Effective Date: November 1, 2026 · Last Updated: November 2026
Our order process, enterprise digital invoicing, and payment processing are conducted by our online reseller and Merchant of Record, Paddle.com. Paddle.com is the Merchant of Record for all our orders. Paddle provides customer service inquiries, manages global sales tax/VAT compliance, and handles all payment processing and returns.
This Master SaaS Agreement ("Agreement") is entered into by and between REDSTONE ARCHER HOLDCO LLC, a Wyoming limited liability company with registered office at 1309 Coffeen Ave Ste 1200, Sheridan, WY 82801, USA, doing business as Archer Institutional Technology Systems ("ArcherITS", "Company", "we", "us"), and the enterprise subscriber or institutional entity ("Client", "Subscriber", "you") identified in the applicable commercial Order Form, Statement of Work (SOW), or Quant Master Agreement.
This Agreement establishes the foundational legal framework governing Client’s access to and use of Company’s proprietary Software-as-a-Service (SaaS) platform, API middleware routing engines, telemetry streams, and dedicated infrastructure environments. Specific commercial terms, service tiers, fee schedules, hardware provisioning details, and commitment periods are set forth in individually executed Order Forms, Statements of Work, or Quant Master Agreements (collectively, "Order Forms"). Each Order Form constitutes an integral part of and is governed by this Agreement. In the event of an express conflict between the provisions of this Agreement and an executed Quant Master Agreement or Order Form, the terms of the executed Quant Master Agreement or Order Form shall prevail with respect to that specific deployment.
ArcherITS operates strictly as an Independent Software Vendor (ISV) providing high-performance, non-discretionary software infrastructure and API middleware. Company's deliverables comprise:
REDSTONE ARCHER HOLDCO LLC IS NOT A COMMODITY TRADING ADVISOR (CTA), COMMODITY POOL OPERATOR (CPO), INTRODUCING BROKER (IB), FUTURES COMMISSION MERCHANT (FCM), BROKER-DEALER, OR REGISTERED INVESTMENT ADVISER.
Company does not solicit, hold custody of, manage, or exercise discretionary authority over customer funds, deposits, trading capital, or investment decisions. All market orders, algorithmic executions, and automated trading logic originate from Client’s independent systems and route directly to Client's regulated executing brokers and clearing firms. Company's middleware functions exclusively as a non-discretionary technical conduit for telemetry and order routing.
4.1 Commercial Execution: Commercial details—including subscription fees, node provisioning charges, telemetry pipeline access tiers, billing cycles, and payment methods—are established in the applicable Order Form or Quant Master Agreement executed between the parties.
4.2 Invoicing & Merchant of Record: Invoicing and payment collection are conducted via Company’s authorized reseller and Merchant of Record, Paddle.com, or through corporate bank wire/ACH transfer as specified in the Order Form. All payments are billed and payable in United States Dollars (USD).
4.3 Third-Party Exchange & Pass-Through Fees: Where Client requests access to external market data feeds, exchange non-display licensing, or specialized telecommunications cross-connects, any applicable pass-through regulatory or vendor costs are billed in accordance with the executed Order Form or third-party exchange requirements and are non-refundable once activated.
4.4 Taxes: Fees are exclusive of applicable national, state, or local taxes (including sales, use, excise, or VAT), which will be calculated and invoiced in accordance with applicable tax regulations.
5.1 Subscription Term: The initial term of each service subscription or infrastructure deployment is set forth in the applicable Order Form. Unless otherwise specified in the Order Form, recurring subscriptions renew automatically for successive periods of equal duration unless either party provides written notice of non-renewal prior to the expiration of the current billing cycle.
5.2 Termination for Cause: Either party may terminate this Agreement or any affected Order Form immediately upon written notice if the other party: (a) materially breaches any provision of this Agreement or the applicable Order Form and fails to cure such breach within thirty (30) days of receiving written notice specifying the breach; or (b) becomes insolvent, makes an assignment for the benefit of creditors, or enters bankruptcy or liquidation.
5.3 Infrastructure Commitments & Custom Terms: Dedicated bare-metal node deployments and bespoke algorithmic infrastructure involve upfront data center rack reservations, cross-connect commitments, and dedicated compute provisioning. Accordingly, specific minimum commitment periods, restructuring fees, early termination provisions, or payout schedules are governed exclusively by the applicable executed Quant Master Agreement or Order Form.
5.4 Effect of Termination: Upon termination or expiration of this Agreement or an Order Form, Client’s right to access the terminated API middleware and telemetry streams immediately terminates, and all outstanding unpaid invoices for services rendered through the effective date of termination become immediately due and payable.
6.1 License Grant: Subject to the terms of this Agreement and the applicable Order Form, Company grants Client a non-exclusive, non-transferable, non-sublicensable, revocable license during the active subscription term to access and utilize the Company API endpoints, middleware routing interfaces, and technical documentation solely for Client's internal business operations.
6.2 Company Intellectual Property: Company and its licensors retain all right, title, and interest in and to the ArcherITS platform, API middleware engines, proprietary algorithms, software modules, interface binaries, system documentation, and all enhancements, modifications, and derivative works thereof, including all associated intellectual property rights.
6.3 Client Ownership: Client retains all right, title, and interest in and to Client's proprietary trading strategies, algorithmic execution models, confidential strategy logic, and internal corporate data. Nothing in this Agreement transfers any intellectual property rights in Client’s proprietary trading strategies to Company.
6.4 Restrictions: Client shall not, directly or indirectly: (a) reverse engineer, decompile, disassemble, or attempt to derive source code from Company middleware; (b) resell, sublicense, rent, lease, or redistribute Company API streams or software to unauthorized third parties; (c) circumvent security controls, API rate limits, or authentication mechanisms; or (d) publish comparative benchmarking analyses without Company’s prior written consent.
Client is solely responsible for: (a) maintaining its own broker accounts, exchange memberships, clearing arrangements, and necessary regulatory authorizations; (b) maintaining the confidentiality and security of all API keys, login credentials, and authentication tokens; and (c) ensuring that all algorithmic strategies, order inputs, and automated trading scripts comply with applicable exchange rules, market conduct guidelines, and statutory laws.
Company targets 99.9% availability for core API middleware endpoints, excluding scheduled maintenance windows and emergency security patching. Company shall make reasonable commercial efforts to notify Client in advance of scheduled maintenance. Service performance standards exclude disruptions caused by third-party broker outages, exchange halts, public internet transit failures, or force majeure events.
EXCEPT AS EXPRESSLY SET FORTH HEREIN, ALL SOFTWARE, API MIDDLEWARE, INFRASTRUCTURE, AND TELEMETRY FEEDS ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. COMPANY DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE FROM LATENCY ANOMALIES, NOR DOES COMPANY MAKE ANY WARRANTY REGARDING THE PROFITABILITY, PERFORMANCE, OR EXECUTION ACCURACY OF CLIENT’S TRADING STRATEGIES.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL REDSTONE ARCHER HOLDCO LLC, ITS MANAGERS, MEMBERS, OFFICERS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF TRADING PROFITS, CAPITAL LOSSES, LOSS OF OPPORTUNITY, SYSTEM DOWNTIME, OR LOSS OF DATA, REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
COMPANY’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT OR ANY APPLICABLE ORDER FORM SHALL NOT EXCEED THE TOTAL FEES ACTUALLY PAID BY CLIENT TO COMPANY UNDER THE APPLICABLE ORDER FORM IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO LIABILITY.
Each party ("Receiving Party") agrees to protect the Confidential Information of the other party ("Disclosing Party") with the same degree of care it uses for its own confidential information (and not less than reasonable care). Confidential Information shall include technical architecture, software code, API specifications, business terms, and trading strategies. The Receiving Party shall not disclose Confidential Information except to employees, contractors, or legal advisors who need to know such information and are bound by confidentiality obligations at least as restrictive as those herein.
This Agreement shall be governed by, and construed in accordance with, the laws of the State of Wyoming, United States, without giving effect to conflict of laws principles. The parties agree that any dispute, suit, action, or legal proceeding arising out of or relating to this Agreement shall be instituted exclusively in the state or federal courts located in Sheridan County, Wyoming, and each party irrevocably submits to the jurisdiction of such courts.
All legal notices or formal communications under this Agreement shall be in writing and delivered to:
REDSTONE ARCHER HOLDCO LLC
Doing business as: Archer Institutional Technology Systems (ArcherITS)
1309 Coffeen Ave Ste 1200, Sheridan, WY 82801, USA
Email: info@archerits.com