Terms of Service

Last updated: 2026-05-12 Version: 1.0

These Terms of Service ("Terms") form a binding agreement between you ("you" or "User") and Numinor Systems Limited, a company incorporated in Hong Kong with its registered office in Hong Kong SAR ("Numinor", "we", "us", or "our"), governing your access to and use of the websites, applications, research, code, data, and other services made available by Numinor at numinor.io and related subdomains (collectively, the "Platform").

By creating an account, signing in, or otherwise accessing or using the Platform, you confirm that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you do not agree, you must not use the Platform.

1. Definitions

In these Terms:

• "Account" means the account you create on the Platform to access its features.
• "Confidential Information" means any non-public information you access through the Platform, including but not limited to source code, methodologies, datasets, factor constructions, backtest results, and any documentation or research artifact not explicitly marked as public.
• "Content" means all research papers, methodologies, code, notebooks, data, figures, text, images, audio, video, and other materials made available by Numinor through the Platform.
• "Research" means whitepapers, technical notes, and other research artifacts published by Numinor on the Platform.
• "Subscription" means a paid plan you elect, granting access to specified features and usage allowances.
• "User Content" means any content you provide to the Platform, including questions submitted to the AI helper, sandbox inputs, account information, and feedback.

2. Eligibility

You may use the Platform only if:

1. You are at least 18 years of age (or the age of legal majority in your jurisdiction, whichever is higher);
2. You have the legal capacity to enter into a binding agreement;
3. You are not barred from receiving services under the laws of Hong Kong, your country of residence, or any other applicable jurisdiction (including economic sanctions regimes administered by the United Nations, Hong Kong, the United States Office of Foreign Assets Control, the European Union, or the United Kingdom);
4. You are not a competitor of Numinor accessing the Platform for the purpose of replicating, benchmarking, or undermining the Platform without our prior written consent.

If you are creating an Account on behalf of an organization, you represent and warrant that you are authorized to bind that organization, and "you" in these Terms refers both to you personally and to that organization.

3. Account Registration and Security

3.1 Accuracy. You agree to provide accurate, current, and complete information at registration and to keep it updated.

3.2 Single Account. Each individual is entitled to one Account. You may not share your credentials, allow others to use your Account, or impersonate any other person or entity.

3.3 Security. You are responsible for maintaining the confidentiality of your credentials and for all activity that occurs under your Account. You must promptly notify us at tyl@numinor.io of any unauthorized use or suspected compromise of your Account.

3.4 Identity Verification. We may at any time request additional information or documentation to verify your identity, affiliation, or eligibility under these Terms. Failure to provide such information may result in suspension or termination of your Account.

4. The Platform and Subscription Tiers

4.1 What we provide. The Platform offers, depending on your Subscription tier:

• Access to read research papers and methodologies published by Numinor;
• A sandbox environment in which you may execute provided code against sample or licensed datasets;
• A data API and Model Context Protocol (MCP) interface for programmatic access to specified datasets;
• An AI-powered helper that answers questions about the research and methodologies grounded in our knowledge base;
• Such other features as we may add from time to time.

4.2 Free Tier. We may offer a free tier with limited features and usage caps, as described on the Platform. We reserve the right to modify, limit, or discontinue the free tier at any time.

4.3 Paid Tiers. Paid Subscriptions, when offered, are subject to the pricing and feature descriptions on the Platform at the time of purchase, and to such additional order forms, data license agreements, or master services agreements as may be agreed in writing between you (or your organization) and Numinor.

4.4 Changes to the Platform. We may modify, suspend, or discontinue any feature of the Platform at any time, with or without notice. We are not liable to you or any third party for any such modification, suspension, or discontinuation.

5. License Grant by Numinor to You

5.1 Grant. Subject to your compliance with these Terms and any applicable order form, Numinor grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license, during the term of your Account, to:

• Access and read Content on the Platform for your internal evaluation, research, and learning;
• Execute provided code in the sandbox solely as enabled by the Platform interface;
• Download permitted artifacts published on the Platform (such as research-paper PDFs) for your internal evaluation, research, and learning.
• For paid tiers, additionally download such other data files and artifacts as are designated for your tier.

5.2 No other rights. No other rights are granted, expressly or by implication. All rights not expressly granted to you are reserved by Numinor and its licensors.

6. Restrictions

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

6.1 Redistribute or republish the Content, in whole or in part, in any form, including but not limited to: publishing the Content on another website, repository, or service; including the Content in publications you sell or distribute; using the Content as the basis for a competing product or service.

6.2 Resell, sublicense, or commercially exploit the Content or your access to the Platform, except as expressly permitted under a written agreement with Numinor.

