whether or not authorized by you. Notify us promptly at [SUPPORT EMAIL — support@cloverbull.com planned] if you suspect unauthorized access to your account.
3.4. Our rights. We may suspend or refuse registration of any account, and may require you to change your username or reset your credentials, where reasonably necessary to protect the Service or other users.
4.1. Tiers. The Service is offered in a free tier and paid subscription tiers, currently:
Monthly and annual billing options may be offered for paid tiers. Feature sets, limits, and prices for each tier are described on our pricing page and may change as described in Section 4.7 and Section 13.
4.2. Billing via Stripe. Paid subscriptions are billed through Stripe, our third-party payment processor. By subscribing, you authorize us (through Stripe) to charge your chosen payment method the applicable subscription fee, plus any applicable taxes, on a recurring basis (monthly or annually, depending on your plan). We do not store your full card number; payment details are handled by Stripe under its own terms and privacy policy.
4.3. Automatic renewal. Subscriptions renew automatically at the end of each billing period until cancelled. You can cancel at any time through your account's billing settings; cancellation takes effect at the end of the then-current billing period, and you retain paid access until then.
4.4. Free trials. We may offer free trials or promotional pricing. Unless otherwise stated, a trial converts to a paid subscription at the end of the trial period if you do not cancel before it ends.
4.5. Refunds. Refunds are governed by our separate [Refund Policy], which is incorporated into these Terms. Except as stated in the Refund Policy or required by applicable law, subscription fees are non-refundable and we do not provide pro-rated refunds for partial billing periods.
4.6. Failed payments. If a payment fails, we may retry the charge, downgrade your account to the free tier, or suspend paid features until payment is resolved.
4.7. Price changes. We may change subscription prices from time to time. Price changes will not apply retroactively and will take effect no earlier than your next billing period. We will give you reasonable advance notice (for example, by email or in-app notice) of any price increase affecting your subscription, and you may cancel before the new price takes effect.
4.8. Taxes. Fees are exclusive of taxes unless stated otherwise. You are responsible for any applicable sales, use, VAT, or similar taxes, other than taxes on our income.
5.1. You may use the Service only for your own personal, non-commercial research and education, in accordance with these Terms and applicable law.
5.2. You agree that you will not, and will not help or permit anyone else to:
5.3. We may investigate suspected violations and may throttle, suspend, or terminate accounts involved in prohibited conduct, as described in Section 12. We may also report unlawful activity to relevant authorities.
6.1. Our content. The Service and everything in it — including the software, screener implementations and computed results, rankings, scores, signals, narratives, dashboards, design, text, graphics, logos, and the CloverBull name and branding — are owned by us or our licensors and are protected by intellectual property laws. Third-party names of investment methodologies and authors referenced in screener descriptions are the property of their respective owners, and no affiliation or endorsement is implied.
6.2. Your license to use the Service. Subject to these Terms and your applicable subscription tier, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service for your own personal, non-commercial use. No other rights are granted. This license ends when your account is terminated or these Terms are no longer in effect for you.
6.3. Your data. You retain ownership of the content you create in the Service — such as your watchlists, portfolio and journal entries, notes, preferences, and your messages to the AI coach ("User Data"). You grant us a limited license to host, store, process, back up, and display your User Data solely as needed to provide, maintain, secure, and improve the Service. Our handling of personal data is described in our [Privacy Policy].
6.4. Feedback. If you send us suggestions or feedback about the Service, you agree we may use them without restriction or obligation to you.
7.1. Market data. Market prices, fundamentals, earnings data, options data, and other financial data in the Service are supplied by third-party data providers (including Financial Modeling Prep and others). This data is provided "AS IS": it may be delayed, incomplete, estimated, or inaccurate, and we make no warranty of any kind as to its accuracy, completeness, timeliness, or fitness for any purpose. Never rely on data in the Service as your sole source before making a financial decision — verify independently with your broker or a primary source.
7.2. Embedded third-party content. The Service embeds third-party components such as TradingView chart widgets. Such content is provided by its respective operator under its own terms, and we are not responsible for its availability, accuracy, or behavior.
7.3. Other third-party services. The Service relies on third-party infrastructure and processors (including hosting, database, authentication, payment, email, CAPTCHA, and AI providers). We are not responsible for outages, errors, or acts or omissions of these third parties, though we will make reasonable efforts to keep the Service running.
7.4. Links. The Service may link to third-party websites or resources. We do not endorse and are not responsible for them.
PLEASE READ THIS SECTION CAREFULLY. IT DESCRIBES THE FUNDAMENTAL NATURE OF THE SERVICE AND THE LIMITS OF WHAT IT PROVIDES.
