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Terms of Service

Version 3.1 — Effective October 2, 2026

1. Acceptance and eligibility

These Terms of Service ("Terms") govern your use of the Panda desktop application, the tspanda.com website and related services ("Service"), operated by BACKSIDE (ADAP COBRANÇAS LTDA, CNPJ 28.417.870/0001-80) ("BACKSIDE", "we", "us"). By creating an account, starting a trial, subscribing or otherwise using the Service you agree to these Terms. These Terms work together with the End User License Agreement (EULA), Privacy Policy, Refund Policy, Financial Disclaimer and, for consumers resident in Brazil, the Brazil Addendum — all incorporated by reference. If you do not agree, do not use the Service.

Eligibility. You must be at least 18 years old and able to form a binding contract. You may not use the Service if you are barred from receiving it under the laws of the United States, Brazil or your country of residence (see Section 18). You use the Service for your own account, as an individual trader.

2. What Panda is — and is not

Panda is a market-data and analytics tool for active traders. It displays quotes, filings-derived dilution information, scanners, charts and AI-generated analysis. Panda is not a broker-dealer, investment adviser, financial advisor or fiduciary. Nothing in the Service is investment, legal, tax or accounting advice, a recommendation, or an offer or solicitation to buy, sell or hold any security. All trading decisions are exclusively yours. Trading involves substantial risk of loss. See the Financial Disclaimer.

Impersonal publication. The Service is published on a regular basis to all subscribers of a plan. The same content about a security is made available to every subscriber of that plan at the same time; it is not prepared for you, does not take into account your financial situation, objectives, holdings or risk tolerance, and is not a response to your individual circumstances. Our support team does not advise you about your own positions, orders or account at any broker, and will not answer questions such as whether you should buy, sell, hold or exit a security.

3. License and your Panda account

Subject to payment, we grant you a personal, non-exclusive, non-transferable, revocable license to install and use Panda on machines you control, for your own trading. Access is provisioned through your Panda account — the account, identified by your e-mail address, that holds your subscription; the app connects when you sign in to it. You are responsible for keeping your sign-in credentials confidential and for all activity under your account. You may not share, resell or sublicense your account or the data delivered through it, scrape or redistribute the Service's data, or reverse-engineer the software. The full terms of this license — including restrictions, ownership, warranty and beta status — are set out in the EULA, which you accept when you install or use the software.

4. Plans, subscription, trial and billing

  • The Service is offered in two plans. Panda Starter is billed US$89.90 per month, or US$899 per year (US$74.92/month) when billed annually. Panda Pro — Starter plus AI Insight and the AI-derived chart levels — is billed US$189.90 per month, or US$1,899 per year (US$158.25/month) when billed annually. All prices are in US dollars and exclude any taxes that apply in your country.
  • New subscriptions on either plan start with a 7-day free trial. A valid payment card is required; the first charge occurs automatically at the end of the trial unless you cancel before it ends.
  • One free trial per person and per computer. We check trial eligibility automatically: your e-mail address when you subscribe and, in the app, a technical identifier of your computer (see the Privacy Policy). If you or that computer have already used a free trial, you can still subscribe, but without a free period: checkout charges you when you subscribe and shows the amount before you pay, and the app stops showing data on that computer until the subscription is paid. If you believe this check got it wrong, write to [email protected] and a person will review it.
  • Payments are processed by Stripe; we do not store your card details. BACKSIDE is the seller of record — Stripe is our payment processor, not the seller.
  • Your subscription renews automatically at the end of each billing period (monthly or annual) at the then-current price of your plan, and your card is charged, until you cancel. Prices may change with at least 30 days' notice, effective on your next renewal.
  • How to cancel. You can cancel online at any time from your account at tspanda.com/account, or by e-mailing [email protected] from your subscription e-mail. Cancellation stops the next renewal.
  • Upgrading (Starter → Pro) takes effect immediately. You are charged the difference between the plans, pro-rated for the days remaining in your current billing period, at the moment you confirm the change; the Pro features unlock straight away on your existing account.
  • Downgrading (Pro → Starter) takes effect at the end of the current billing period. You keep Pro until that period ends and your next renewal is charged at the Starter price. No credit or refund is issued for the period already paid.
  • Cancellation does not refund the period already paid — access continues until the end of that period, after which the subscription ends and no further charge is made.

5. No refunds

The 7-day free trial is how you try Panda before paying: cancel before it ends and you pay nothing. Charges are not refundable — monthly or annual, in whole or in part, including for unused time — except where the law requires otherwise. Consumers resident in Brazil keep the statutory right of withdrawal described in the Brazil Addendum. Charges made before October 2, 2026 keep the refund terms in force when they were made. See the Refund Policy.

