Terms of Service
Last Updated: October 4, 2026
Chapter I – General Provisions and Pre-Registration
Article 1 (Scope and Applicability)
This English version of the Terms of Service is an official translation provided for convenience, and in the event of any conflict or inconsistency between the Japanese version and the English version, the Japanese version shall prevail. These Terms of Service (these "Terms") set forth the conditions for using "Velpha," an asset-management and investment-analysis service provided by Velpha Inc. (the "Company"), including its pre-registration, associated websites, and applications, whether provided as a preview release or an official release (collectively, the "Service"). By using the Service (including completing pre-registration), the user agrees to be bound by these Terms. For the Company's handling of personal data, please refer to the "Privacy Policy," and for the legal nature and limitations of investment information and analytical results, please refer to the "Disclaimer."
Article 2 (Pre-Registration, Registration Numbers, and Referral Program)
1. Pre-registration is a gratuitous procedure to receive updates regarding the official release, development progress, and related announcements of the Service. Agreement to pre-registration and information distribution becomes effective upon completing the prescribed confirmation procedure via the link provided in the confirmation email. Pre-registration does not constitute the creation of an app user account or an application for any future paid services. 2. Registration numbers are assigned sequentially upon completion of email verification, accompanied by a digital Launch Pass displaying the registration number and date of registration. For users holding an active beta account prior to the official release, a status pass indicating the start date of their use under the identical email address will be issued. Under the referral program, referrals are counted when a third party completes email verification via the user's dedicated invitation link, granting status badges corresponding to referral milestones. Referral status does not accelerate or advance a user's registration number or access order. Registration numbers, digital passes, badges, and referral records hold no pecuniary value and may not be transferred, assigned, leased, or converted into cash under any circumstances. 3. Community milestone rewards based on registrant counts are planned initiatives published on the Service. Eligibility, specifics, and scheduling are governed by the terms of each initiative and remain subject to modification or cancellation due to operational necessity. Pre-registration alone does not guarantee access to all features or an invitation on any specific date. 4. Users wishing to unsubscribe from announcements or cancel their pre-registration may contact the Company's support desk at contact@velpha.ai from their registered email address.
Chapter II – Scope and Nature of the Service
Article 3 (Scope of the Service and Fees)
1. The Service encompasses features made available on its interface, including the tracking of asset holdings and transaction histories, visualization of asset allocation and profit-and-loss performance, security discovery, portfolio simulations aligned with investment preferences, AI-assisted analytical reading, and investment schedule management. AI features may be subject to rate limits on request volume within designated periods. During the preview period, available features and eligible users may be limited. Features introduced in development roadmaps are not guaranteed to be available at the commencement of use. 2. The Service is provided free of charge during the pre-registration and preview periods. Users shall bear all telecommunications equipment, software, and internet connectivity expenses necessary to access the Service at their own responsibility and expense. In the event the Company introduces paid plans in the future, the fee schedule, payment terms, contract duration, and renewal and termination conditions will be clearly displayed prior to subscription. Pre-registration or gratuitous use alone will never automatically convert into a paid contract.
Article 4 (Nature of Investment Information and Analytical Results; Disclaimers)
1. The Service is intended solely to provide reference materials to support users' autonomous asset management and investment decision-making. The Company does not engage in investment advisory and agency business, financial instruments intermediary services, or any other Financial Instruments Business as defined under the Financial Instruments and Exchange Act of Japan (FIEA). The Company does not accept, mediate, broker, or execute purchase or sale orders for financial instruments, nor does it hold or custody client funds or assets. 2. Portfolio allocations, analytical metrics, simulation outputs, and responses generated by AI features displayed on the Service do not constitute an offer, solicitation, or recommendation to acquire, hold, or dispose of specific securities or financial instruments, nor do they guarantee future investment returns, profits, or capital preservation. 3. Market data and third-party information integrated into the Service may contain delays, inaccuracies, or omissions, and analytical results are subject to variability based on input data, calculation models, and covered historical periods. Furthermore, AI outputs are generated by probabilistic machine learning algorithms and may contain factual inaccuracies or incomplete information. Historical performance metrics and backtesting results do not guarantee future investment performance. Graphical charts and numerical figures displayed on public pages include hypothetical model cases utilized for explanatory purposes. Investing in financial instruments involves risk of capital depreciation and substantial loss. All final investment decisions shall be made solely at the user's independent discretion and risk, and users should consult qualified professionals (such as certified public accountants, tax advisors, or licensed financial professionals) as necessary.
Chapter III – Account Administration and User Conduct
Article 5 (Account Registration and Eligibility)
1. Use of the Service requires account registration and the fulfillment of eligibility criteria established by the Company (including receipt of an invitation code or grant of preview access). Users shall provide true, accurate, and up-to-date registration information. 2. Minors using the Service must obtain the comprehensive consent of a legal representative (such as a parent or guardian) prior to registration. Individuals registering on behalf of a corporate entity or another party represent and warrant that they hold legitimate authorization to execute such registration and agree to these Terms.
