Auction Dashboard™ Software End User License Agreement
Auction Dashboard™ Software End User License Agreement
Auction Dashboard™ Software End User License Agreement
Terms and conditions
Terms and conditions
- Preamble: This Agreement governs the relationship between any user of the Auction Dashboard™ Software (hereinafter: Licensee), and the software owner (Hereinafter: Licensor). This Agreement sets the terms, rights, restrictions, and obligations on using Auction Dashboard™ (hereinafter: The Software), created and owned by Licensor; as detailed herein.
- Description: The Software is proprietary to Licensor and is protected by intellectual property laws and international intellectual property treaties. Licensee’s access to The Software is licensed and not sold. The Software is a trading and order entry application for transactions involving, but not limited to, stocks, futures, exchange traded funds, mutual funds, single stock futures, options, and currency orders (collectively Orders); that interfaces through an Application Protocol Interface (API) or Software Development Kit (SDK). These systems may be based on software platforms developed by various other third party brokers and/or software developers (collectively Broker Platforms). Orders may be executed by brokers via Broker Platforms.
- Use of Third Party Vendors/Brokers: Licensee is aware that The Software implements various third party software, platforms, and equipment (collectively Vendors); and Broker Platforms. Licensor warrants that use of third party software and/or services is fully licensed for use by Vendors/Brokers to Licensor and in-turn to Licensees of The Software. Licensee shall abide by all Vendors’/Brokers’ individual terms of service agreements, if applicable. Licensor makes absolutely no warranties with reference to third party Vendor/Broker software and/or services.
- License Grant: Licensor hereby grants Licensee a Personal, Non-assignable & non-transferable, Commercial, Royalty free, Without the rights to create derivative works, Non-exclusive license, all with accordance with the terms set forth and other legal restrictions set forth in third party software used while running The Software.
- Limited: Licensee may use The Software for the purpose of Running The Software on Licensee's end-equipment. Lifetime licenses are for non-concurrent use.
- Non Assignable & Non-Transferable: Licensee may not assign or transfer his/her rights and duties under this license. If such actions are taken, the license can be terminated at Licensor’s sole discretion.
- Commercial, Royalty Free: Licensee may use The Software for any purpose, including paid-services, without any royalties.
- Term & Termination: The Term of this license shall be until terminated. Licensor may terminate this Agreement, including Licensee’s license, in the case where:
- Licensee was in breach of any of this license's terms and conditions, and such breach was not cured immediately upon notification; or
- Licensee is in breach of any of the terms of the "License Grant" herein; or
- Licensee otherwise entered into any arrangement which caused Licensor to be unable to enforce Licensor's rights under this License.
- Payment: In consideration of the License granted under "License Grant" herein, Licensee shall pay Licensor a fee, via Credit-Card, PayPal or any other means which Licensor may deem adequate. Failure to perform payment shall construe as material breach of this Agreement.
- Upgrades, Updates and Fixes: Licensor may provide Licensee, from time to time, with Upgrades, Updates, or Fixes, as detailed herein and according to Licensor's sole discretion. Licensee hereby warrants to keep The Software up-to-date and install all relevant updates and fixes; and may, at his/her sole discretion, purchase upgrades, according to the rates set by Licensor. Licensor shall provide any update or Fix free of charge; however, nothing in this Agreement shall require Licensor to provide Updates or Fixes.
- Upgrades: For the purpose of this license, an Upgrade shall be a material amendment in The Software, which contains new features and/or major performance improvements; and shall be marked as a new edition of The Software. Licensee's entitlement to upgrades shall be limited to the specific edition of The Software for which the Licensee is licensed. For example, should Licensee purchase The Software under edition 1, an upgrade shall commence under edition 2. Editions relate to the specific service level of The Software, and shall not be confused with release version number(s).
- Updates: For the purpose of this license, an update shall be a minor amendment in The Software, which may contain new features or minor improvements.
- Fix: For the purpose of this license, a fix shall be a minor amendment in The Software, intended to remove bugs or alter minor features which impair The Software's functionality.
- Support: The Software is provided under an AS-IS basis and without any support, updates, or maintenance. Nothing in this Agreement shall require Licensor to provide Licensee with support or fixes to any bug, failure, mis-performance, or other defect in The Software.
