Terms of Use

1. Description of the Platform and Services

1.1 Platform Overview

The Platform is designed to provide individuals with RSU management, diversification, and investment advisory services. The Platform is accessible to two categories of users:

• Users: Individuals who access limited features of the Platform to view educational content, market data, and general information about RSU management and investment strategies. Users do not have access to account functionality or brokerage services.
• Customers: Individuals who have entered into a relationship with Rovia Advisors and/or our affiliated broker-dealer partners (if applicable) and have full access to Platform features, including account management, RSU tracking, portfolio analysis, investment advisory services, and brokerage account access (collectively, the “Account(s)”).

1.2 Investment Advisory Services

Rovia Advisors LLC is an SEC-registered investment adviser (CRD #339115, SEC File #801-134861) that provides personalized investment advisory services to eligible clients. Rovia Advisors acts as a fiduciary to its clients in accordance with the Investment Advisers Act of 1940 and is subject to the standards of conduct set forth therein.

Important Disclosure: Registration as an investment adviser with the SEC does not imply any particular level of skill or training. Different types of investments involve varying degrees of risk, and there can be no assurance that any investment strategy, account structure, or recommendation will be profitable or suitable for all clients.

1.3 Scope of Services

Services provided through the Platform may include, but are not limited to:

• Portfolio analysis and monitoring;
• RSU diversification planning and execution;
• Investment recommendations based on client objectives and risk tolerance;
• Tax-loss harvesting and tax optimization strategies;
• Direct indexing and tax-efficient portfolio construction;
• Brokerage account establishment and management;
• Educational content and planning tools; and
• Ongoing monitoring and rebalancing services.

The specific services available to you depend on your account type, residency, and eligibility under applicable securities laws.

2. Updates to These Terms of Use

We may update or amend these Terms of Use at any time without prior notice to you by posting a revised version on the Platform. Any material changes will be effective prospectively as of the date noted when the updated Terms of Use are posted. It is your responsibility to periodically review these Terms of Use.

Your continued use of the Platform after any updates constitutes your acceptance of the revised Terms of Use. If you do not agree with any updates, you must immediately cease using the Platform and contact us at help@rovia.one to discuss your options.

3. Eligibility and Restrictions

3.1 Eligibility Requirements

To become a Customer, you must:

• Be at least 18 years of age;
• Be a resident of the United States (or other jurisdictions where Rovia Advisors is authorized to conduct business);
• Provide accurate and complete information as requested during account opening;
• Not be a resident of any jurisdiction where Rovia Advisors' services are prohibited;
• Comply with all applicable securities laws and regulations; and
• Meet any additional suitability or eligibility requirements established by Rovia in its sole discretion.

Rovia Advisors reserves the right to refuse or terminate service to any individual or entity, at its sole and complete discretion, without providing any reason or explanation.

3.2 Prohibited Uses

As a condition of your access to the Platform and our services, you agree not to, and covenant that you shall not:

Content and Communications

• Impersonate any person or entity, or falsely claim affiliation with any organization;
• Publish, distribute, modify, transmit, display, or create derivative works of any content on the Platform;
• Upload, email, transmit, or transfer any material that violates third-party intellectual property, privacy, or proprietary rights;
• Transmit any unlawful, violent, graphic, obscene, deceptive, offensive, abusive, sexually explicit, threatening, or otherwise objectionable material;
• Transmit any material containing viruses, malware, or other destructive code that may corrupt, interfere with, or disable the Platform or any computer system;

Technical and Security Violations

• Probe, scan, test, or attempt to identify vulnerabilities in the Platform or underlying systems without authorization;
• Decompile, disassemble, reverse-engineer, or otherwise attempt to discover source code or algorithms;
• Breach, bypass, or circumvent any security, authentication, or access control measures;
• Access the Platform using data mining, scraping, automated tools, or other methods to collect content without written consent;
• Intercept or access communications or information not intended for you;

Regulatory and Conduct Violations

• Violate any applicable federal, state, or local law, rule, or regulation;
• Engage in market manipulation, insider trading, or other fraudulent securities practices;
• Solicit investments in securities or fund-raising activities through the Platform;
• Provide false or misleading information in account applications or ongoing disclosures;
• Violate any policies, procedures, or requirements we disclose to you or in our regulatory obligations.

