Governing law: Commonwealth of Pennsylvania.

Scope and purpose

This Acceptable Use Policy ("AUP") is published by ShapeUp LLC (a Pennsylvania limited liability company doing business as Rubicon Systems, 2040 Linglestown Road, Suite 109, Harrisburg, PA 17110; the "Company"). It sets forth the categories of conduct that are prohibited in connection with Operator's use of the Rubicon platform and any associated Company services. The AUP is incorporated into the EULA by reference (see EULA §3(h) and §14.8) and into the Terms of Service by reference (see ToS §3.4). A violation of the AUP is a material breach of the EULA and of the ToS and is grounds for immediate termination of Operator's License Key(s) and account.

Trading software has heightened liability exposure when used to conduct market manipulation, insider trading, or other unlawful trading conduct. The Company prohibits such conduct categorically. Operator's agreement to this AUP is one of several legal mechanisms the Company uses to demonstrate that prohibited conduct, if attempted by an Operator, is conducted outside the scope of the license granted by the Company and in violation of an explicit prohibition.

1. Market manipulation — prohibited

Operator shall not use the Platform, the Site, or any Company service to engage in any form of market manipulation, including without limitation:

(a) Spoofing. Placing bids or offers with the intent to cancel before execution, in order to create a misleading appearance of market interest or to influence the price of any instrument.

(b) Layering. Placing multiple orders at different price levels on one side of the market, with the intent to cancel before execution, in order to create a misleading appearance of demand or supply.

(c) Wash trading. Executing trades, or facilitating the execution of trades, with no change in beneficial ownership, in order to inflate trading volume, mislead other market participants, or create the appearance of activity.

(d) Pump-and-dump. Coordinated activity to inflate the price of an instrument by means of misleading statements, paid promotion, or artificial trading volume, followed by liquidation at the inflated price.

(e) Front-running. Placing orders on Operator's own account ahead of any pending order in another account whose existence is known to Operator from a non-public source.

(f) Momentum ignition. Initiating a series of orders or trades in an attempt to start or exacerbate a rapid price move, with the intent to liquidate at favorable prices created by the move.

(g) Quote stuffing. Submitting and cancelling large numbers of orders at a rate that impedes the orderly operation of an exchange or trading venue.

(h) Marking the close. Executing trades at or near the end of a trading session for the purpose of influencing the closing price.

(i) Banging the open. Executing trades at or near the start of a trading session for the purpose of influencing the opening price.

(j) Any other conduct that constitutes manipulation, attempted manipulation, or disruptive trading practice under the Commodity Exchange Act (7 U.S.C. § 1 et seq.), CFTC regulations (17 C.F.R. Parts 1, 38, 180, etc.), the Securities Exchange Act of 1934 (15 U.S.C. § 78a et seq.), SEC regulations, the rules of any designated contract market, derivatives clearing organization, or self-regulatory organization, or any analogous law of any applicable jurisdiction.

2. Insider trading — prohibited

Operator shall not use the Platform, the Site, or any Company service to trade any instrument on the basis of material non-public information, or to facilitate any other person's trading on such information. Operator shall not import, configure, or deploy any Operator Strategy whose entry or exit logic relies on material non-public information.

3. Broker and prop firm rules — compliance required

3.1 Broker terms of service

Operator shall comply with the terms of service, rate-limit policies, automation policies, and acceptable-use policies of every broker, exchange, market-data vendor, and clearing firm to which the Platform is connected on Operator's behalf. Operator's broker selections and credential provisioning ("BYOK") are governed by the EULA §1.7 and §4.2.

3.2 Prop firm rules

Operator shall comply with the published rules of every Prop Firm with which Operator holds an account, including but not limited to: drawdown caps, daily-loss caps, end-of-day flatten requirements, banned-instrument lists, maximum-position limits, consistency rules, and automation disclosure obligations. Operator is responsible for ensuring that the active Prop Firm rule set configured in the Platform matches Operator's actual current Prop Firm account rules (EULA §4.1(d)).

3.3 Rule changes

Prop firm rules and broker terms of service are subject to change by the issuing third party at any time and without notice to the Company. Operator is responsible for ongoing compliance with the current rules and terms as published from time to time by the applicable third party.

4. Applicable law — compliance required

Operator shall use the Platform only for purposes that comply with all applicable laws, regulations, and rules in Operator's jurisdiction and in the jurisdiction of each market on which Operator trades, including but not limited to:

(a) the Commodity Exchange Act (7 U.S.C. § 1 et seq.) and CFTC regulations;

(b) the Securities Exchange Act of 1934 (15 U.S.C. § 78a et seq.) and SEC regulations;

(d) the Bank Secrecy Act and related anti-money-laundering regulations to the extent applicable;

(e) applicable state securities and commodities laws (including Pennsylvania law);

(f) applicable laws governing the cross-border transmission of financial data and the use of trading infrastructure (export controls, sanctions);

(g) the rules of any designated contract market, derivatives clearing organization, or self-regulatory organization (FINRA, NFA) to which Operator is subject; and

(h) tax-reporting and recordkeeping obligations under federal, state, and local law.

5. Account and credential restrictions

5.1 Authorized accounts only. Operator shall not operate the Platform on broker, prop firm, exchange, or other accounts that do not belong to Operator (in Operator's natural-person or entity capacity) and on which Operator is not the authorized account holder.

5.2 No shared credentials. Operator shall not share Platform License Keys, broker credentials, prop firm credentials, or LLM provider API keys with any third party. Each natural-person Operator must use credentials that are uniquely Operator's own.

5.3 No managed-account or signal-service use. Operator shall not use the Platform to provide trading services to third parties, to manage third-party accounts, to operate a "signals as a service" offering, or to operate copy-trading services routing through Operator's Platform instance to third-party accounts, in each case without the Company's prior written consent (which the Company is not obligated to grant).

5.4 Single-Operator scope. The license granted under the EULA §2.1 is for Operator's own personal or internal-business trading activity. Use for the benefit of third parties without the Company's prior written consent is prohibited.

6. Software-integrity restrictions

Operator shall not, and shall not permit any third party to:

(a) reverse-engineer, decompile, disassemble, or attempt to derive the source code of any binary component of the Platform, except to the extent applicable law expressly permits notwithstanding this restriction;

(b) circumvent, disable, remove, modify, replace, hook, patch, or attempt to interfere with the Safety Mechanisms described in EULA §6, the License Key validation logic, the audit-log emission logic, or any other compile-time enforced behavior of the Platform binary;

(c) resell, sublicense, rent, lease, lend, redistribute, host as a service, or otherwise make the Platform (or access to a Platform instance) available to any third party;

(d) bypass, defeat, or attempt to defeat any technical protection measure or licensing mechanism;

(e) use the Platform to design, develop, or train a competing product that materially replicates the Platform's features; or

(f) distribute to any third party any tool, document, patch, or instruction whose primary purpose is to enable any of the foregoing.

Conduct described in this §6 may additionally constitute a violation of the EULA §3 (Restrictions) and §7 (Anti-bypass clause) and may give rise to the Company's right to seek injunctive or other equitable relief per the EULA §13.4.

7. Infrastructure-strain restrictions

7.1 Rate limits

Operator shall not use the Platform to perform automated activity at rates exceeding the published rate limits of any broker, exchange, market-data vendor, prop firm, or LLM provider to which the Platform is connected on Operator's behalf.

7.2 Excessive load

Operator shall not use the Platform in a manner that imposes excessive load on any third-party service or that impairs the orderly operation of any market, broker infrastructure, or LLM provider.

7.3 Company systems

Operator shall not use the Site or any Company online service in a manner that imposes excessive load on the Company's systems, including (without limitation) scraping the Site, automating signup or cancellation flows, or generating abnormal volumes of support requests with automated tooling.

8. Enforcement

8.1 Suspension and termination

The Company may, without limiting any other remedy: (a) suspend or terminate Operator's License Key(s) and account immediately upon written notice (which may be by email) in the event of any AUP violation; (b) revoke specific feature access (e.g., access to a Platform feature whose misuse caused the violation); and (c) refuse to reactivate Operator's account or to accept future Subscription signups from Operator.

8.2 Refund forfeit on AUP violation

Termination for AUP violation forfeits any otherwise-available refund under the Subscription Agreement §5.

8.3 Law-enforcement cooperation

The Company will cooperate with law-enforcement and regulatory inquiries when legally required, including responding to lawful subpoenas, search warrants, court orders, and equivalent process. The Company's Privacy Policy describes the circumstances under which Operator data may be disclosed to third parties, including law enforcement.

8.4 Operator damages liability

Operator is responsible for any damages caused by Operator's AUP violation, including (without limitation) damages to the Company, to the Company's other operators, to third parties, and to broker, exchange, prop firm, or other counterparty systems. Operator's indemnification obligation under EULA §11.1(b) extends to claims arising from AUP violations.

8.5 Repeat-offender policy

Operators whose accounts have been terminated for AUP violations involving market manipulation, insider trading, or law-enforcement-cooperative termination shall not be eligible to create a new account with the Company, including under a different name or email address. The Company may use License Key history, machine fingerprinting, payment-method history, and other lawful means to identify and prevent re-signup by repeat offenders.

8.6 Reporting violations

Operators or third parties may report suspected AUP violations to contact@rubicontrading.io with the subject line "AUP Violation Report." The Company investigates reports on a best-effort basis and does not commit to any specific response time.

9. Governing law; alignment with other agreements

9.1 Governing law. This AUP is governed by, and construed in accordance with, the laws of the Commonwealth of Pennsylvania, without regard to its conflict-of-laws principles. Venue and dispute-resolution provisions for AUP enforcement track the EULA §13.3 (binding individual arbitration administered by the American Arbitration Association under its Consumer Arbitration Rules; seat in Harrisburg, Pennsylvania; class-action waiver with severability rebound; 30-day opt-out per EULA §13.3(e)). The Company may seek injunctive or other equitable relief in any court of competent jurisdiction for AUP violations under EULA §13.4.

9.2 Alignment with EULA and ToS. This AUP is supplemental to, and does not supersede, the EULA or the ToS. To the extent a conflict arises between this AUP and the EULA or ToS regarding subject matter properly within the EULA's or ToS's scope, the EULA or ToS controls.

9.3 Modifications. The Company may modify this AUP from time to time. Material modifications (including expansion of prohibited conduct categories or changes to enforcement procedures) are communicated by email to the address associated with Operator's account and on the Site, with reasonable advance notice for material changes (typically at least thirty (30) days). Continued use of the Platform after a material modification's effective date constitutes acceptance of the modified AUP.