Article 6 (Account Management, Termination, and Deletion)
1. Users are strictly responsible for safeguarding their authentication credentials (email addresses, one-time verification tokens, session tokens, etc.) and shall not assign, lease, share, or disclose them to any third party. Users shall notify the Company immediately upon detecting any risk of credential compromise or unauthorized access and comply with the Company's directives. 2. Users may terminate their use of the Service and delete their account at any time via "Settings" → "Account" in the application, or by submitting a written or electronic request to contact@velpha.ai. Upon completion of account deletion, all recorded portfolio holdings, transaction histories, configuration preferences, and AI conversation histories will be irreversibly erased from the active production database and cannot be restored. Users are solely responsible for exporting any necessary data prior to initiating account deletion. Because pre-registration records and application accounts are managed independently, users who also wish to erase pre-registration data and terminate email communications must specify such intent in their notice to the Company. Post-termination handling of user data is governed by the Privacy Policy.
Article 7 (Prohibited Conduct)
Users shall not engage in, facilitate, induce, or prepare for any of the following acts in connection with the Service: (1) Acts that violate applicable laws, judicial rulings, court orders, or public order and morals; (2) Acts of impersonating the Company or any third party, unauthorized registration of third-party email addresses, or fraudulent manipulation of referral statistics through fictitious or duplicated registrations; (3) Acts that infringe upon intellectual property rights (including copyrights, trademarks, and patents), privacy rights, reputation, or other legal rights of the Company, other users, or third parties; (4) Unauthorized access to the Company's servers, networks, or security controls; circumvention of authentication barriers; reverse engineering, decompilation, or disassembly; imposing excessive traffic loads; or disrupting normal operations of the Service; (5) Scraping, copying, adapting, transmitting, redistributing, reselling, or incorporating market data, proprietary content, or AI-generated outputs into machine learning training datasets without prior written consent from the Company; (6) Market manipulation, spreading of false rumors, fraudulent schemes, or other illicit activities governed by financial regulations; (7) Transmitting unsolicited bulk communications (spam), conducting indiscriminate solicitation, or otherwise abusing the referral program contrary to its intended purposes; (8) Providing benefits to or maintaining relationships with Anti-Social Forces; or (9) Any other conduct reasonably deemed inappropriate by the Company.
Article 8 (Exclusion of Anti-Social Forces)
1. Users represent and covenant that neither they nor their officers, employees, or representatives are currently, or have been within the past five years, organized crime groups (bōryokudan), members thereof, quasi-members, affiliated enterprises, corporate extortionists (sōkaiya), social movement advocacy racketeers, special intelligence-organized crime groups, or other equivalent entities (collectively, "Anti-Social Forces"), and that they maintain no impermissible relationship with Anti-Social Forces as defined under applicable Japanese guidelines. 2. If the Company reasonably determines that a user has breached the covenants in the preceding paragraph, the Company may, without prior notice or demand, immediately suspend the user's access, delete the user's account, or cancel their pre-registration. The Company shall not be liable for any damages incurred by the user arising from measures taken under this Article.
Chapter IV – Handling of User Data
Article 9 (Data Usage and Opt-Out Mechanism)
1. The Company processes user registration details, asset holdings, transaction records, investment preferences, AI input prompts and conversation logs, and operational telemetry in a lawful and appropriate manner strictly within the scope and purposes specified in the "Privacy Policy." Analytical outputs and simulation charts tailored to a user's portfolio and risk profile are provided as core functional components of the Service. 2. Participation in behavioral telemetry and data analytics intended for service improvement ("Analytics") is entirely voluntary. Although enabled by default in the current application, users may opt out at any time by navigating to "Settings" → "Personalization" → "Data Use" in the application, toggling "Analytics" off, and selecting "Save Preferences." Toggling the switch alone without confirming save does not commit the preference. Users who opt out may continue to utilize the core features of the Service without limitation. The specific scope of telemetry halted by opting out, the retention of historical data, and the distinction from mandatory system monitoring are set forth in Article 4 of the Privacy Policy. 3. External service integrations, such as Google Calendar synchronization, operate solely within the granular permissions explicitly granted by the user. Users shall review the third-party provider's terms and privacy disclosures and utilize such integrations at their own discretion and responsibility. Revoking external integrations and opting out of service analytics are independent operations.