4. Platform Credentials and Account Management

4.1 Account Registration

To become a User, you will create an account by establishing a username and password. To become a Customer, you must complete additional account opening procedures with Rovia Advisors (or applicable affiliates), including provision of:

• Personal identification and contact information;
• Financial information (income, assets, liabilities, investment objectives, risk tolerance);
• Employment information, including details regarding your RSU holdings and compensation structure;
• Bank account and transfer information;
• Beneficiary designations (if applicable); and
• Any additional information required to establish your suitability and comply with regulatory obligations.

4.2 Accuracy of Information

You agree to:

• Provide truthful, accurate, current, and complete information;
• Update any information that changes, including employment status, investment objectives, risk tolerance, and financial circumstances;
• Promptly notify us of any events that materially affect your account (such as termination of employment, significant life changes, or changes in investment objectives);
• Understand that Rovia Advisors relies on the accuracy of information you provide to determine suitability and fulfill its fiduciary duties.

Rovia Advisors cannot provide suitable investment advice or fulfill its fiduciary obligations if information provided is inaccurate or incomplete.

4.3 Account Confidentiality and Security

You are solely responsible for:

• Maintaining the confidentiality of your username, password, and any other login credentials (“Credentials”);
• All activity that occurs through your account, whether authorized or unauthorized;
• Notifying us immediately if you suspect any unauthorized access or misuse of your account;
• Ensuring that only authorized individuals access your account using your Credentials.

Rovia shall have no liability for:

• Any unauthorized use of your account;
• Any loss or damage resulting from unauthorized access to your account;
• Any use of your account by third parties, whether authorized or unauthorized.

Rovia reserves the right to delete, change, or disable your Password, username, or Credentials at any time and for any reason, with or without notice. We shall have no liability for any loss or damage caused by such action.

4.4 Account Termination

Upon termination of your account:

• You will lose access to all Platform features;
• You will be responsible for any outstanding fees or obligations;
• Rovia Advisors will cease providing advisory services;
• If you have a brokerage account, positions will be managed according to the applicable brokerage account agreement;
• Any Customer Content you have created or posted may be retained by Rovia as permitted under Section 6.

5. Intellectual Property

5.1 Rovia Content

The Platform contains materials, including software, text, graphics, images, data, research, strategies, analyses, and other content provided by or on behalf of Rovia or its affiliates (collectively, the “Rovia Content”). The Rovia Content is protected by United States and international copyright, trademark, and other intellectual property laws.

Rovia and its licensors retain all right, title, and interest in the Rovia Content.

5.2 License to Use

Subject to your compliance with these Terms of Use, Rovia grants you a limited, non-exclusive, non-transferable, revocable license to:

• View the Rovia Content for your personal, non-commercial use only;
• Access the Platform to obtain investment advisory services (if you are a Customer).

You may not:

• Sell, transfer, assign, license, sublicense, or rent the Rovia Content;
• Reproduce, display, publicly perform, create derivative works from, or distribute any Rovia Content;
• Use the Rovia Content for any commercial purpose without prior written consent;
• Retain copies of any Rovia Content after termination of these Terms of Use;
• Remove or modify any copyright, trademark, or proprietary notices.

5.3 Rovia Trademarks

The names, trademarks, logos, and service marks of Rovia and its affiliates (the “Rovia Trademarks”) are protected by trademark law. You may not:

• Use Rovia Trademarks without our prior written consent;
• Use Rovia Trademarks as part of links, frames, or mirrors without advance written approval;
• Suggest endorsement or affiliation with Rovia without our permission.

