Terms of Service
Critical legal notice & jurisdictional notice
Please read these Terms of Service carefully before utilizing the QuantFlow platform, web services, algorithms, or API connectors. By creating an account, generating API tokens, or deploying strategy workflows, you acknowledge that you have read, understood, and agree to be bound by all terms, conditions, and disclaimers set forth herein. If you do not unconditionally agree to these terms, do not access or use the software.
1.Identification of Entity & Binding Agreement
These Terms of Service ("Terms") constitute a legally binding agreement between you, whether personally or on behalf of an entity ("User", "you", or "your"), and QuantFlow Technologies Inc. ("QuantFlow", "Company", "we", "us", or "our"), governing your access to and use of the quantflow.ca website, algorithmic strategy builders, mathematical factor models, container execution instances, and related electronic software services (collectively, the "Platform" or "Services").
Your access to and use of the Services is conditioned upon your acceptance of and compliance with these Terms, as well as our accompanying Risk Disclosure Statement.
2.Non-Advisory, Non-Broker-Dealer & Pure Technology Provider Status
QuantFlow is exclusively a financial technology software company. QuantFlow is NOT a registered investment adviser, portfolio manager, registered dealer, introducing broker, or commodity trading advisor under Canadian securities regulatory authorities (including the Ontario Securities Commission [OSC], the British Columbia Securities Commission [BCSC], or the Canadian Investment Regulatory Organization [CIRO/IIROC]) or United States regulatory authorities (including the Securities and Exchange Commission [SEC], the Commodity Futures Trading Commission [CFTC], or FINRA).
- No Personalized Advice: QuantFlow does not assess your individual financial status, risk tolerance, retirement objectives, or investment horizons. No content, factor metric, or model output constitutes personalized investment, tax, accounting, or legal advice.
- No Solicitation: Neither the Platform nor any communication from Company personnel constitutes an endorsement, recommendation, offer, or solicitation to buy, sell, or hold any security, derivative, commodity, or currency.
- Discretionary Execution: You retain exclusive discretionary control and responsibility over all trading decisions, strategy formulations, trigger thresholds, position sizing equations, and execution signals dispatched through the Platform.
3.Zero-Custody Architecture & Independent Broker Relationships
QuantFlow operates strictly on a Zero-Custody model. Under no circumstances does QuantFlow accept deposits, hold fiat capital, custody stock certificates or digital assets, clear transactions, or retain withdrawal authority over user funds.
Your trading accounts, margins, collateral, cash balances, and position settlements reside exclusively with your chosen third-party broker-dealer (e.g., Interactive Brokers, Alpaca Securities, Charles Schwab, Tradier, TradeStation). You are bound by your third-party broker's customer account agreement, margin loan agreements, fee schedules, and market conduct rules. QuantFlow is not a party to those agreements.
QuantFlow disclaims all liability for broker downtime, trade execution rejection, account suspensions, forced margin liquidations, or regulatory freezes enacted by your broker-dealer.
4.User API Key Security & Trade-Only Scope Mandate
To connect your strategy flows to third-party brokerage APIs, you will input authenticated API keys and secrets. You expressly agree to:
- Configure Trade-Only Permissions: You MUST restrict all API keys provided to QuantFlow to trading and market quote access only. Under NO circumstances should you provide API keys that possess withdrawal, transfer, ACH, wire, or fund dispersal privileges.
- Maintain Confidentiality: You are solely responsible for maintaining the confidentiality of your credentials, password, and multi-factor authentication devices.
- Immediate Notification: You agree to notify QuantFlow immediately at security@quantflow.ca if you suspect any unauthorized access or security compromise involving your account or API credentials.
5.Algorithmic Execution, Latency & Connectivity Disclaimers
Automated execution relies on continuous network connections, cloud servers, SIP data feeds, and broker REST/WebSocket endpoints. You acknowledge that:
- Network latency, packet drops, clock drift, exchange circuit breakers, or API rate limits may cause orders to be delayed, filled at prices substantially different from expected targets (slippage), or rejected outright.
- In the event of rapid market volatility or black swan gap openings, stop-loss orders submitted through automated routines may execute far below intended price stops.
- You are responsible for regularly monitoring your active container workflows and verifying order statuses in your broker's direct trader workstation or mobile terminal.
6.Hybrid ML & Student-t Markov Model Disclaimers
All quantitative metrics (including Sharpe ratios, Sortino ratios, alpha/beta values, and Hybrid ML + Student-t Markov price distribution projections) are mathematical calculations based on historical data assumptions and theoretical probability distributions. Financial markets are subject to non-stationary regime changes, structural shifts, and extreme tail risk that mathematical models cannot predict. Model projections do not represent guaranteed outcomes.
7.Acceptable Use & Prohibited Market Manipulation
You agree not to use the Platform to engage in any unlawful trading practices or violate exchange regulations, including but not limited to:
- Spoofing, layering, wash trading, or marking the close;
- Generating abusive high-frequency quote spamming that violates broker order-to-trade ratio limits;
- Attempting to decompile, reverse engineer, or extract proprietary algorithms from QuantFlow software;
- Reselling, sublicensing, or white-labeling the Platform without express written authorization.
8.Subscriptions, Billing & Cancellation
Paid subscriptions (Pro Quant, Fund & Institutional) are billed in advance on a recurring monthly or annual basis. You may cancel your subscription at any time via your account settings. Upon cancellation, your subscription will remain active until the end of the current paid billing cycle, after which live container runners will be decommissioned. Due to compute and cloud infrastructure reservations, subscription fees are non-refundable.
9.Indemnification
You agree to defend, indemnify, and hold harmless QuantFlow Technologies Inc., its directors, officers, employees, affiliates, agents, and software contributors from and against any and all claims, damages, obligations, losses, liabilities, costs, debts, and expenses (including legal and attorney fees) arising from: (a) your use of or access to the Platform; (b) any trade executed, order dispatched, or financial loss incurred via your strategy flows; (c) your violation of any term of these Terms; or (d) your violation of any third-party right, including broker agreements or exchange regulations.
10.Absolute Exclusion of Warranties & Limitation of Liability
THE PLATFORM, SERVICES, AND SOFTWARE ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, TIMELINESS, OR NON-INFRINGEMENT.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL QUANTFLOW TECHNOLOGIES INC., ITS OFFICERS, DIRECTORS, OR DEVELOPERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING LOSS OF PROFITS, LOSS OF CAPITAL, TRADING LOSSES, BROKER LIQUIDATIONS, SYSTEM INTERRUPTIONS, OR DATA CORRUPTION ARISING OUT OF OR IN CONNECTION WITH THE USE OR INABILITY TO USE THE SERVICES.
IN NO EVENT SHALL QUANTFLOW'S TOTAL AGGREGATE LIABILITY EXCEED THE GREATER OF ONE HUNDRED CANADIAN DOLLARS ($100.00 CAD) OR THE TOTAL FEES PAID BY YOU TO QUANTFLOW IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE CLAIM.
11.Governing Law & Dispute Resolution
These Terms and any dispute or claim arising out of or related thereto shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without giving effect to any choice or conflict of law provision. Any legal suit, action, or proceeding arising out of or related to these Terms shall be instituted exclusively in the courts of Toronto, Ontario, Canada.
12.Contact Information
If you have any questions, legal inquiries, or formal notices regarding these Terms, please contact our legal and compliance department:
Email: legal@quantflow.ca • Toronto, ON, Canada