Terms of Service - FilingFrog

1. Acceptance of Terms

By accessing or using FilingFrog ("the Service"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, please do not use the Service.

By using the Service, you represent and warrant that you are at least 18 years of age and have the legal capacity to enter into a binding agreement. If you are using the Service on behalf of an organization, you further represent that you are authorized to bind that organization to these Terms.

2. Description of Service

FilingFrog provides tools for viewing and analyzing publicly available data from the SEC's EDGAR database, including Form 13F filings submitted by institutional investment managers, NPORT-P filings submitted by registered investment funds, and Schedule 13D/13G filings submitted by significant shareholders. The Service aggregates, normalizes, and presents this data in a user-friendly format.

FilingFrog is not affiliated with, endorsed by, or connected to the U.S. Securities and Exchange Commission (SEC). All data is sourced from publicly available SEC EDGAR filings.

3. User Accounts

3.1 Registration

To access certain features, you must create an account. You agree to provide accurate and complete information and to keep this information up to date.

3.2 Account Security

You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to notify us immediately of any unauthorized use of your account.

3.3 Account Termination

We reserve the right to suspend or terminate your account at any time for violation of these Terms or for any other reason at our sole discretion. Upon termination, your right to access the Service ceases immediately. Paid subscription fees are non-refundable upon termination for cause.

4. Acceptable Use

You agree not to:

Use the Service for any unlawful purpose or in violation of any applicable laws or regulations
Attempt to gain unauthorized access to any part of the Service or its underlying systems
Interfere with or disrupt the Service, its servers, or connected networks
Use automated systems (bots, scrapers, crawlers, or similar tools) to access the Service without our express written permission
Systematically extract, download, or harvest data from the Service to build competing financial databases or products
Redistribute, resell, sublicense, or commercially exploit access to the Service or any data derived from it
Frame, mirror, or embed any portion of the Service without authorization
Remove, obscure, or alter any copyright, trademark, or other proprietary notices from the Service
Impersonate any person or entity, or misrepresent your affiliation with any person or entity
Use the Service to harass, abuse, or harm others
Attempt to reverse-engineer, decompile, or disassemble any portion of the Service

5. Intellectual Property

The Service, including its design, software, features, and derived content (excluding raw SEC public data), is owned by FilingFrog and is protected by copyright, trademark, and other intellectual property laws.

Raw SEC filing data is public domain. Our aggregation, normalization, analysis, presentation, and derived insights are proprietary. You may access and use data through the Service for your own personal, non-commercial research purposes only. Any commercial use, redistribution, or incorporation into derivative products requires our prior written consent.

6. Disclaimer of Warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE.

NOT INVESTMENT ADVICE: The information provided through the Service is for informational and educational purposes only and does not constitute investment advice, financial advice, trading advice, or any other sort of professional advice. You should not treat any of the Service's content as such.

NOT A FIDUCIARY: We are not your financial advisor, broker, investment manager, or fiduciary. No use of the Service creates any professional, advisory, or fiduciary relationship between you and FilingFrog. We do not have a financial relationship with you and are not recommending or endorsing any specific investment decision, security, or strategy.

7. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, FILINGFROG SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES RESULTING FROM:

Your use or inability to use the Service
Any errors or inaccuracies in the data presented
Any unauthorized access to or use of our servers or your personal data
Any investment decisions made based on information from the Service
Any interruption, suspension, or termination of the Service
Any third-party conduct or content accessed through the Service

Our total aggregate liability to you for all claims arising out of or relating to these Terms or the Service shall not exceed the greater of (a) the total fees paid by you to FilingFrog in the twelve (12) months immediately preceding the event giving rise to the claim, or (b) fifty US dollars ($50.00).

8. Data Accuracy

While we strive to ensure accuracy, we do not guarantee that the data presented is complete, accurate, or current. SEC filings may contain errors submitted by the original filers, and there may be delays in our data processing. Derived calculations such as percentage changes, concentration ratios, and historical comparisons are computed from reported data and may contain inaccuracies.

Always verify important information by consulting the original SEC filings directly at sec.gov/edgar.

9. Modifications to Service

We reserve the right to modify, suspend, or discontinue the Service (or any part thereof) at any time, with or without notice. We shall not be liable to you or any third party for any modification, suspension, or discontinuation of the Service.