All goodwill generated from any authorized use of Rovia Trademarks belongs exclusively to Rovia.

5.4 Third-Party Content

The Platform may contain materials owned by third parties, including market data, research, and other information (the “Third-Party Content”). Such Third-Party Content is subject to the intellectual property rights of those third parties. Unauthorized use of Third-Party Content may violate copyright, trademark, and other laws.

6. Customer Content and Community Features

6.1 User-Generated Content

If the Platform includes community features (such as forums, discussion boards, or portfolio sharing), Customers may create and post commentary, messages, strategies, and other content (the “Customer Content”).

You are entirely responsible for all Customer Content you post. Rovia does not:

• Pre-screen, endorse, or approve any Customer Content;
• Monitor Customer Content for accuracy, legality, or compliance;
• Control, verify, or guarantee the accuracy of any Customer Content;
• Bear responsibility for the truthfulness, usefulness, or suitability of any Customer Content.

6.2 Customer Content Restrictions

You warrant and agree that any Customer Content you post:

• Is your original creation or you have the right to post it;
• Does not infringe third-party intellectual property, privacy, or other rights;
• Does not violate applicable securities laws, including the Securities Exchange Act of 1934;
• Does not contain libelous, defamatory, obscene, or illegal material;
• Complies with all applicable laws and these Terms of Use.

6.3 License to Customer Content

By posting Customer Content, you grant Rovia an irrevocable, perpetual, royalty-free, worldwide, sublicensable license to:

• Copy, transmit, format, distribute, and prepare derivative works;
• Display, perform, and otherwise use your Customer Content;
• Use associated intellectual property and moral rights;
• Incorporate your Customer Content in products, services, and marketing materials.

You retain all copyright and intellectual property rights in your Customer Content.

6.4 Investment Advice Disclaimers

IMPORTANT: Any Customer Content that references a specific security, investment strategy, or trade is not a recommendation or solicitation by Rovia.

Key Points:

• Rovia does not solicit or recommend any specific trade or security through Customer Content or community features;
• Customer Content should be independently evaluated for accuracy, timeliness, and authenticity;
• Rovia makes no representations regarding past performance, future results, or suitability;
• Past performance does not guarantee future results;
• Different investments involve varying degrees of risk;
• There is no assurance any strategy referenced will be profitable or suitable for you.

You acknowledge and agree that:

• You use community features and Customer Content at your own risk;
• You are responsible for evaluating any information independently;
• You will not rely solely on Customer Content for investment decisions;
• You understand the risks and limitations before following any suggested strategy.

6.5 Removal and Disclosure of Customer Content

Rovia reserves the right to:

• Remove any Customer Content that violates these Terms of Use, for any reason, without notice;
• Disclose any Customer Content and related information:

• To satisfy applicable law, regulation, legal process, or government request;
• To enforce these Terms of Use or the Advisory Agreement;
• To protect Rovia's legal rights and remedies;
• If we reasonably believe someone's health or safety may be threatened;
• To report unlawful activity or criminal conduct.

7. Communications and Consent to Electronic Delivery

7.1 Electronic Communications

By providing your email address, you agree to receive all required notices and communications electronically at that address. You agree to keep your contact information current.

You consent to receiving:

• Account statements and confirmations;
• Trade confirmations and settlement notifications;
• Regulatory documents (prospectuses, proxy statements);
• Privacy notices and policy updates;
• Tax reporting documents (Forms 1099);
• Advisory disclosures and Form ADV materials;
• All other documents and communications required by law.

7.2 Electronic Signatures

You consent to the use of electronic signatures and electronic documents in place of paper originals. Electronic documents have the same legal effect as paper documents.

7.3 Revocation of Electronic Consent

You may revoke your consent to electronic delivery at any time by contacting help@rovia.one. However:

• It may take up to three (3) business days to process the revocation;
• You may receive electronic notifications during the processing period;
• You have the right to request paper delivery at any time;
• Rovia may charge a reasonable service fee for paper delivery;
• Rovia may restrict your account or terminate service if paper delivery costs become excessive.

