Terms & Conditions

Terms of sale

1. Introduction

‍1.1 These terms and conditions shall govern the sale and purchase of products through our website.

1.2 You will be asked to give your express agreement to these terms and conditions before you place an order on our website.

1.3 This document does not affect any statutory rights you may have as a consumer (such as rights under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 or the Consumer Rights Act 2015).

‍2. Interpretation

‍2.1 In these terms and conditions:(a) “we” means 369TRADING e.U.; and(b) “you” means our customer or prospective customer, and “us”, “our” and “your” should be construed accordingly.

‍3. Order process

‍3.1 The advertising of products on our website constitutes an “invitation to treat” rather than a contractual offer.

3.2 No contract will come into force between you and us unless and until we accept your order in accordance with the procedure set out in this Section.

3.3 To enter into a contract through our website to purchase products from us, the following steps must be taken: you must add the products you wish to purchase to your shopping cart, and then proceed to the checkout; if you are a new customer, you can create an account with us or use the fast checkout option; if you are an existing customer, you can enter your login details to confirm your order and your consent to the terms of this document; you will enter your payment details; and once we have checked whether we are able to meet your order, we will either send you an order confirmation (at which point your order will become a binding contract) or we will confirm by email that we are unable to meet your order.

‍4. Products

‍4.1 The following types of products are or may be available on our website from time to time: Training material, indicators, Expert Advisors or training programmes.

‍4.2 We may periodically change the products available on our website, and we do not undertake to continue to supply any particular product or type of product.

4.3 All products listed on our website are not regulated by the FCA or any other regulatory bodies. The products are also not investment or financial products.

‍5. Prices

‍5.1 Our prices are quoted on our website.

5.2 We will from time to time change the prices quoted on our website, but this will not affect contracts that have previously come into force.

5.3 All amounts stated in these terms and conditions or on our website are stated exclusive of VAT.

5.4 It is possible that prices on the website may be incorrectly quoted; accordingly, we will verify prices as part of our sale procedures so that the correct price will be notified to you before the contract comes into force.

5.5 In addition to the price of the products, you may have to pay a delivery charge, which will be notified to you before the contract of sale comes into force.

‍6. Payments

‍6.1 You must, during the checkout process, pay the prices of the products you order.

6.2 Payments may be made by any of the permitted methods specified on our website from time to time.

6.3 If you fail to pay to us any amount due under these terms and conditions in accordance with the provisions of these terms and conditions, then we may withhold the products ordered and/or by written notice to you at any time cancel the contract of sale for the products.

6.4 If you make an unjustified credit card, debit card or other charge-back then you will be liable to pay us, within 5 days following the date of our written request:(a) an amount equal to the amount of the charge-back;(b) all third party expenses incurred by us in relation to the charge-back (including charges made by our or your bank or payment processor or card issuer);(c) an administration fee excluding VAT; and(d) all our reasonable costs, losses and expenses incurred in recovering the amounts referred to in this Section 6.4 (including without limitation legal fees and debt collection fees),and for the avoidance of doubt, if you fail to recognise or fail to remember the source of an entry on your card statement or other financial statement, and make a charge-back as a result, this will constitute an unjustified charge-back for the purposes of this Section 6.4.

‍7. Deliveries

‍7.1 Our policies and procedures relating to the delivery of products are set out in this Section 7.

7.2 We will arrange for the products you purchase to be delivered to the email address you specify during the checkout process.

7.3 We will use reasonable endeavours to email your products on or before the date for delivery set out in the order confirmation or, if no date is set out in the order confirmation, within 7 days following the date of the order confirmation; however, we do not guarantee delivery by this date. For products where we require further information from you to complete your order we will email you within 7 days of your order date to your email address from your order.

7.4 We do guarantee that unless there are exceptional circumstances all products will be dispatched within 30 days following the later of receipt of payment and the date of the order confirmation.

8. Distance contracts: cancellation right

‍8.1 This Section 8 applies if and only if you offer to contract with us, or contract with us, as a consumer – that is, as an individual acting wholly or mainly outside your trade, business, craft or profession.

8.2 You may withdraw an offer to enter into a contract with us through our website or cancel a contract entered into with us through our website (without giving any reason for your withdrawal or cancellation) at any time within the period:

(a) beginning upon the submission of your offer; and

(b) ending at the end of 30 days after the day on which the order was confirmed by us.