10. Changes to Terms

We may revise these Terms at any time by posting an updated version with a new "Last updated" date. For material changes, we will provide at least 30 days' advance notice via email to your registered address or a prominent notice on the Service. By continuing to use the Service after revisions become effective, you agree to be bound by the revised Terms.

11. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of New York, without regard to its conflict of law provisions. For any dispute not subject to arbitration under Section 14, you consent to the exclusive jurisdiction of the state and federal courts located in New York County, New York.

12. Subscriptions and Billing

12.1 Paid Plans

Certain features of the Service require a paid subscription. Subscriptions are available on a quarterly (every 3 months) or annual (every 12 months) billing cycle, as described on our pricing page.

12.2 Payment Processing

Payments are processed by Stripe, Inc., a third-party payment processor. By subscribing, you agree to provide accurate billing information and authorize us to charge your payment method on a recurring basis. Your use of Stripe's payment services is also subject to Stripe's terms of service.

12.3 Automatic Renewal

Subscriptions automatically renew at the end of each billing period unless you cancel before the renewal date. You will be charged the then-current subscription rate on your renewal date.

12.4 Cancellation

You may cancel your subscription at any time through your account settings or the billing portal. Cancellation takes effect at the end of your current paid billing period. You will retain access to paid features through the end of the period for which you have already paid.

12.5 No Refunds

All subscription fees are non-refundable. We do not provide refunds or credits for partial billing periods, unused time, or any other reason, including account termination. This no-refund policy applies to all subscription tiers and billing cycles.

12.6 Failed Payments

If a payment fails, we may retry the charge. If payment cannot be collected after reasonable retry attempts, your account may be downgraded to the free tier and access to paid features will be suspended until payment is resolved.

12.7 Price Changes

We reserve the right to change subscription prices. We will provide at least 30 days' advance notice of any price increase before it takes effect on your next renewal date.

13. Indemnification

You agree to indemnify, defend, and hold harmless FilingFrog, its owners, officers, employees, contractors, and agents from and against any and all third-party claims, damages, losses, liabilities, and expenses (including reasonable attorneys' fees and court costs) arising from or related to:

Your violation of these Terms or any applicable law or regulation
Your misuse of the Service or data obtained through it
Your violation of the intellectual property or other rights of any third party
Any investment decisions you make based on information from the Service
Any content or data you submit to or transmit through the Service

14. Dispute Resolution

14.1 Informal Resolution

Before initiating any formal legal proceeding, you agree to first contact us through our contact form and attempt to resolve the dispute informally. We will make good-faith efforts to resolve the dispute within 30 days of receiving your notice.

14.2 Binding Arbitration

If informal resolution fails, any dispute, claim, or controversy arising out of or relating to these Terms or the Service shall be resolved by binding individual arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules, with proceedings conducted in New York County, New York. The arbitrator's decision shall be final and binding.

14.3 Class Action Waiver

YOU AND FILINGFROG AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION. The arbitrator may not consolidate more than one person's claims and may not preside over any form of a class proceeding.

14.4 Exceptions

Either party may seek emergency injunctive or other equitable relief from a court of competent jurisdiction in New York to prevent imminent harm or protect intellectual property rights, pending arbitration. You may also bring claims in small claims court if the claim qualifies.

15. Force Majeure

Neither party shall be liable for any delay or failure in performance resulting from causes beyond its reasonable control, including but not limited to: natural disasters, government actions or regulations, war, terrorism, internet or telecommunications outages, third-party service provider failures, cyberattacks, or pandemics. The affected party will use reasonable efforts to resume performance as soon as practicable.

16. General Provisions

16.1 Severability

If any provision of these Terms is found to be unenforceable or invalid under applicable law, that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions will continue in full force and effect.

16.2 No Waiver

Our failure to enforce any right or provision of these Terms at any time shall not be construed as a waiver of that right or provision. Any waiver must be made in writing and signed by an authorized representative of FilingFrog.

16.3 Entire Agreement

These Terms, together with the Privacy Policy and any additional terms applicable to specific features, constitute the entire agreement between you and FilingFrog regarding the Service and supersede all prior agreements and understandings.

16.4 Assignment

You may not assign or transfer your rights or obligations under these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of all or substantially all of our assets, without restriction.

17. Contact

If you have any questions about these Terms, please contact us using our contact form.