7.4 Use of Communications

With respect to all communications you send to Rovia (feedback, questions, suggestions, ideas), Rovia shall be free to use any concepts, ideas, know-how, or techniques contained in your communications for any purpose, including product development and marketing, without compensation or attribution to you.

8. No Warranties; Limitation of Liability

8.1 Disclaimer of Warranties

THE PLATFORM, THE ROVIA CONTENT, AND ANY CUSTOMER CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT ANY WARRANTIES OF ANY KIND.

Rovia specifically disclaims all warranties, express or implied, including:

• Warranties of merchantability, fitness for a particular purpose, and title;
• Warranties of non-infringement of third-party rights;
• Warranties that the Platform will operate error-free or uninterrupted;
• Warranties that the Platform is free of viruses, malware, or destructive code;
• Warranties regarding the accuracy, completeness, or usefulness of any information;
• Warranties arising from course of dealing, course of performance, or trade usage.

8.2 Technical Inaccuracies

The Platform or Rovia Content may contain technical inaccuracies, typographical errors, or omissions. Rovia is not responsible for such errors unless required by applicable law. Rovia reserves the right to correct or remove inaccurate information without notice.

8.3 Market Data and Third-Party Information

Market data, quotes, research, and third-party information are provided for informational purposes only. Rovia does not guarantee:

• Accuracy or completeness of market data;
• Real-time accuracy of prices or information;
• Timeliness of information delivery;
• Absence of delays or errors in data transmission.

8.4 Investment Risks and Disclaimers

You acknowledge and agree that:

• Investments in RSUs and equities are subject to market risk, concentration risk, and volatility;
• Past performance does not guarantee future results;
• Your capital is at risk and you may lose your entire investment;
• No investment strategy is suitable for all investors or market conditions;
• Diversification does not assure profit or guarantee against loss;
• Investment recommendations are based on information you provide, and unsuitable advice may result from inaccurate information;
• Tax implications of any strategy depend on your individual circumstances and should be reviewed with a tax professional.

8.5 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

Rovia and its affiliates, officers, directors, employees, agents, and licensors (the “Rovia Parties”) shall not be liable for:

• Consequential, Incidental, or Indirect Damages: Including lost profits, lost data, business interruption, or lost revenue arising from your use or inability to use the Platform;
• Direct Damages Cap: Your total direct damages from these Terms of Use shall not exceed One Hundred Dollars ($100 USD), except as prohibited by law.

These limitations apply regardless of whether Rovia has been advised of the possibility of such damages and apply to:

• Your use of or inability to use the Platform;
• The Rovia Content or any Customer Content;
• Unauthorized access to your account;
• Investment performance or losses;
• Third-party content or services;
• Any other matter related to these Terms of Use.

8.6 Jurisdictional Limitations

Some jurisdictions do not allow exclusion of certain warranties or limitation of liability. To the extent such exclusions or limitations are unenforceable in your jurisdiction, the maximum liability of Rovia shall be limited to the extent permitted by applicable law. Nothing herein waives your non-waivable statutory rights.

9. External Sites and Third-Party Services

The Platform may contain links to third-party websites, applications, brokers, and service providers (the “External Sites”). These links are provided for convenience only and do not constitute endorsement of any External Site or its content.

Important Disclaimers:

• Rovia does not control, operate, or maintain any External Sites;
• Rovia is not responsible for the content, accuracy, or functionality of External Sites;
• Access to External Sites is at your own risk and subject to their terms of use;
• Rovia makes no representations regarding the accuracy or suitability of content on External Sites;
• You should take precautions when downloading files or providing information to External Sites;
• Rovia has no liability for any loss or damage resulting from your use of External Sites.