If you have a purchased a subscription based product or service, you lose the right to cancel upon activation and will not be entitled to a refund. You may cancel your obligation to make future payments for that service, but will not be due a refund. If you do this you will not be able to participate in the service from the date of cancellation.

8.3 In order to withdraw an offer to contract or cancel a contract on the basis described in this Section 8, you must inform us of your decision to withdraw or cancel (as the case may be). You may inform us by means of any clear statement setting out the decision. In the case of cancellation, you may inform us using the cancellation form that we will make available to you. To meet the cancellation deadline, it is sufficient for you to send your communication concerning the exercise of the right to cancel before the cancellation period has expired. The cancellation period is up to 30 days after the order date.

8.4 If you cancel a contract on the basis described in this Section 8, you must send the products back to us (to sales@smctools.com) or hand them over to us or a person authorised by us to receive them. You must comply with your obligations referred to in this Section 8 without undue delay and in any event not later than 14 days after the day on which you inform us of your decision to cancel the contract. You must pay the direct cost of returning the products. By returning the products you confirm you will no longer use the products returned in any way.

8.5 If you cancel an order in accordance with this Section 8, you will receive a full refund of the amount you paid to us in respect of the order including the costs of delivery to you, except:

(a) if you chose a kind of delivery costing more than the least expensive kind of delivery that we offer, we reserve the right to retain the difference in cost between the kind of delivery you chose and the least expensive kind of delivery that we offer; and

(b) as otherwise provided in this Section 8.

8.6 If the value of the products returned by you is diminished by any amount as a result of the handling of those products by you beyond what is necessary to establish the nature, characteristics and functioning of the products, we may recover that amount from you up to the contract price. We may recover that amount by deducting it from any refund due to you or require you to pay that amount direct to us.

8.7 We will refund money using the same method used to make the payment, unless you have expressly agreed otherwise.

8.8 Unless we have offered to collect the products, we will process a refund due to you as a result of a cancellation on the basis described in this Section 8 within the period of 30 days after the day on which we receive the returned products or (if earlier) after the day on which you supply to us evidence of having sent the products back.

8.9 You will not have any right to cancel a contract as described in this Section 8 insofar as the contract relates to:

(a) DVDs, CDs and other audio or video or audio-visual recordings if opened or you have accessed any of the material, such as our online training programmes;

(b) the supply of goods which are liable to deteriorate or expire rapidly or have been coded to your trading account such as our indicators and expert advisors; or

(c) the supply of non-prefabricated goods that are made on the basis of an individual choice of or decision by you, or goods that are clearly personalised.

‍9. Warranties and representations

‍9.1 You warrant and represent to us that:

(a) you are legally capable of entering into binding contracts;

(b) you have full authority, power and capacity to agree to these terms and conditions;

(c) all the information that you provide to us in connection with your order is true, accurate, complete and non-misleading; and

(d) you will be able to take delivery of the products in accordance with these terms and conditions.

9.2 We warrant to you that:

(a) we have the right to sell the products that you buy;

(b) the products we sell to you are sold free from any charge or encumbrance, except as specified in these terms and conditions;

(d) the products you buy will correspond to any description published on our website; and

(e) the products you buy will be of satisfactory quality.

9.3 All of our warranties and representations relating to the supply of products are set out in these terms and conditions. To the maximum extent permitted by applicable law and subject to Section 10.1, all other warranties and representations are expressly excluded.

‍10. Limitations and exclusions of liability

‍10.1 Nothing in these terms and conditions will:

(a) limit or exclude any liability for death or personal injury resulting from negligence;

(b) limit or exclude any liability for fraud or fraudulent misrepresentation;

(d) exclude any liabilities that may not be excluded under applicable law, and, if you are a consumer, your statutory rights will not be excluded or limited by these terms and conditions, except to the extent permitted by law.

10.2 The limitations and exclusions of liability set out in this Section 10 and elsewhere in these terms and conditions:

(a) are subject to Section 10.1; and

(b) govern all liabilities arising under these terms and conditions or relating to the subject matter of these terms and conditions, including liabilities arising in contract, in tort (including negligence) and for breach of statutory duty, except to the extent expressly provided otherwise in these terms and conditions.

0.3 We will not be liable to you in respect of any losses arising out of any event or events.

10.4 We will not be liable to you in respect of any business losses, including (without limitation) loss of or damage to profits, income, revenue, use, production, anticipated savings, business, contracts, commercial opportunities or goodwill.