6.3 Scrape, crawl, harvest, or systematically extract Content from the Platform using automated means (including bots, scripts, headless browsers, or third-party scraping services) other than as expressly enabled by the Platform's documented API. You will not bypass rate limits, CAPTCHAs, IP-based access controls, or other technical measures designed to limit access.

6.4 Reverse engineer, decompile, or disassemble any closed-source component of the Platform, except to the extent that such activity is expressly permitted by applicable law notwithstanding this restriction.

6.5 Remove, obscure, or alter any proprietary notices, watermarks, identifiers, or attribution embedded in or accompanying the Content.

6.6 Use the Platform to train, fine-tune, or otherwise improve any machine learning model that you or a third party will commercialize, distribute, or use to compete with Numinor, without our prior written consent.

6.7 Misuse the AI helper or sandbox to generate content that is unlawful, harmful, fraudulent, abusive, infringing, or that probes the Platform for vulnerabilities outside the scope of a coordinated disclosure program.

6.8 Access the Platform for the purpose of competitive analysis, benchmarking against a competing service, or replicating its features.

6.9 Use the Platform in any manner that violates applicable law, regulation, or third-party rights.

7. Your Content and Feedback

7.1 Ownership. You retain all ownership rights in User Content you provide. You grant Numinor a worldwide, non-exclusive, royalty-free, sublicensable license to host, store, transmit, display, process, and analyze your User Content solely as needed to operate, maintain, secure, and improve the Platform, and to comply with legal obligations.

7.2 Aggregate analytics. We may compute aggregated, de-identified statistics from User Content (for example, what users ask the AI helper most frequently, where retrieval is weakest) to improve the Platform and to inform future research priorities. We will not disclose User Content in a form that personally identifies you, except as required by law or as otherwise permitted by these Terms or our Privacy Policy.

7.3 Feedback. If you provide suggestions, ideas, or feedback to Numinor, you grant us a perpetual, irrevocable, worldwide, royalty-free license to use such feedback for any purpose, including incorporating it into the Platform, without obligation to you.

8. Numinor Intellectual Property

8.1 Ownership. As between you and Numinor, Numinor and its licensors own all right, title, and interest in and to the Platform and the Content, including all underlying intellectual property rights (copyrights, patents, trademarks, trade secrets, and related rights).

8.2 Methodology and derivative work. Without limiting Section 8.1, the methodologies, factor constructions, network-routing approaches, code, data dictionaries, and research artifacts published or made available by Numinor are the original intellectual property of Numinor. You acknowledge that nothing in these Terms transfers ownership of any such intellectual property to you.

8.3 Trademarks. "Numinor", "Numinor Systems", the Numinor logomark, and other names, logos, and product names associated with the Platform are trademarks of Numinor. You may not use these marks without our prior written permission.

8.4 Upstream data. The Platform may incorporate data licensed from third-party data providers. Your access to such data is subject to additional terms, which we will communicate where applicable. You may not use third-party data outside the scope permitted by Numinor's license with the upstream provider.

9. Confidentiality

9.1 You acknowledge that Confidential Information accessed through the Platform is the confidential and proprietary information of Numinor.

9.2 You will: (a) use Confidential Information only for the purpose of your internal evaluation and research as permitted by these Terms; (b) protect Confidential Information using at least the same degree of care that you use to protect your own confidential information of similar importance, but in no event less than reasonable care; and (c) not disclose Confidential Information to any third party except to your employees and contractors who have a need to know it for the purposes permitted under these Terms and who are bound by confidentiality obligations no less protective than those in these Terms.

9.3 The obligations in this Section 9 survive termination of these Terms and continue for so long as the Confidential Information remains genuinely confidential.

10. Disclaimers

10.1 Not investment advice. THE CONTENT, INCLUDING ALL RESEARCH, METHODOLOGIES, FACTOR CONSTRUCTIONS, BACKTEST RESULTS, AND AI HELPER OUTPUTS, IS PROVIDED FOR INFORMATIONAL AND RESEARCH PURPOSES ONLY. IT DOES NOT CONSTITUTE INVESTMENT ADVICE, A RECOMMENDATION, AN OFFER OR SOLICITATION TO BUY OR SELL ANY SECURITY, OR AN ENDORSEMENT OF ANY INVESTMENT STRATEGY. Past performance reported in backtests is not indicative of future results. You are solely responsible for any investment, trading, or other decisions you make and for the consequences thereof. Before making any investment decision, you should consult with a qualified, licensed financial advisor in your jurisdiction.

10.2 No professional advice. Nothing on the Platform constitutes legal, tax, accounting, regulatory, or other professional advice. Consult qualified professionals before acting.