9.1 Brokerage Partners and Clearing

If Rovia facilitates brokerage account opening or clearing, such services are provided by unaffiliated third-party broker-dealers or clearing agents. Such third parties:

• Are not affiliates of Rovia;
• Are not under Rovia's control;
• Are subject to their own terms of service and agreements;
• Maintain separate customer accounts and agreements with you;
• Are separately regulated by the SEC, FINRA, or SIPC.

Rovia is not liable for the conduct, errors, or failures of any third-party broker-dealer or clearing agent.

10. Representations, Warranties, and Indemnification

10.1 Your Representations and Warranties

You represent, warrant, and covenant that:

• Legal Capacity: You have legal authority to enter into these Terms of Use;
• Accuracy of Information: All information you provide is true, accurate, current, and complete;
• Customer Content: You own or have the rights to any Customer Content you post;
• No Violation: Your use of the Platform does not violate any third-party rights or applicable laws;
• Financial Capacity: You have the financial resources and risk tolerance for the investments recommended;
• Suitability: You have disclosed all information necessary for Rovia Advisors to determine suitability;
• Regulatory Compliance: You are not located in any jurisdiction where Rovia's services are prohibited;
• No Sanctions: You are not subject to economic sanctions, export controls, or similar restrictions.

10.2 Indemnification

You agree to defend, indemnify, and hold harmless Rovia and its officers, directors, employees, agents, successors, licensees, and assigns from and against any damages, liabilities, losses, expenses, claims, actions, and demands (including reasonable legal and accounting fees) arising from or related to:

• Your breach of these Terms of Use;
• Your misuse of the Platform or Rovia Content;
• Any Customer Content you post or create;
• Your violation of third-party rights (copyright, trademark, privacy, publicity, property);
• Your violation of applicable laws or regulations;
• Your investment decisions or the performance of any investment;
• Your use of information from community features or Customer Content.

Indemnification Process:

• Rovia will provide notice of any claim or suit;
• You will assist Rovia at your own expense in defending any claim;
• Rovia may assume control of the defense at your expense;
• You agree to cooperate reasonably with Rovia's defense.

11. Compliance with Applicable Laws

11.1 Jurisdictional Limitations

The Platform is based in the United States. The Rovia Content and Customer Content are subject to United States laws. Rovia makes no claims regarding:

• Whether the Platform is appropriate for use outside the United States;
• Whether the Platform complies with laws of other jurisdictions;
• Whether investment advice is suitable in other jurisdictions;
• Regulatory status in non-U.S. jurisdictions.

If you access the Platform from outside the United States, you do so at your own risk and you are solely responsible for:

• Compliance with laws of your jurisdiction;
• Any taxes or other liabilities in your jurisdiction;
• Regulatory permissions required by your jurisdiction;
• Consequences of non-compliance.

11.2 Accredited Investor Status

Some services and investments may be restricted to accredited investors under Rule 501 of Regulation D. By accessing such services, you represent that you meet the applicable definition of accredited investor, including:

• Individual income exceeding $200,000 (or $300,000 joint);
• Net worth exceeding $1,000,000 (excluding primary residence); or
• Other status as defined by applicable regulations.

11.3 Restrictions on Residents

Services are available only to residents of the United States in jurisdictions where Rovia Advisors is authorized to conduct business. Rovia reserves the right to restrict access based on residency.

12. Changes to the Agreement

These Terms of Use are effective as of the date stated at the top. Rovia may change these Terms of Use at any time with or without notice. By accessing the Platform after changes are posted, you are deemed to have accepted the revised Terms of Use.

It is your responsibility to review these Terms of Use regularly for updates. Material changes will be noted with an updated “Last Updated” date.

Continued use of the Platform constitutes acceptance of all changes. If you do not accept any changes, you must cease using the Platform immediately.

13. Termination

13.1 Termination by Rovia

Rovia reserves the right to:

• Restrict, suspend, or terminate these Terms of Use at any time;
• Terminate your access to the Platform in whole or in part;
• Terminate your account as a Customer;
• Restrict or terminate services without prior notice or explanation;
• Change, suspend, or discontinue any Platform feature.