10.5 You accept that we have an interest in limiting the personal liability of our officers and employees and, having regard to that interest, you acknowledge that we are a limited liability entity; you agree that you will not bring any claim personally against our officers or employees in respect of any losses you suffer in connection with the website or these terms and conditions (this will not, of course, limit or exclude the liability of the limited liability entity itself for the acts and omissions of our officers and employees).

10.6 Our aggregate liability to you in respect of any contract to purchase products from us under these terms and conditions shall not exceed the greater of:(a) the total amount paid and payable to us under the contract.

‍11. Order cancellation

‍11.1 We may cancel a contract under these terms and conditions immediately, by giving you written notice of termination, if:

(a) you fail to pay, on time and in full, any amount due to us under that contract; or

(b) you commit any material breach of that contract.

11.2 You may cancel a contract under these terms and conditions immediately, by giving us written notice of termination, if we commit any material breach of that contract.

11.3 We may cancel a contract under these terms and conditions by written notice to you if we are prevented from fulfilling that contract by any event beyond our reasonable control, including without limitation any unavailability of raw materials, components or products, or any power failure, industrial dispute affecting any third party, governmental regulations, fire, flood, disaster, riot, terrorist attack or war.

12. Consequences of order cancellation

‍12.1 If a contract under these terms and conditions is cancelled in accordance with Section 11:

(a) we will cease to have any obligation to deliver products which are undelivered at the date of cancellation;

(b) you will continue to have an obligation where applicable to pay for products which have been delivered at the date of cancellation (without prejudice to any right we may have to recover the products); and

(c) all the other provisions of these terms and conditions will cease to have effect, except that Sections 1.3, 6.4, 10, 15, 16, 17, 18, 19 and 20 will survive termination and continue in effect indefinitely.

‍13. Scope

‍13.1 These terms and conditions shall not constitute or effect any assignment or licence of any intellectual property rights.

13.2 These terms and conditions shall not govern the licensing of works (including literary works) comprised or stored in products.

13.3 These terms and conditions shall not govern the provision of any services by us or any third party in relation to the products (other than delivery services).

‍14. Variation

‍14.1 We may revise these terms and conditions from time to time by publishing a new version on our website.

14.2 A revision of these terms and conditions will apply to contracts entered into at any time following the time of the revision but will not affect contracts made before the time of the revision.

‍15. Assignment

‍15.1 You hereby agree that we may assign, transfer, sub-contract or otherwise deal with our rights and/or obligations under these terms and conditions – providing, if you are a consumer, that such action does not serve to reduce the guarantees benefiting you under these terms and conditions.

15.2 You may not without our prior written consent assign, transfer, sub-contract or otherwise deal with any of your rights and/or obligations under these terms and conditions.

‍16. No waivers

‍16.1 No breach of any provision of a contract under these terms and conditions will be waived except with the express written consent of the party not in breach.

16.2 No waiver of any breach of any provision of a contract under these terms and conditions shall be construed as a further or continuing waiver of any other breach of that provision or any breach of any other provision of that contract.

‍17. Severability

‍17.1 If a provision of these terms and conditions is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions will continue in effect.

17.2 If any unlawful and/or unenforceable provision of these terms and conditions would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect.

‍18. Third party rights

‍18.1 A contract under these terms and conditions is for our benefit and your benefit and is not intended to benefit or be enforceable by any third party.

18.2 The exercise of the parties’ rights under a contract under these terms and conditions is not subject to the consent of any third party.

‍19. Entire agreement

‍19.1 Subject to Section 10.1, these terms and conditions, together with our returns policy, shall constitute the entire agreement between you and us in relation to the sale and purchase of our products and shall supersede all previous agreements between you and us in relation to the sale and purchase of our products.

‍20. Law and jurisdiction

‍20.1 These terms and conditions shall be governed by and construed in accordance with German law.
20.2 Any disputes relating to these terms and conditions shall be subject to the exclusive jurisdiction of the courts of Germany.

‍21. Statutory and regulatory disclosures

‍21.1 We will not file a copy of these terms and conditions specifically in relation to each user or customer and, if we update these terms and conditions, the version to which you originally agreed will no longer be available on our website. We recommend that you consider saving a copy of these terms and conditions for future reference

.21.2 These terms and conditions are available in the English language only.