8.1. Educational and informational purposes only. CloverBull is a software tool for education, information, and research. Everything in the Service — including screener results, scores, rankings, "buy zone" or conviction indicators, trade signals, entry/exit/stop levels, backtests, model portfolios, alerts, narratives, dashboards, the AI coach, and any other output — is provided for educational and informational purposes only.
8.2. No investment advice; no recommendations. Nothing in the Service is, or should be treated as, investment advice, financial advice, trading advice, tax advice, legal advice, or a recommendation, solicitation, or offer to buy, sell, or hold any security or other financial instrument. Screener results are the mechanical output of published, rules-based methodologies applied to third-party data — they are not personalized to you, do not take into account your financial situation, objectives, or risk tolerance, and a stock appearing (or not appearing) in any screener, list, feed, or signal is not a recommendation to trade it.
8.3. We are not your broker or adviser; no fiduciary duty. CloverBull is not a broker-dealer, is not a registered investment adviser, and is not registered with the U.S. Securities and Exchange Commission, FINRA, the CFTC, the NFA, or any other financial regulator in any capacity. Your use of the Service does not create an adviser-client, broker-customer, fiduciary, or any similar relationship between you and us. We owe you no fiduciary duty. The Service does not connect to any brokerage and cannot place, route, or execute trades; any "tracker" or "journal" features record entries you make manually.
8.4. You make your own decisions; investing involves risk. All investment decisions you make are yours alone, made at your own risk. Trading and investing in securities involves substantial risk, including the possible loss of your entire investment. You should do your own research and consider consulting a licensed financial adviser, broker, accountant, or attorney before making any investment decision. You are solely responsible for evaluating the merits and risks of any use you make of information from the Service.
8.5. Hypothetical and simulated performance — paper trading, model portfolios, backtests, and signal feeds. Certain features — including backtesting, the "Atlas" autonomous paper trader, model-portfolio feeds, strategy tracking, and any current or future signal feeds derived from them — display simulated, hypothetical performance. No real money is traded. HYPOTHETICAL OR SIMULATED PERFORMANCE RESULTS HAVE INHERENT LIMITATIONS. UNLIKE AN ACTUAL PERFORMANCE RECORD, SIMULATED RESULTS DO NOT REPRESENT ACTUAL TRADING. Simulated trades do not involve real market execution, and results may under- or over-compensate for factors such as liquidity, slippage, spreads, commissions, market impact, and the ability to actually obtain displayed prices. Simulated programs are also designed with the benefit of hindsight. NO REPRESENTATION IS BEING MADE THAT ANY ACCOUNT WILL OR IS LIKELY TO ACHIEVE PROFITS OR LOSSES SIMILAR TO THOSE SHOWN. Past performance — whether real or hypothetical — does not guarantee or predict future results.
8.6. AI-generated content. The AI coach and other AI-powered features use large language models provided by third parties (currently Anthropic's Claude models). AI output can be inaccurate, incomplete, outdated, or misleading, and may sound confident while being wrong ("hallucinations"). AI output is not financial advice and is subject to everything else in this Section 8. Do not act on AI output without independently verifying it. AI features are subject to usage caps (such as daily message or token limits), which we may adjust from time to time.
8.7. No guarantee of accuracy or outcomes. We do not warrant that any data, screener result, signal, score, backtest, or other output is accurate, complete, timely, or reliable, or that using the Service will result in profits, avoid losses, or achieve any particular outcome.
8.8. Acknowledgment. By using the Service, you acknowledge that you have read and understood this Section 8 and agree that you use the Service, and any information obtained from it, entirely at your own risk.
9.1. THE SERVICE, AND ALL DATA AND CONTENT AVAILABLE THROUGH IT, ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY, AND NON-INFRINGEMENT.
9.2. Without limiting the above, we do not warrant that: (a) the Service will be uninterrupted, timely, secure, or error-free; (b) any data or output will be accurate, complete, or current; (c) defects will be corrected; or (d) the Service will meet your requirements. We offer no uptime guarantee or service-level agreement. The Service may be modified, suspended, or discontinued, in whole or in part, at any time (see Section 12.4).
9.3. Some jurisdictions do not allow the exclusion of certain warranties, so some of the above exclusions may not apply to you. In that case, warranties are disclaimed to the maximum extent permitted by applicable law.
10.1. TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL CLOVERBULL, ITS OWNERS, OFFICERS, EMPLOYEES, CONTRACTORS, AGENTS, LICENSORS, OR DATA AND SERVICE PROVIDERS BE LIABLE FOR: (a) ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES; (b) ANY TRADING OR INVESTMENT LOSSES, LOST PROFITS, LOST OPPORTUNITIES, LOST DATA, OR LOSS OF GOODWILL; OR (c) ANY DAMAGES ARISING FROM YOUR USE OF, RELIANCE ON, OR INABILITY TO USE THE SERVICE OR ANY DATA OR OUTPUT FROM IT — IN EACH CASE EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE).
10.2. TO THE FULLEST EXTENT PERMITTED BY LAW, OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE TOTAL FEES YOU PAID TO US FOR THE SERVICE IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM (OR, IF YOU HAVE PAID NO FEES, [USD $100 — ATTORNEY TO CONFIRM]).
10.3. Some jurisdictions do not allow the limitation or exclusion of certain damages, so some of the above limitations may not apply to you. In such jurisdictions, our liability is limited to the maximum extent permitted by law. Nothing in these Terms excludes liability that cannot lawfully be excluded, such as liability for fraud or for death or personal injury caused by negligence where applicable law prohibits such exclusion.
10.4. The limitations in this Section 10 are a fundamental basis of the bargain between you and us, and the Service would not be offered at its current prices without them.
You agree to defend, indemnify, and hold harmless CloverBull and its owners, officers, employees, contractors, agents, and licensors from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your use or misuse of the Service; (b) your violation of these Terms or of applicable law; (c) your violation of any third-party right; or (d) any investment or trading decision you make. We reserve the right, at your expense, to assume the exclusive defense and control of any matter subject to indemnification by you, in which case you agree to cooperate with our defense.
12.1. By you. You may stop using the Service and close your account at any time via your account settings or by contacting [SUPPORT EMAIL — support@cloverbull.com planned]. Cancelling a paid subscription takes effect at the end of the current billing period, as described in Section 4.3 and the [Refund Policy].
12.2. By us. We may suspend or terminate your access to all or part of the Service, with or without notice, if: (a) you breach these Terms (including the Acceptable Use rules in Section 5); (b) we are required to do so by law; (c) your account is involved in suspected fraud, abuse, or security risk; or (d) your account has been inactive for an extended period on the free tier. Where practicable and lawful, we will give you notice and a reasonable opportunity to cure a curable breach before terminating a paid account.
12.3. Effect of termination. Upon termination, your license to use the Service ends and your access to paid features stops. We may delete your account data following termination in accordance with our [Privacy Policy] and data-retention practices; you may request deletion of your personal data as described in the [Privacy Policy]. Sections that by their nature should survive termination — including Sections 6, 7, 8, 9, 10, 11, 14, and 15 — will survive.
12.4. Changes to the Service. We are continuously developing the Service and may add, change, limit, or discontinue features (including free-tier features and usage limits) at any time. If we discontinue a paid feature that is material to your subscription, your remedy is to cancel and, where applicable, seek a refund under the [Refund Policy].
13.1. We may update these Terms from time to time. If we make material changes, we will give you reasonable advance notice — for example, by email to your registered address or a prominent in-app notice — before the changes take effect, along with the updated effective date.
13.2. Your continued use of the Service after the updated Terms take effect constitutes your acceptance of them. If you do not agree to the updated Terms, you must stop using the Service and may cancel your subscription before the changes take effect.
13.3. The current version of these Terms will always be available at [TERMS URL — e.g., cloverbull.com/terms].
14.1. Governing law. These Terms, and any dispute arising out of or relating to them or the Service, are governed by the laws of [JURISDICTION — placeholder], without regard to its conflict-of-laws rules.
14.2. Dispute resolution. [ATTORNEY TO DECIDE: binding individual arbitration clause (with class-action and jury-trial waiver, opt-out mechanics, and small-claims carve-out) vs. exclusive court venue in [JURISDICTION].] Pending that decision, the parties will first attempt in good faith to resolve any dispute informally by contacting [SUPPORT EMAIL — support@cloverbull.com planned] before initiating any formal proceeding.
14.3. Severability. If any provision of these Terms is found invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the remaining provisions will remain in full force and effect.
14.4. Waiver. Our failure to enforce any provision of these Terms is not a waiver of our right to do so later.
14.5. Assignment. You may not assign or transfer these Terms or your account. We may assign these Terms in connection with a merger, acquisition, reorganization, or sale of assets.
14.6. Entire agreement. These Terms, together with the [Privacy Policy] and [Refund Policy], are the entire agreement between you and us regarding the Service and supersede any prior agreements on that subject.
Questions about these Terms or the Service can be directed to:
[COMPANY LEGAL NAME — placeholder, likely Starion Ecommerce Inc., attorney to confirm] Email: [SUPPORT EMAIL — support@cloverbull.com planned] Address: [COMPANY MAILING ADDRESS — placeholder]
DRAFT — FOR ATTORNEY REVIEW, NOT YET IN EFFECT. Bracketed items require owner or attorney decisions before publication.