Rovia may terminate service for any reason, including:

• Violation of these Terms of Use;
• Regulatory requirements or changes;
• Business decisions or restructuring;
• Non-payment of fees;
• Suspected fraud or misuse;
• Closure of the service to your jurisdiction;
• Any other reason in Rovia's sole discretion.

13.2 Termination of Advisory Relationship

If you are a Customer of Rovia Advisors, termination of your account will also terminate the advisory relationship, and no further advisory services will be provided.

13.3 Survival

The following sections survive termination: Sections 3-6 (Restrictions, Intellectual Property, Customer Content), Section 8 (No Warranties, Limitation of Liability), Section 10 (Indemnification), Section 11 (Compliance), Section 14 (Dispute Resolution), Section 15 (Controlling Law), and Section 16 (Miscellaneous).

14. Fiduciary Status and Advisory Relationship

14.1 Fiduciary Duty of Rovia Advisors

Rovia Advisors LLC is a registered investment adviser and fiduciary to its clients. As a fiduciary, Rovia Advisors:

• Must act in your best interest;
• Has a duty of care to provide suitable advice based on your financial situation, investment objectives, and risk tolerance;
• Must disclose all material conflicts of interest;
• Must implement recommendations using reasonable care and skill;
• Must monitor recommendations and your portfolio;
• Is prohibited from providing advice that violates your best interests to benefit itself.

14.2 Scope of Advisory Services

Your advisory relationship with Rovia Advisors is limited to the services described in the Advisory Agreement and this Platform. Rovia Advisors does not:

• Manage accounts outside the scope of the Advisory Agreement;
• Provide advice regarding non-Rovia accounts or assets;
• Provide legal or tax advice (though tax-efficient strategies may be recommended in coordination with your advisors);
• Have authority over your brokerage accounts except as specifically authorized.

14.3 Best Interest Standard

All advisory recommendations will be provided in your best interest, taking into account:

• Your financial situation, income, and assets;
• Your investment objectives and time horizon;
• Your risk tolerance and investment experience;
• Your need for diversification and downside protection;
• Your tax situation and goals;
• The impact of fees on returns.

14.4 Suitability Determinations

Rovia Advisors will make reasonable efforts to determine suitability of recommendations. However, suitability depends on accurate information you provide. If you fail to disclose material information or provide inaccurate information:

• Rovia Advisors may not be able to fulfill its fiduciary duty;
• Recommendations may not be suitable;
• Rovia Advisors shall not be liable for unsuitability resulting from your misrepresentations.

14.5 Non-Advisers

Certain features of the Platform may be available to Users who are not advisory clients of Rovia Advisors. For these Users:

• Rovia Innovations (non-adviser) provides educational and informational content only;
• No advisory relationship exists;
• No fiduciary duty applies to such content;
• Information is provided for informational purposes only and does not constitute advice;
• You are responsible for investment decisions.

15. Digital Millennium Copyright Act Compliance

15.1 Copyright Infringement Claims

Rovia respects intellectual property rights. If you believe your copyrighted work has been infringed on the Platform, please notify our designated agent:

By Mail:

Rovia Innovations Inc.
Attn: Legal Department
Om Chambers, 648/A, 4th Floor, Binnamangala 1st Stage, Indiranagar, Bangalore, Bangalore North, Karnataka, India, 560038

By Email:

help@rovia.one

15.2 Notification Requirements

Your notice must include:

• A description of the copyrighted work and its location on the Platform;
• A description of the original or authorized copy and its location;
• Your full name, address, phone number, and email;
• A statement that you have a good faith belief the use is not authorized;
• A statement, under penalty of perjury, that the information is accurate and you are authorized to act;
• Your electronic or physical signature.