21.3 Our VAT number is 121/5160/6508.

21.4 The website of the European Union’s online dispute resolution platform is available at https://webgate.ec.europa.eu/odr/main.

22. Our details

‍22.1 This website is owned and operated by 369Trading e.U.

‍22.2 We are registered in Germany and our registered office is at ranzstr. 49, 41065 Moenchengladbach

22.3 Our principal place of business is at Kranzstr. 49, 41065 Moenchengladbach

22.4 You can contact us:(a) by post, using the postal address given above;(b) using our website contact form;(c) by telephone, on the contact number published on our website from time to time; or(d) by email, using the email address admin@smctools.io

Product & Services

Thank you for choosing a 369Trading e.U. Product or Service. We use the internet to start our relationship with you, and this means that we have to do things at a distance, so we think it handy that we set out what we expect from each other through this Agreement.

In this Agreement we set out what you can expect from us from your purchase – and what we ask of you, too.

We know that your time is precious, so these terms contain:

– a key Information section, to explain some key provisions of these terms; and

– a contents page to help you find the relevant section when you need it

We have organised this into sections:

Section A of these terms set out the main terms that govern our relationship with you. It answers questions you might have such as “How do I contact you? What do I have to pay? How do I end the contract?”

Section B sets out the terms that apply to our suite of Expert Advisors.

Section C sets out our terms that apply to our training materials and programmes.

Section D sets out our terms that apply to our suite of indicators.

Section E sets out our terms that apply to our Junior Trader Programme (JTP).

Our terms at a Glance

KEY INFORMATION

These Terms apply to the Product or Services we 369Trading e.U.Trading provide you.
These Terms apply because you have chosen to buy a Product or use one of our Services.
We provide various Products and Services that can be used by participants in the investment or financial services industry. None of our Products or Services are within scope of the investment of financial services industry regulator, so neither they nor we are regulated or authorised by the Financial Conduct Authority or Prudential Regulation Authority.
We recommend that you read all of these Terms carefully before you decide to buy a Product or use our Services and that you keep a copy safe for future reference.
In particular, we would ask you to note:

throughout these Terms, where we refer to “you”, this means the individual who bought the Product or Service;
your Product or Service is provided through us,
Neither we nor our Products or Services are in scope of the authorisation or regulation of the Financial Conduct Authority.
To use some of our Products and Services you need to have a trading account from another firm, that firm and that trading account most likely will be subject to a regulator, and your chosen broker will tell you more about that.

Our Agreement with you

What these terms cover. These are the terms and conditions on which our Products and Services are provided to you.
in relation to our Services our Agreement with you is made up of:

these Terms;
your completed purchase order;
any appropriateness test completed by you at the date of purchase or afterwards;
our Prices; and

Our Agreement with you is augmented

for Expert Advisor - your trading brokers terms and conditions

and if there are any inconsistencies or differences between the documents then, (i) in relation to our Products and Services the document mentioned first in this list overrides any document listed below it, and (ii) in relation to the augmentations the document mentioned overrides any document listed above it.

Our Agreement with you sets out the scope of the Services that we will provide to you when you open a Product or Service with us, and what we need you to do to help we provide our Services;

we may vary these Terms, and our Prices in the circumstances described in the Terms;
our Prices set out in detail what you will have to pay to use our Services.
other documents we refer to in these Terms may be updated from time to time. The current versions of these are available on our Website.

Managing our relationship.

Your information. Once you have bought a Product or Service with us, we may contact you from time to time to provide you with certain information about those, your payments, or other aspects of our Service. We may do this using the email address you have provided or through the website or any other platform you are using to access the Service. In agreeing to these Terms you acknowledge that, whilst we will take all reasonable precautions to prevent any loss of this data or a compromise of your information, we will not be liable for any damages you might suffer as a result of information being exchanged in this way.
Why you should read these terms. Please read these terms carefully before you use the Services and make sure that you understand them. These terms tell you who we are, how we will provide services to you, how you and we may change or end the contract, what to do if there is a problem and other important information. If you think that there is a mistake in these terms or require any changes, please contact us to discuss.
Please read these carefully. Please note that before you buy, you will be asked to agree to these Terms and policies. If you refuse to accept them, you will not be able to purchase or subscribe to a Product or a Service.
If there is anything contained in these Terms that you do not understand, please do not hesitate to get in touch with us in any one of the ways we provide for you, as explained in our Contact us Page.