- Bug Notification: Licensee may provide Licensor with details regarding any bug, defect, or failure in The Software promptly and with no delay from such event; Licensee shall comply with Licensor's request for information regarding bugs, defects or failures, and furnish Licensor with information, screenshots, and try to reproduce such bugs, defects, or failures.
- Feature Request: Licensee may request additional features in Software, provided, however, that (i) Licensee shall waive any claim or right in such feature should feature be developed by Licensor; (ii) Licensee shall be prohibited from developing the feature, or disclose such feature request, or feature, to any third party directly competing with Licensor or any third party which may be, following the development of such feature, in direct competition with Licensor; (iii) Licensee warrants that feature does not infringe any 3rd party patent, trademark, trade-secret, or any other intellectual property right; and (iv) Licensee developed, envisioned, or created the feature solely by him/herself.
- Prohibited Uses: User may not disseminate The Software, license key(s), username(s), and/or password(s) to any other person, entity, partnership, organization, association, or otherwise. Internet Protocol ("IP”) addresses may be recorded by The Software to prevent license misuse.
- Liability: To the extent permitted under Law, The Software is provided under an AS-IS basis. Licensor shall never, and without any limit, be liable for any damage, cost, expense, or any other payment incurred by Licensee as a result of The Software’s actions, failure, bugs, and/or any other interaction between The Software and Licensee’s end-equipment, computers, other software, or any third party end-equipment, computer, or services.
- Intellectual Property: Licensor hereby warrants that The Software does not violate or infringe any third party claims in regards to intellectual property, patents, and/or trademarks; and that to the best of Licensor's knowledge, no legal action has been taken against Licensor for any infringement or violation of any third party intellectual property rights.
- No-Warranty: The Software is provided without any warranty. Licensor hereby disclaims any warranty that The Software shall be error free, without defects or code which may cause damage to Licensee’s computers or to Licensee; and that Software shall be functional. Licensee shall be solely liable to any damage, defect, or loss incurred as a result of operating The Software and undertake the risks contained in running The Software on Licensee’s end-equipment. Licensee realizes that there is risk in trading stocks and that assets may be lost and are not insured. Licensor is absolutely not responsible, directly or indirectly, for Licensee's stock order, purchase, and sale actions. Licensor makes no other warranties, express or implied, including, without limitation, any implied warranties of merchantability, or fitness for a particular purpose, in relation to The Software. Licensor makes absolutely no warranties with reference to third party Vendor/Broker software and/or services.
- Prior Inspection: Licensee hereby states that he/she inspected The Software thoroughly and found it satisfactory and adequate to his/her needs, that it does not interfere with his/her regular operation and that it does meet the standards and scope of his/her computer systems and architecture. Licensee found that The Software interacts with his/her end-equipment and that it does not infringe any End User License Agreement of any software Licensee may use. Licensee hereby waives any claims regarding The Software's incompatibility, performance, results and features, and warrants that he/she inspected The Software.
- No Refunds: Licensee warrants that he/she inspected The Software according to "Prior Inspection" herein and that it is adequate to his/her needs. Accordingly, as The Software is intangible goods, Licensee shall not be, ever, entitled to any refund, rebate, compensation, or restitution for any reason whatsoever; even if The Software contains material flaws.
- Indemnification: Licensee hereby warrants to hold Licensor harmless and indemnify Licensor for any lawsuit brought against Licensor in regards to Licensee’s use of The Software in means that violate, breach, or otherwise circumvent this license, Licensor's intellectual property rights, or Licensor's title in The Software. Licensor shall promptly notify Licensee in case of such legal action and request Licensee’s consent prior to any settlement in relation to such lawsuit or claim.
- Governing Law, Jurisdiction: Licensee hereby agrees not to initiate class-action lawsuits against Licensor in relation to this license and to compensate Licensor for any legal fees, cost or attorney fees should any claim brought by Licensee against Licensor be denied, in part or in full.
- CFTC Risk Disclosure: The risk of loss in trading commodity futures contracts can be substantial. You should, therefore, carefully consider whether such trading is suitable for you in light of your circumstances and financial resources. You should be aware of the following points:
- You may sustain a total loss of the funds that you deposit with your broker to establish or maintain a position in the commodity futures market, and you may incur losses beyond these amounts. If the market moves against your position, you may be called upon by your broker to deposit a substantial amount of additional margin funds, on short notice, in order to maintain your position. If you do not provide the required funds within the time required by your broker, your position may be liquidated at a loss, and you will be liable for any resulting deficit in your account.