16. Controlling Law and Jurisdiction

These Terms of Use and any claims arising from them shall be governed by and construed in accordance with the laws of Delaware, without regard to its conflict of laws principles.

Jurisdiction and Venue:

• All claims shall be subject to the dispute resolution procedures in Section 17;
• To the extent any claim proceeds in court, it shall be brought exclusively in the federal or state courts of Delaware, and you consent to exclusive jurisdiction and venue in such courts.

17. Dispute Resolution and Class Action Waiver

17.1 Acknowledgment of Agreement to Arbitrate

YOU ACKNOWLEDGE AND AGREE TO THE BINDING ARBITRATION CLAUSE IN THIS SECTION 17. PLEASE READ CAREFULLY, AS IT AFFECTS YOUR LEGAL RIGHTS.

To the extent permitted by law, any dispute, claim, or controversy between you and Rovia arising from or related to these Terms of Use, the Platform, your Account, or our services must be resolved by final and binding arbitration, not by court action or class action.

17.2 Informal Resolution

Before initiating arbitration, you agree to:

1. Contact Rovia at help@rovia.one with written details of the dispute;
2. Attempt to resolve the matter informally for at least 60 days;
3. Work in good faith toward a mutually acceptable resolution.

17.3 Binding Arbitration

If the dispute is not resolved informally within 60 days, it shall be resolved by final and binding arbitration administered by JAMS (Judicial Arbitration and Mediation Services) and conducted before a single neutral arbitrator, in accordance with the JAMS Comprehensive Arbitration Rules and Procedures.

Arbitration Details:

• Administrator: JAMS
• Contact: 800-352-5267 or www.jamsadr.com
• Costs: Rovia will pay initial filing and administrative fees; the arbitrator may award attorney's fees and costs if permitted by law
• Location: Your hometown area, unless parties agree otherwise or conduct telephonic arbitration
• Rules: JAMS Comprehensive Arbitration Rules and Procedures in effect at the time of arbitration
• Award: The arbitrator's award is final and binding and may be entered as judgment in any court of competent jurisdiction

17.4 No Class Actions or Class-Wide Relief

YOU AND ROVIA AGREE THAT:

• ANY CLAIM MUST BE BROUGHT IN YOUR INDIVIDUAL CAPACITY, NOT AS A CLASS ACTION, REPRESENTATIVE PROCEEDING, OR CLASS MEMBER;
• THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS;
• THE ARBITRATOR MAY NOT PRESIDE OVER ANY CLASS, COLLECTIVE, OR REPRESENTATIVE PROCEEDING;
• THE ARBITRATOR MAY NOT AWARD CLASS-WIDE OR COLLECTIVE RELIEF;
• YOU WAIVE ANY RIGHT TO A TRIAL BY JURY OR TO PURSUE CLAIMS ON A CLASS OR REPRESENTATIVE BASIS.

17.5 Confidentiality

Arbitration is confidential. You and Rovia agree not to disclose the existence, content, or results of any arbitration, except:

• As required by applicable law;
• For purposes of enforcing or challenging the arbitration award;
• As required by regulatory agencies; or
• As necessary to protect legal rights.

17.6 Cost Considerations

If you can demonstrate that arbitration costs would be prohibitive compared to litigation costs, Rovia will pay as much of your filing and hearing fees as the arbitrator deems necessary to prevent arbitration from being cost-prohibitive.

17.7 Exceptions to Arbitration

Notwithstanding the foregoing, the following matters are excluded from arbitration:

• Small Claims Court: Claims that fit within the jurisdictional limits of small claims court in your jurisdiction may be brought in small claims court instead of arbitration;
• Regulatory Claims: Claims before administrative agencies (SEC, FINRA, etc.) are not subject to this arbitration clause;
• Whistleblower Provisions: Nothing herein prohibits reports to government agencies or protections under whistleblower provisions of applicable law.