These Terms are only available in the English language, if you need them in another language please do let us know.
Important Information

It is your choice to buy and use the Products and Services; you must make your own decisions on the choices you make are suitable for your own individual circumstances. We do not give financial advice.
Our Service is not a financial advice service; none of our business is intended to give you financial advice, but software tools we do not intend to give you and you should not consider we have given you any advice on the decisions you make.
We do not hold cash deposits; we do not hold any money from our clients or customers. The only money we receive from you is payment for your Purchases.
Paying our Prices; if you do not pay our Prices that you incur, we have the right to stop your use of the Product or Service until you pay, plus any additional charges that may become due without giving you prior notice;

Information about us and how to contact us

Who we are. We are 369Trading e.U. at the date of this document our Registered office address is Kranzstrasse 49, 41065 Moenchengladbach Germany ; This information may change from time to time, so check our website for up to date contact details, or Companies House.
How to contact us. You can get in touch with us in any one of the ways we provide for you, as explained in the Contact Us section of Our Website.
How we may contact you. If we have to contact you, we will do so by telephone or by writing to you at the email address or postal address you provided to us in your order or subsequently. "Writing" includes emails. When we use the words "writing" or "written" in these terms, this includes emails and any other electronic communication that you could read.

SECTION A

OUR TERMS IN DETAIL

Our contract with you

When these Terms apply.

These Terms will apply to you when you use the Services, create a Product or Service through us, a contract will come into place between us and you. If you do not agree to these terms, you must not use our Services.

Products and Services from a German firm.

Our Products and Services are designed and built by us for the specific purposes stated. We build the Products and Services in Germany. You should be clear that they are suitable to your needs and you are permitted to access and use them under the rules of the country you use them from.

Our Products and Service

What we offer.

Our Products and Services are designed to do what is described in the Purchase Order.

No financial advice.

We don't provide advice and we do not intend to, and you should not take anything we say, or our Products and Services do, as being a recommendation for a particular product or a way of investing. We provide software tools that are designed to run on MT4 and MT5. If you need professional guidance on any of the products mentioned in our Services, please speak to an accountant, lawyer, or other appropriate financial services professional specialising in the area before you make any decisions.

Creating Security Details.

You may need to log in to create a Purchase Order to access our secure website.
Logging in facilitates a purchase or subscription of Products and Services only.
We do not provide any service to hold any Cash or money for you.

Withdrawal or suspension of our Product or Services

We will only withdraw or suspend our offering to customers and consequently close or suspend your Product or Service if we have an enduring connection with you because of that Product or Service and we have a valid reason. We consider the following to be valid reasons:

a restructure or reorganisation of the suite of Product or Service that we offer to reflect changing market conditions;
the withdrawal of a Service or a Product to reflect changing market conditions;
for our business efficiency; or
the law has changed, and the Product or Services does not comply with Regulatory Requirements.

Where we can, we will give you 30 days’ notice of our intention to close or suspend your Service or Product in these circumstances. When we give you notice, we will tell you of any requirements specific to your Service or Product, that need to be considered.
If you do not pay us a regular Contribution that is due, we may withdraw or suspend your access to a Product or Service until you pay us what you are due.
When Regulatory Requirements mean that we need to act immediately, we will give you notice as soon as we reasonably can after closure or suspension.
If you use our Product or Service in relation to a trading account or in conjunction with another third party supplier, and that is closed for any reason, you may transfer your Product or Service to another account if

we can support that,
you pay our recoding charges, and
provide us with the information and evidence that we need to carry out a recoding to your new trading account.

Buying a Product or Service

We will arrange to provide a Product or Service, subject to these Terms.

General requirements

You must buy a Product or Service for your use only. The Product or Service cannot be used by you for commercial purposes to benefit others whether or not those persons are your clients or customers paying you a fee.
If you complete one or more Purchase Orders for others we will remove access for those persons to the relevant Product or Service, unless you can demonstrate it is a gift. You are not permitted to sell any Product or Service onto any other person, unless you have agreed to our specific resale terms with us.
You may not buy a Product or Service jointly with anyone else. A Product or Service may be used on a trading account that you operate or own along with another person, if allowed by the Partner of that arrangement.
If you are a parent or guardian, you cannot purchase a Product or Service on behalf of your child unless there is an application process on Our Website to allow you to do so, except as a gift.
Each individual Product or Service owner must meet all the requirements of the Terms applicable to them.
You must be 18 years old or over to open a Product or Service, unless we have a specific offering for children.
You must complete the purchase procedure set out in Our Website, if you do not give truthful information any Product or Service opened in respect of you completing the process may, at our option, be closed.