Chapter V – Intellectual Property Rights and Content Sharing
Article 10 (Ownership of Rights and Content Sharing)
1. All copyrights, patent rights, trademarks, UI/UX designs, algorithms, program code, textual works, and proprietary market data comprising the Service remain the exclusive property of the Company or its licensors. Rights in data uploaded or entered by users do not transfer to the Company. The Company handles such data solely to the extent necessary for the maintenance, security, and operation of the Service, in accordance with the Privacy Policy. 2. Users may utilize the built-in social sharing features of the Service to post and distribute their registration number, digital Launch Pass image, earned badges, and dedicated referral links to external platforms such as X (formerly Twitter). Such sharing is undertaken at the user's sole discretion; users must exercise diligence to ensure that authentication URLs, login tokens, or personal identifiers of third parties are not publicly disclosed. Third-party content, including licensed market feeds, may be subject to separate terms of use established by the respective providers.
Chapter VI – Service Modifications, Suspension, and Liability
Article 11 (Modifications, Suspension, and Usage Restrictions)
1. The Company reserves the right to modify, suspend, or terminate the provision of all or part of the Service without prior notice in the event of feature enhancement, regular or emergency maintenance, security vulnerability remediation, external API modifications or outages, or force majeure events. In the event of material alterations to core functionalities or complete discontinuation of the Service, the Company will notify users in advance via on-site announcements or email within a reasonable timeframe, except where emergency intervention is required. 2. Where a user violates these Terms or reasonable suspicion of unauthorized activity arises, the Company may temporarily restrict the user's access, suspend account privileges, or withhold referral milestone counting to the extent necessary to investigate and mitigate harm. The Company will provide notification regarding the grounds and conditions for lifting such restrictions, provided such disclosure does not impair regulatory compliance or system security.
Article 12 (Suspension of Service and Account Termination)
1. The Company may immediately suspend access to the Service or terminate an account/pre-registration without prior demand if a user falls under any of the following circumstances: (1) The user breaches any provision of these Terms and fails to cure such breach within a reasonable period specified in the Company's demand; (2) Registration data provided contains material falsehoods, misrepresentations, or omissions; (3) Unauthorized access, account hijacking, or imminent risk of damage to third parties is identified; (4) The user breaches the covenants regarding the exclusion of Anti-Social Forces under Article 8; or (5) The Company reasonably deems continued provision of the Service to the user to be untenable. 2. Upon executing termination or suspension pursuant to the preceding paragraph, the Company will notify the user of the rationale, provided doing so does not compromise statutory compliance or platform integrity. 3. Handling of user data following account deletion or cancellation is governed by the Privacy Policy.
Article 13 (Limitation of Liability and Scope of Damages)
1. If the Company causes damage to a user due to reasons attributable to the Company, the Company shall be liable in accordance with applicable laws. However, except in cases of willful misconduct or gross negligence by the Company, the Company's liability shall be strictly limited to direct and ordinary damages actually suffered by the user, expressly excluding special, indirect, incidental, punitive, or consequential damages, or loss of profits. The gratuitous or preview nature of the Service does not of itself relieve the Company of all liability. 2. In the event that the agreement between the user and the Company constitutes a consumer contract under the Consumer Contract Act of Japan, provisions of these Terms that seek to completely exonerate the Company from liability or limit liability in cases of intentional breach or gross negligence shall not apply. 3. If a user causes damage to the Company or any third party through a violation of applicable laws or these Terms, the user shall indemnify and hold the Company harmless from all damages, liabilities, and expenses (including reasonable attorney fees).
Chapter VII – Amendments to These Terms and Notifications
Article 14 (Amendments to These Terms and Notifications)
1. Pursuant to Article 548-4 of the Civil Code of Japan, the Company may amend these Terms if such amendment conforms to the general interests of users, or is reasonable in light of the necessity, appropriateness, and circumstances of the change. 2. Prior to the effective date of any amendment, the Company will publicize the impending changes, the revised provisions of these Terms, and the effective date on the Service or via email notification. Where required by applicable law, the Company will obtain explicit consent from users. An amendment to these Terms shall not, by itself, revert a user's analytics opt-out preference from off to on. 3. Administrative notices essential to platform security, technical maintenance, or critical legal amendments may be delivered to all registered users, notwithstanding any preference to opt out of marketing communications.
Chapter VIII – Governing Law and Jurisdiction
Article 15 (Governing Law)
These Terms shall be governed by, and construed and enforced in accordance with, the laws of Japan.
Article 16 (Jurisdiction)
Any and all disputes arising out of or in connection with the Service or these Terms shall be subject to the exclusive jurisdiction of the Tokyo District Court or the Tokyo Summary Court as the court of first instance, unless mandatory statutory provisions dictate otherwise.
Chapter IX – Miscellaneous
Article 17 (Severability)
If any provision of these Terms is held to be invalid or unenforceable under the Consumer Contract Act or any other mandatory legal statute, such invalidity shall not affect the validity or enforceability of the remaining provisions, which shall remain in full force and effect.
Article 18 (Inquiries and Contact Information)
Inquiries concerning these Terms, pre-registration procedures, or account termination should be directed to Velpha Inc. at contact@velpha.ai.