6. Data, sources and availability

The Service combines public filings (including documents published on the SEC's EDGAR system), exchange and market data, news and other information supplied by third parties, with our own calculations. Market data, filings information and AI analysis are provided "as is", may contain errors, omissions or delays, may be superseded by later filings or events, and can be interrupted by upstream providers, exchanges or maintenance. We do not warrant accuracy, completeness, timeliness or uninterrupted availability, and we may add, change or remove features at any time. Panda is currently a beta release and may change without notice.

Market data is licensed to you for your personal, non-professional use only. You may not redistribute, resell, rebroadcast or publish it, in whole or in part, except as expressly allowed by Section 8. A third-party provider may require us to suspend or change the data it supplies; we are not responsible for its availability.

7. AI-generated analysis

Parts of the Service — including "AI Insight", the "Why stock moving" summary, filing and news commentary, and any named play, stage, classification, level, score or confidence rating — are generated automatically by software from public filings and third-party data, without a human reviewing each output before it is displayed. In particular:

  • The analysis describes the mechanics disclosed in filings (for example: a registration, an offering, a warrant, a conversion term, a cash balance). It is not a statement of fact or opinion about the intent, honesty, conduct or legality of any company, officer, shareholder or other person, and must not be read as one.
  • Labels, classifications and scores are calculated from defined criteria; they describe a security's filed structure and financial data, not the character of its management.
  • Each analysis reflects the data available at the time it was generated, which is shown with it. A later filing or event may make it incomplete or wrong. It may also be wrong from the start. Always check the underlying filing before relying on any figure.
  • The analysis never constitutes a recommendation, a price target, a forecast of price direction or timing, or a solicitation, and it must not be relied on as the basis for any trade.

Correction channel. If you believe an analysis contains an error of fact, or states something unfair about any issuer or person — whether you are a subscriber, an issuer or anyone else — write to [email protected] (or use "Report an AI error" in the app's About & Guide screen) with the ticker and what is wrong. We aim to reply within two (2) business days. We may correct, annotate, regenerate, suspend or remove any analysis at our discretion, with or without notice.

8. Sharing images and content from the Service

The app's share feature produces an image of the screen that carries the Panda brand, the date and time of capture and a notice band. You may share these images for personal, non-commercial commentary, subject to these rules:

  • Share the image as generated: do not crop, cover, edit or remove the date, the notice band or the Panda brand, and do not alter the content shown.
  • Do not present shared content as a recommendation, endorsement or statement by BACKSIDE, or as current when it is not.
  • You are solely responsible for what you post and for the text you publish with it, including compliance with securities laws — for example, rules against market manipulation, false or misleading statements, and undisclosed paid promotion — and with the rules of the platform where you post.
  • You may not use shared content as part of a paid service, newsletter, alert or signal product without our prior written consent.

We may revoke this permission, or ask you to remove a post that breaks these rules, at any time.

9. Acceptable use

You agree not to: use the Service unlawfully or to facilitate market manipulation or fraud; use it to create or spread false or misleading information about any security or person; probe, attack or overload our infrastructure; use bots, scrapers or other automated means to extract data beyond the app's intended operation; circumvent plan limits, access controls or security features; or impersonate any person. We may suspend or terminate accounts that violate these Terms.

10. Intellectual property and feedback

The Panda software, brand, design, databases and content are owned by BACKSIDE or its licensors and protected by applicable law. These Terms grant use, not ownership. If you send us suggestions or feedback, you allow us to use them without restriction or compensation. If you believe content in the Service infringes your copyright, write to [email protected] identifying the work, the material and your contact details.

11. Third-party services

The Service relies on or links to third-party services — including payment processing, app distribution, data providers and the trading or charting software you choose to use alongside Panda. Those services are governed by their own terms, and we are not responsible for them. Panda is an independent product and is not affiliated with, endorsed by or sponsored by any broker, trading platform or data provider it interoperates with.

12. Disclaimer of warranties

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE — INCLUDING ALL DATA AND AI-GENERATED ANALYSIS — IS PROVIDED "AS IS" AND "AS AVAILABLE", WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING ANY WARRANTY OF ACCURACY, TIMELINESS, COMPLETENESS, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT ANY TRADING OUTCOME WILL RESULT FROM ITS USE.

13. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, BACKSIDE AND ITS OWNERS, EMPLOYEES AND SUPPLIERS ARE NOT LIABLE FOR TRADING LOSSES, LOST PROFITS OR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES ARISING FROM OR RELATED TO THE SERVICE, EVEN IF ADVISED OF THEIR POSSIBILITY. OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS IS LIMITED TO THE FEES YOU PAID US IN THE THREE (3) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM. Some jurisdictions do not allow certain exclusions or limitations, so some of them may not apply to you. Nothing here excludes liability that cannot be excluded under applicable law, including mandatory consumer-protection rights.

14. Indemnification

To the extent permitted by law, you will defend, indemnify and hold harmless BACKSIDE and its owners and employees from any claim, loss, liability or expense (including reasonable legal fees) brought by a third party and arising from (a) your breach of these Terms, (b) your violation of any law or third-party right, or (c) content you post or share, including images from the Service and the statements you publish with them. This section does not apply to consumers resident in Brazil to the extent it conflicts with the Brazil Addendum.

15. Termination

You may stop using the Service at any time. We may suspend or terminate your access for breach of these Terms, for legal or regulatory reasons, or if we discontinue the Service (in which case we refund any unused prepaid period). Sections 7, 8, 10, 12, 13, 14, 16 and 19 survive termination.

16. Governing law and dispute resolution

These Terms are governed by the laws of Brazil, without regard to conflict-of-laws rules, except that the arbitration provisions below are governed by the U.S. Federal Arbitration Act where it applies. Nothing in this section deprives you of any mandatory consumer protection under the law of your country or state of residence, including any right that law guarantees to bring claims in your local courts.

Informal resolution first. Before starting any formal proceeding, send a written description of the dispute to [email protected] (we will write to your subscription e-mail) and allow 60 days of good-faith negotiation from receipt of the notice.

Users resident outside Brazil — arbitration. Any dispute arising out of or relating to the Service that is not resolved informally will be resolved by final and binding arbitration on an individual basis, administered by the American Arbitration Association (AAA) under its Consumer Arbitration Rules — or, where those rules do not apply, by the AAA's International Centre for Dispute Resolution (ICDR) under its rules — in English, before a single arbitrator, by videoconference or on documents only, with fees allocated as those rules provide. You and BACKSIDE waive any right to a jury trial and to participate in a class, collective or representative action. Either party may still bring an individual claim in small-claims court where it qualifies, or seek injunctive or equitable relief in court to protect intellectual property or confidential information. If the class-action waiver is found unenforceable as to a particular claim, that claim — and only that claim — proceeds in court, and the remainder stays in arbitration. You may opt out of arbitration entirely by e-mailing [email protected] within 30 days of first accepting these Terms, stating your name, subscription e-mail and that you opt out.

Consumers resident in Brazil. The arbitration and class-action-waiver provisions above do not apply to you to the extent they conflict with the Consumer Protection Code (Law No. 8.078/1990). You may bring claims in the court of your own domicile, and the mandatory protections of the Brazil Addendum prevail over any conflicting term or language-precedence clause.

17. Electronic communications

You agree that we may send you agreements, notices, receipts and other communications electronically — by e-mail to your subscription address or inside the app — and that these satisfy any legal requirement that such communications be in writing. Keep your e-mail address current in your account.

18. Sanctions and export controls

You represent that you are not located in, or ordinarily resident in, a country or region subject to comprehensive U.S. sanctions, and that you are not on any U.S. government list of prohibited or restricted parties. You will not use or export the Service in violation of U.S. or other applicable export-control or sanctions laws.

19. General

These Terms, with the documents incorporated in Section 1, are the entire agreement between you and BACKSIDE about the Service and replace any prior understanding. If any provision is held unenforceable, it will be enforced to the maximum extent possible and the rest remains in effect. Our failure to enforce a provision is not a waiver. You may not assign these Terms without our consent; we may assign them in connection with a merger, reorganization or sale of the business, with notice to you. We are not liable for delays or failures caused by events beyond our reasonable control. The English version of these Terms governs; translations are provided for convenience, subject to the Brazil Addendum for consumers resident in Brazil. Section headings are for convenience only.

20. Changes

We may update these Terms; material changes will be announced in the app or by e-mail at least 15 days in advance, and the version and effective date above will be updated. Your continued use after a change takes effect constitutes acceptance. Changes to Section 16 (dispute resolution) do not apply to disputes that arose before the change took effect.

21. Contact and notices

Questions about these Terms: [email protected]. Support, cancellation and AI error reports: [email protected].

Notice to California residents. Under California Civil Code Section 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210.