Identity and tax residence checks

Before you buy a Product or a Service or subsequently, we need to meet our legal obligations such as under anti money laundering regulations, so we may ask you for evidence of your identity and tax residence.

We may decline a purchase entirely at our discretion. No contract will come into force between you and us unless and until we accept your order in accordance with the procedure set out in this Section.
After you buy cooling off rights

Before you buy we will have given you specified information about the Products and Services, and you will have confirmed to us information about you. We are confident that the Product or Service will perform as we describe but you have a right to cancel your order if you show us how the product does not fulfill expectations and we will give you a full refund if you do so within 14 days after delivery of your Products or you start using Services or up until the point when the product has been coded to your chosen trading account (whichever is sooner).
If you want to cancel your order please follow the procedure set out in Our Website to complete a cancellation request
Normally, we will fulfil our contractual obligations to you within 30 days unless otherwise agreed.

After you buy maintenance

Some of our Products and Services require maintenance, updating and we may add new product features. You will have the choice to agree to the terms of the maintenance update or new features, and the cost if any or, opt out of that change and continue using the Product or Service on a basis not supported by us.

After you buy paperwork

We will send you an invoice, a copy of this contract in the manner you have instructed at check out.

After you buy cancellation

We may cancel a contract under these terms and conditions immediately, by giving you written notice of termination, if:

you fail to pay, on time and in full, any amount due to us under that contract; or
you commit any material breach of that contract.

You may cancel a contract under these terms and conditions immediately, by giving us written notice of termination, if we commit any material breach of that contract that we cannot resolve in 30 days.
We may cancel a contract under these terms and conditions by written notice to you if we are prevented from fulfilling that contract by any event beyond our reasonable control, including without limitation any change in legislation precluding the legitimate use of the Product, systemic failure of communication between us and You in maintaining the Product or Service, industrial dispute affecting any third party, governmental regulations, fire, flood, disaster, riot, terrorist attack or war.

Consequences of order cancellation

If a contract under these terms and conditions is cancelled in accordance with this Agreement:

we will cease to have any obligation to deliver or continue to deliver Products or Services which are undelivered, or part delivered at the date of cancellation and you will have to stop using them;
you will continue to have an obligation where applicable to pay for Products or Services which have been delivered at the date of cancellation (without prejudice to any right we may have to recover the products or your statutory right to cancel with refund); and
Clauses, 5 (Liability to pay us), 15 (Limitations and exclusions of Liability), 19 (Assignment), 19.6 (Third Party Rights), and 19.10 (Which laws apply to these Terms and where you may bring legal proceedings) will survive termination and continue in effect indefinitely.

Prices

The current price or cost to you of a Product or Service at the time of purchase or subscription is set out in our Prices. The Prices stated are exclusive of any VAT or other tax or charge levied by a government or similar authority.
We may change the prices in our Prices at our discretion. We are prudent in the management of our business and when changing our prices, we will consider your interests, particularly if you have agreed to make payments to us set out the Prices during your use of the Product or Services.
You must pay the Price of a Product or Services using the facilities set out in our checkout system on our Website. If your payment cannot be made using that system we will let you know and you can make alternative arrangements or, decide not to proceed with the particular Purchase Order.
If you cancel a Purchase Order using your statutory rights, we will refund the Price you paid, if you have not had a product or service dispatched.
If you make an unjustified credit card, debit card or other charge-back then you will be liable to pay us, within 5 days following the date of our written request:

an amount equal to the amount of the charge-back;
all third party expenses incurred by us in relation to the charge-back (including charges made by our or your bank or payment processor or card issuer);
an administration fee excluding VAT, other amount as specified in the Prices; and
all our reasonable costs, losses and expenses incurred in recovering the amounts referred to in this clause (including without limitation legal fees and debt collection fees), and
for the avoidance of doubt, if you fail to recognise or fail to remember the source of an entry on your card statement or other financial statement, and make a charge-back as a result, this will constitute an unjustified charge-back.