17.8 Survival

This arbitration clause survives termination of these Terms of Use and your use of the Platform. If any portion of this arbitration clause is found unenforceable (except the class action waiver), the remainder shall remain in effect.

18. Miscellaneous

18.1 Entire Agreement

These Terms of Use, together with the Privacy Policy, the Advisory Agreement (if applicable), and any other agreements referenced herein, constitute the entire agreement between you and Rovia concerning the subject matter. These Terms of Use supersede all prior or contemporaneous agreements, understandings, and communications (whether written or oral) relating to the subject matter.

18.2 Severability

If any provision of these Terms of Use is found to be invalid, unenforceable, or illegal, such provision shall be modified to the minimum extent necessary to make it enforceable, and if such modification is not possible, the provision shall be severed. The remaining provisions shall continue in full force and effect.

18.3 Waiver

Rovia's failure to enforce any provision of these Terms of Use does not constitute a waiver of that provision or any other provision. No waiver is effective unless made in writing and signed by an authorized representative of Rovia.

18.4 Assignment

You may not assign these Terms of Use or any rights or obligations hereunder without Rovia's prior written consent. Rovia may assign these Terms of Use to any successor, affiliate, or purchaser of its business. Any attempted assignment by you without consent is void.

18.5 Relationship of Parties

Nothing in these Terms of Use creates a partnership, joint venture, employment, or agency relationship between you and Rovia, except as expressly stated regarding the advisory relationship between you and Rovia Advisors.

18.6 Headings

Section headings are for convenience only and do not affect interpretation or legal import.

18.7 Notices

Any notice required under these Terms of Use shall be in writing and delivered:

• By email to help@rovia.one (for Rovia to you);
• By mail to Rovia Innovations Inc., Om Chambers, 648/A, 4th Floor, Binnamangala 1st Stage, Indiranagar, Bangalore, Bangalore North, Karnataka, India, 560038 (for you to Rovia);
• Or as otherwise specified in the Advisory Agreement.

Notices are effective upon receipt.

18.8 Amendment

Rovia may amend these Terms of Use by posting a revised version. Your continued use constitutes acceptance.

19. Regulatory Disclosures

19.1 SEC Registration

Rovia Advisors LLC is registered as an investment adviser with the Securities and Exchange Commission (CRD #339115, SEC File #801-134861). Registration does not imply any particular level of skill or training.

19.2 Form ADV

Important information about Rovia Advisors, including its business practices, fees, conflicts of interest, and investment approach, is contained in its Form ADV Part 2A Brochure and Form CRS (Relationship Summary). You may request these documents at any time:

• Online: www.adviserinfo.sec.gov (search for Rovia Advisors LLC)
• Email: help@rovia.one
• Mail: Rovia Innovations Inc., Om Chambers, 648/A, 4th Floor, Binnamangala 1st Stage, Indiranagar, Bangalore, Bangalore North, Karnataka, India, 560038

Before engaging Rovia Advisors, please review the Form ADV and Form CRS carefully.

19.3 Limitation on Representations

Nothing in this Platform or these Terms of Use should be construed as:

• A guarantee of investment returns or account performance;
• An indication that past performance will be repeated;
• A guarantee that any investment strategy is suitable for you;
• An indication that losses will not occur;
• Tax or legal advice (consult qualified professionals for such advice);
• An offer to sell or solicitation to buy any security.

19.4 Suitability Statement

Before providing advisory services, Rovia Advisors will determine the suitability of its recommendations based on your financial situation, objectives, and risk tolerance. If you believe any recommendation is unsuitable, contact Rovia immediately.

19.5 Regulatory Compliance

Rovia Advisors is subject to:

• The Investment Advisers Act of 1940;
• SEC regulations and rules;
• Fiduciary standards under applicable law;
• State securities laws (where applicable);
• Anti-fraud provisions under federal and state law.

20. Contact Information

For questions about these Terms of Use, our Privacy Policy, the Advisory Agreement, or your account, please contact:

For SEC-Related Inquiries: