The licensor specialises in developing and selling add-on programs (Expert Advisors, referred to in short as EA) which facilitate tool-assisted trading. These EA allow licensees to customise their settings in order to implement their own trading strategy.
The licensor operates all EA independently in accordance with a trading strategy that the licensor has developed, which is supplied to the licensee together with the software. The licensee is solely and fully responsible for their own individual trading strategy and settings of the supplied software (EA). Any liability claims against the licensor are excluded.
This licence agreement applies exclusively to the software (EA) and not to the trading strategy.
Foreign exchange, precious metals and CFDs are leveraged products. They may not be suitable for you as they carry a high degree of risk to your capital and you can lose more than your initial investment. You should ensure you understand all of the risks. This applies, in particular, to the customisation of settings for which the licensee is solely responsible. For more information please refer to the risk disclosure statement on our website.
Section 1 Obligations of the licensor
(1) The licensor shall supply the customer (hereinafter referred to as the "Licensee") with computer programs in an electronic form (hereinafter referred to as Software/EA). The exact scope of delivery is detailed in the most recent
product description, which is annexed to this agreement (Annex 1).
(2) Installation, instruction and training services provided by the Licensor shall require a separate agreement.
Section 2 Prices, payment terms, default of payment
(1) The price of the " ATS_X01" licence is:
a) X01 - Standard = $ 125,00.00 (7 Currency Pairs)
b) X01 - Silver = $ 250,000.00 (14 Currency Pairs)
c) X01 - Gold = $ 500,000.00 (21 Currency Pairs)
This is the net price in USD.
(2) The price does not include installation, training or software modifications or possible adaptation to hardware or other software. These and similar services must be ordered and paid for by the licensee separately.
(3) Unless agreed otherwise, all invoices of the licensor are payable immediately and in full. Cheques and bills of exchange are not accepted.
(4) The licensee may only set off a claim if the counterclaim is undisputed or legally established.
The licensee shall not be entitled to exercise the right to withhold payment from the licensor.
(5) If the licensee fails to pay an invoice by the due date, the licensor shall be entitled to charge late-payment interest of 8% above the base interest rate. The late-payment interest can be set higher if the licensor can prove that a higher interest rate is justified.
Section 3 Rights of the licensee
(1) The licensor shall grant the licensee a non-exclusive right to use the enclosed copy of the software (hereinafter referred to as the "licence") for an unlimited time. This is without prejudice to Section 7(2).
(2) The licence is only valid for use on one computer (or server) at one location at any one time. Simultaneous use or installation on several computers is not permitted. The Licensee is, however, entitled to make one backup copy of the software.
(3) If you have purchased multiple-user licences for the software, you may have as many copies of the software in use as you have licences.
The software is "in use" on a computer when it is loaded into the temporary memory (i.e. RAM) or installed into the permanent memory (e.g. hard disk, CD-ROM, or other storage device) of that computer. This does not apply if a licensed copy is installed on the network server for the sole purpose of distribution to other computers. If the anticipated number of users of the software exceeds the number of purchased licences, the licensee must have a reasonable mechanism or process in place to ensure that the number of persons using the software concurrently does not exceed the number of licences.
(4) By purchasing this product, the licensee acquires the sole ownership of the corporeal data carrier. The licensee only acquires rights to use the software as set forth in paragraph (1). In particular, the publication, reproduction, processing and exploitation rights to the software are reserved by the licensor.
Section 4 Obligations of the licensee
(1) Without the prior written consent of the licensor, the licensee may not sub-license the software to any third party or allow the software to be used by a third party, whether or not in return for payment.
(2) The licensee may not modify, adapt, translate, reverse engineer, decompile or disassemble the software, whether in whole or in part without the prior written consent of the licensor; excluded from this provision are cases set out in Article 69d and 69e of the German Copyright Act.
(3) The licensee is prohibited from creating derivative works based on the software.
Section 5 Copyright and reproduction
(1) The software is protected by copyright. All rights are reserved by the licensor. In particular, the reproduction, distribution or processing is prohibited without the express consent of the licensor. In the case of non-compliance by the licensee, the licensor shall be entitled to claim damages.
(2) If the software is not copy-protected, the licensee may make one copy of the software for backup purposes pursuant to section 3(3)(3). An included copyright notice may not be removed.
(3) Backup copies must be provided with a copyright notice pursuant to paragraph (2).
(4) The copying or reproduction of the software in modified form or combined with other software is forbidden (exception: MetaTrader 4).
Section 6 Liability for breach of duty
(1) The licensor warrants that at the time of delivery the software supplied to the licensee shall be usable and error-free under normal operating conditions and in accordance with the respective product description.
(2) We cannot guarantee the flawless functioning of the software in all applications and combinations based on the latest technology standards. In particular, the licensor does not warrant that the software is suitable for the purpose intended by the licensee and compatible with other applications or third-party hardware and software.
(3) If the supplied data carrier is faulty, the licensee can ask the licensor for a replacement within two months of delivery.
To that end, the licensor has to return the software, a backup copy (if applicable), and a copy of the invoice.
(4) If the licensee has acquired a sub-licence, any deficiencies within the meaning of paragraph (3) must be communicated to the Licensor immediately upon receipt of delivery.
(5) If the licensor cannot rectify the error within the meaning of paragraph (3) within a reasonable time, the licensee may request a price reduction or withdraw from the contract.
(6) If the software is not usable within the meaning of paragraph (1) the licensee may request rescission of the contract.
(7) The licensor shall be liable only for direct damage he caused to the licensee by intent or through gross negligence. The liability for consequential damage is excluded. In addition, the licensor shall only be liable for foreseeable damage he caused by the culpable violation of his material contractual obligations.
(8) The licensee shall be solely responsible for the consequences of incorrect or improper use of the software. The licensee shall indemnify the licensor against any third-party claims asserted as a result of violations of the licensee against the licensor.
(9) The licensor shall not be liable for damage caused by force majeure. This includes, in particular, operational problems caused by natural disasters, war, labour disputes and similar events.
Section 7 Liability and breach of contract of the licensee
(1) The licensee shall be liable to the licensor for any damage incurred as a result of a breach of copyright provisions set out in this agreement.
(2) Should the licensee violate any provision under sections 2, 3 or 4 of this agreement, the acquired license will expire, without the need for a notice of termination. In this case, the licensee is obliged to destroy the original software together with all copies. The licensee shall send a written confirmation of destruction to the licensor's address as specified in the respective product description.
Section 8 Data protection, confidentiality, references
(1) The licensee should note that the licensor will only store and process personal data to the extent required under the contract. Unless the licensor is required to do so under the law, he will not disclose personal data to third parties.
(2) Both parties undertake to keep any information about the other party they become apprised with under this contract confidential, unless the information is already in the public domain.
Section 9 Written form requirement
(1) Any amendments and additions to this agreement must be in writing. This shall also apply to the waiver of the written form requirement.
(2) To be effective, any advertisements, explanations and terminations under this agreement must be in writing. The notice of termination of the agreement shall be served on the other party by registered letter.
Section 10 Transfer of rights
Neither party is entitled to transfer some or all rights under this agreement without the prior written consent of the other party.
Section 11 Applicable law, place of performance and jurisdiction
(1) This agreement shall be governed exclusively by the laws of the Federal Republic of Germany to the exclusion of the UN Convention on the Sale of Goods (CISG) of 11 April 1980 (BGBl. 1989 II p. 588).
(2) The parties agree that the place of jurisdiction for all disputes arising from this agreement shall be Belize.
(3) Place of performance for all obligations under this agreement shall be the registered office of the licensor.
Section 12 Conciliation
(1) Before pursuing any disagreements arising from this agreement before the courts, the parties shall call on the conciliation office of the Deutsche Gesellschaft für Recht und Informatik e.V. (German Association of Law and Informatics, DGRI; www.dgri.de) in order to settle the dispute completely or partially, provisionally or definitively.
(2) The parties agree that the conciliation rules of DGRI e. V. shall be fair and balanced, the conciliators shall be neutral, the parties shall not be bound by the findings of the conciliators, and the legal recourse to the state courts shall remain open.
(3) The commencement of conciliation proceedings shall suspend preclusive and limitation periods for all claims arising from the facts at issue. This suspension ends one month after the end of the conciliation procedure.
Section 13 Conclusive provisions
(1) This agreement together with any annexes attached hereto contains all the agreements of the parties with respect to the subject matter hereof. There are no verbal side agreements. This agreement supersedes all previous agreements and understandings between the parties with respect to the subject matter hereof.
(2) The licensor's General Terms and Conditions shall apply. No existing terms and conditions of the licensee shall constitute any part of this agreement. Their validity for future agreements is hereby expressly excluded.
Section 14 Final provisions
1. If the licensor changes the individual provisions of this agreement in favour of the licensee as a gesture of good will or for similar reasons, this does not represent a waiver of his legal position under the relevant provision, nor can the licensee interpret this as precedent for similar cases.
2. Should individual provisions of this contract be or become void or unenforceable, the validity of the remaining provisions shall be unaffected thereby