- The funds you deposit with a futures commission merchant for trading futures positions are not protected by insurance in the event of the bankruptcy or insolvency of the futures commission merchant, or in the event your funds are misappropriated.
- The funds you deposit with a futures commission merchant for trading futures positions are not protected by the Securities Investor Protection Corporation even if the futures commission merchant is registered with the Securities and Exchange Commission as a broker or dealer.
- The funds you deposit with a futures commission merchant are generally not guaranteed or insured by a derivatives clearing organization in the event of the bankruptcy or insolvency of the futures commission merchant, or if the futures commission merchant is otherwise unable to refund your funds. Certain derivatives clearing organizations, however, may have programs that provide limited insurance to customers. You should inquire of your futures commission merchant whether your funds will be insured by a derivatives clearing organization and you should understand the benefits and limitations of such insurance programs.
- The funds you deposit with a futures commission merchant are not held by the futures commission merchant in a separate account for your individual benefit. Futures commission merchants commingle the funds received from customers in one or more accounts and you may be exposed to losses incurred by other customers if the futures commission merchant does not have sufficient capital to cover such other customers' trading losses.
- The funds you deposit with a futures commission merchant may be invested by the futures commission merchant in certain types of financial instruments that have been approved by the Commission for the purpose of such investments. Permitted investments are listed in Commission Regulation 1.25 and include: U.S. government securities; municipal securities; money market mutual funds; and certain corporate notes and bonds. The futures commission merchant may retain the interest and other earnings realized from its investment of customer funds. You should be familiar with the types of financial instruments that a futures commission merchant may invest customer funds in.
- Futures commission merchants are permitted to deposit customer funds with affiliated entities, such as affiliated banks, securities brokers or dealers, or foreign brokers. You should inquire as to whether your futures commission merchant deposits funds with affiliates and assess whether such deposits by the futures commission merchant with its affiliates increases the risks to your funds.
- You should consult your futures commission merchant concerning the nature of the protections available to safeguard funds or property deposited for your account.
- Under certain market conditions, you may find it difficult or impossible to liquidate a position. This can occur, for example, when the market reaches a daily price fluctuation limit (“limit move”).
- All futures positions involve risk, and a “spread” position may not be less risky than an outright “long” or “short” position.
- The high degree of leverage (gearing) that is often obtainable in futures trading because of the small margin requirements can work against you as well as for you. Leverage (gearing) can lead to large losses as well as gains.
- ALL OF THE POINTS NOTED ABOVE APPLY TO ALL FUTURES TRADING WHETHER FOREIGN OR DOMESTIC. IN ADDITION, IF YOU ARE CONTEMPLATING TRADING FOREIGN FUTURES OR OPTIONS CONTRACTS, YOU SHOULD BE AWARE OF THE FOLLOWING ADDITIONAL RISKS:
- Foreign futures transactions involve executing and clearing trades on a foreign exchange. This is the case even if the foreign exchange is formally “linked” to a domestic exchange, whereby a trade executed on one exchange liquidates or establishes a position on the other exchange. No domestic organization regulates the activities of a foreign exchange, including the execution, delivery, and clearing of transactions on such an exchange, and no domestic regulator has the power to compel enforcement of the rules of the foreign exchange or the laws of the foreign country. Moreover, such laws or regulations will vary depending on the foreign country in which the transaction occurs. For these reasons, customers who trade on foreign exchanges may not be afforded certain of the protections which apply to domestic transactions, including the right to use domestic alternative dispute resolution procedures. In particular, funds received from customers to margin foreign futures transactions may not be provided the same protections as funds received to margin futures transactions on domestic exchanges. Before you trade, you should familiarize yourself with the foreign rules which will apply to your particular transaction.
- Finally, you should be aware that the price of any foreign futures or option contract and, therefore, the potential profit and loss resulting therefrom, may be affected by any fluctuation in the foreign exchange rate between the time the order is placed and the foreign futures contract is liquidated or the foreign option contract is liquidated or exercised. THIS BRIEF STATEMENT CANNOT, OF COURSE, DISCLOSE ALL THE RISKS AND OTHER ASPECTS OF THE COMMODITY MARKETS.