10.3 "As is" basis. THE PLATFORM AND ALL CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE.

10.4 No accuracy guarantee. Without limiting the foregoing, we do not warrant that the Content is accurate, complete, current, error-free, or free from harmful components. Research findings reflect our analysis at the time of publication and may be superseded by subsequent research. Data may contain errors, gaps, or biases inherited from upstream sources.

10.5 AI helper output. Responses from the AI helper are generated by a large language model and may contain errors, omissions, or hallucinations. You should independently verify any factual claim before relying on it.

11. Limitation of Liability

11.1 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL NUMINOR, ITS AFFILIATES, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE PLATFORM OR THE CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT NUMINOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

11.2 IN NO EVENT WILL NUMINOR'S AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS, YOUR USE OF THE PLATFORM, OR THE CONTENT EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID TO NUMINOR FOR SUBSCRIPTIONS IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED HONG KONG DOLLARS (HKD 100).

11.3 The limitations in this Section 11 will apply notwithstanding the failure of essential purpose of any limited remedy.

12. Indemnification

You will defend, indemnify, and hold harmless Numinor and its affiliates, and their respective officers, directors, employees, and agents, from and against any third-party claims, losses, damages, liabilities, costs, and expenses (including reasonable legal fees) arising out of or relating to: (a) your breach of these Terms; (b) your User Content; (c) your investment, trading, or other decisions based on the Content; or (d) your violation of any law or third-party right.

13. Term and Termination

13.1 Term. These Terms remain in effect for as long as you have an Account or otherwise use the Platform.

13.2 Termination by you. You may terminate at any time by deleting your Account through the Platform interface or by emailing tyl@numinor.io.

13.3 Termination by us. We may suspend or terminate your Account or your access to the Platform at any time, with or without cause and with or without notice, including if we reasonably believe you have breached these Terms.

13.4 Effect of termination. Upon termination: (a) your license under Section 5 ends immediately; (b) you must promptly cease all use of the Content; (c) we may delete your User Content, subject to any retention requirements imposed by law; (d) Sections 6 (Restrictions, as to Content already received), 7 (limited license to User Content already received), 8 (IP), 9 (Confidentiality), 10 (Disclaimers), 11 (Liability), 12 (Indemnification), 14 (Governing Law and Disputes), and any other provision that by its nature should survive, will survive.

14. Governing Law and Dispute Resolution

14.1 Governing law. These Terms, and any dispute arising out of or in connection with them, are governed by the laws of Hong Kong Special Administrative Region, without regard to its conflict-of-laws rules.

14.2 Exclusive jurisdiction. You and Numinor irrevocably agree that the courts of Hong Kong have exclusive jurisdiction to settle any dispute, claim, or controversy arising out of or in connection with these Terms or your use of the Platform.

14.3 Equitable relief. Notwithstanding Section 14.2, Numinor may seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property, confidential information, or other rights.

15. Modifications to These Terms

We may modify these Terms from time to time. If we make material changes, we will notify you by posting the updated Terms on the Platform and, where reasonably feasible, by email. The updated Terms become effective when posted (or such later date as we specify). Your continued use of the Platform after the effective date constitutes your acceptance of the updated Terms. If you do not agree to the updated Terms, you must stop using the Platform.

16. Compliance with Laws

You agree to comply with all applicable laws and regulations in your use of the Platform, including without limitation export-control laws, economic sanctions, anti-bribery and anti-corruption laws, and data-protection laws. You represent that you, your organization, and the end uses of the Content are not subject to any restriction that would make your use of the Platform unlawful.

17. General

17.1 Entire agreement. These Terms, together with the Privacy Policy and any order form or subscription terms incorporated by reference, constitute the entire agreement between you and Numinor regarding the Platform.

17.2 Severability. If any provision is held unenforceable, the remaining provisions will continue in full force.

17.3 No waiver. No failure or delay by Numinor in exercising any right will operate as a waiver.

17.4 Assignment. You may not assign or transfer these Terms without our prior written consent. Numinor may assign these Terms freely, including in connection with a merger, acquisition, or sale of assets.

17.5 Force majeure. Numinor is not liable for any failure to perform caused by circumstances beyond our reasonable control.

17.6 Notices to Numinor. Notices must be sent to: Numinor Systems Limited, attn: Tom Liu, at tyl@numinor.io.

17.7 Notices to you. We may give notice through the Platform interface, by email to the address associated with your Account, or by any other lawful means.

17.8 Language. These Terms are written in English. Translations are provided for convenience; in case of conflict, the English version prevails.

Numinor Systems Limited, Hong Kong Contact: tyl@numinor.io