FCA categorisation and Re-Categorisation

Although our Product or Services are concerned with certain aspects of financial services, they are not regulated products and we are not authorised persons by any regulator of financial services for these Products and Services, so we do not categorise you under the Regulatory Requirements.

Operating your Product or Service

Our Website gives information about the operation of and the facilities needed by you to operate your Product or Service. Other Sections of this document set out the framework between us for the operation of a Product or Service

General

You agree we will only take instructions from and communicate with you, unless we agree with you otherwise.
We will only make payments to you, such as a refund of a purchase Price paid, to an account in your name held with a bank or building society operating in Germany, or other authorised and regulated banking institution.
You or any person that we have accepted may give us instructions for you but must make sure that instructions that you give us are complete, accurate, clear, and unambiguous. You are responsible for the settlement of all Orders effected by us in accordance with instructions. We may delay or refuse to execute your instructions if:

your instructions are unclear or ambiguous;
the law or a regulator requires us to do so or if, in doing so, we would be in breach of the law;
we are unable to verify your personal details; or
we have not received any information or documents we may have asked for, or where appropriate, the documents are not fully and correctly completed by you.

We will not be liable for any losses that you or any third party may incur as a result.

Third parties

It is your responsibility to deal with any Partner or third party that you may use in conjunction with a Product or Service.

Product or Service Security of information

You must use the Security Details that we give you to access your Product or Service, and to give us any instructions.
You must take all reasonable precautions to keep safe and prevent fraudulent use of your Security Details. You must take reasonable care not to disclose, or to allow the disclosure of, your Security Details. Please note we will never ask for your password over the telephone. You should not respond to any unsolicited emails which look as if they originate from us which ask you to enter your password or personal information. We will never issue emails of this type unless specifically requested by you to do so.
We may rely on any instructions that we receive whilst your Product or Service has been activated using your Security Details.
In addition, you will be responsible for (and we shall be entitled to rely upon) any relevant instruction which is authenticated using your Security Details, unless you establish that the relevant instruction is not an authorised instruction and either:

we acted upon the relevant instruction after you had told us, or we otherwise had actual notice, that your Security Details or any other access details in relation to your Product or Service had been disclosed to or otherwise obtained by an unauthorised third party or if the safety of these Security Details was in jeopardy; or
the unauthorised use of your Security Details or any other access details in relation to your Product or Service (and our reliance on the relevant instruction) did not result from your failure to take reasonable care to protect such details or otherwise to comply with your obligations under these Terms.

You should change your Security Details and contact us immediately if you know or suspect that any of your Security Details or any other access details in relation to your Product or Service have been disclosed to, or obtained by, an unauthorised third party or if the safety of these Security Details may be in jeopardy.
We will act on any instructions given in accordance with our stated procedures that appear, in our reasonable opinion, to be valid, and have no duty to make any further enquiries in relation to such instructions.

Risks of online communication

We will take all reasonable measures to make sure that the security of our systems is not compromised. However, there are inherent risks in using an online system. We cannot guarantee that they will be free from:

technical failure or corruption;
error or delay; or
misuse, fraudulent use, or access by unauthorised persons.

We will not be liable for losses caused as a result of anything that is outside our reasonable control.

Availability of our Services

We will make reasonable efforts to make sure that our Services are available to you, but we cannot promise that you will always be able to access our Services. In particular, we may, from time to time, have to suspend our Services to maintain or upgrade our Website, or you may not be able to access our Services because of disruptions to our Website, problems with telephone networks or because you are in an area that does not have mobile telephone coverage. We will not be liable to you if our Services are unavailable through our Website.
If you are unable to use our online Service, you may still use our Services in any one of the ways we provide for you, as explained in our Contact us Page.

How we communicate with you

Method of communications

Our Products and Services are provided exclusively online. Therefore you may only give us instructions through Our Website including the options to give instructions given in the Contact Us Page. You may call us using the number provided on Our Website with any questions or if online communication is not available.
We will normally communicate with you securely online including via email but may also choose to contact you by telephone. Either way we will communicate with you using the most recent contact details that you have given us, and we hold on your records.

If we need to communicate with you by post, we will communicate with you by post using the most recent postal address that you have given us, unless you tell us otherwise by contacting us directly.
If we make material changes to our Agreement and we have a continuing relationship with you, we may send you notice by email or by post.

such correspondence or notice is returned to us undelivered; or
you establish that you did not receive it at your address within the relevant period or at all; and
any such delay or failure in receipt was not a result of your omission to inform us of a change of your address in accordance with your obligation to do so under these Terms.

We will make reasonable efforts to contact you using the contact details that you give us but if our emails bounce or our correspondence is returned marked, “gone away” or your phone number is no longer active we will not send any further communications to that address.
We will take reasonable steps to try to contact you to get your new details, but we do not have to send further communications until you provide us with correct details.
You must tell us without delay if your contact details change.
Recording communications between us

You agree we may record and/or monitor telephone conversations, email, or other communications between us to comply with applicable Regulatory Requirements, to record instructions that you give us and for training or research purposes. These records form part of the information that we hold about you and will be handled in accordance with the Regulatory Requirements and related Policies.

Communicating with third parties

Our relationship is with you. You are responsible for dealing with any third parties, including brokers, interested in you.

Reporting

We will report to you as determined by the Product or Service.

Information that we provide to you

You may download or print individual sections of the Website and information from websites linked to it strictly for use in relation to your Product or Service, provided that you keep intact all copyright and proprietary notices, but you must not reproduce or distribute any material without our consent. Please read our Website’s terms of use.
Any news, financial information, and other information that we give you is provided solely to help you remain informed and is not a personal recommendation or financial advice. It is also not an offer by us to buy, sell or otherwise deal in any particular permitted investment.
When we provide market information, we use sources we believe to be reliable. If we use an independent information provider to provide that market information, we will use all reasonable care to make sure that the provider is suitable, but, because we have no control over the information sources, we cannot guarantee that the market information is accurate, complete, or timely, or that it will always be available to you.
You should satisfy yourself that market information is reliable before you make any decisions or take any actions based on it. We are not responsible for any decision or action you take or any loss you or anybody else may suffer as a result of your decision or action.
We are not responsible for the contents of any information that we send to you that has been prepared by someone else.

Our Prices and Fees

Prices associated with the Product(s) and Service(s).

You will be due to pay our Prices when they become due to be paid under your Purchase Order for your Product or Service. We will only charge you and you will only be due to pay our Prices if you:

Buy a Product or Service, or
a payment becomes due under these; or
we provide maintenance services, and a charge becomes due from you to us.

The Prices are the current fees and charges and these may change before you decide to make a purchase. Please ensure you check the fees which apply before you seek to make a purchase.
Annual and Monthly Subscriptions

If the Prices or Fees you see at Checkout indicate an Annual or Monthly, or other Regular Subscription then this clause will apply
Regular Subscription setting up

By purchasing a product or service by an Annual or Monthly Subscription, or other Regular Subscription, you agree to an initial charge being taken when you subscribe and recurring Regular Subscription fee at the then current rate being taken from your nominated account. You accept responsibility for all recurring charges until you cancel your regular Subscription. You may cancel your Regular Subscription at any time, subject to the terms of our cancellation policy.

Once you subscribe, we will automatically process your Regular Subscription fee on the date you subscribe and on each annual, monthly or other anniversary. This means we will take money from your nominated account regularly on that anniversary.

Regular Subscription Cancellation

We will continue to automatically take the money from your nominated account for your Regular Subscription fee at the then-current Monthly Subscription rate, until you either cancel your subscription or the end of the life of the service or product. You are not eligible for the refund of any charges that have already been processed.

Regular Subscriptions changes in amount

If we change the Regular Subscription fee we will tell you, using the contact details you have given us. We will give you time to opt out. If you do we will end our access to the materials and not take any Regular Subscription after the date you notify us your decision to cancel.

Other charges that may apply.

Your trading costs and charges

Expenses of connectivity costs for you to use the Product or Services, including, purchase of hardware, telephone communication internet access, or related devices.

contributions and transfers of cash into your Product or Service.

You can’t pay into our Products or our Services. You may only pay us money to buy a Product or Service

How and when we will vary our terms and Prices

We may vary these Terms and our Prices at any time if we have a valid reason to do so. We consider the following to be valid reasons:

to respond proportionately to changes in Regulatory Requirements;
to comply with any decision or recommendation of a legal body or legal decision;
to reflect good industry practice or changes in the operation of the markets;
as a result of changes to our systems and processes and the way our business operates, or any changes to or affecting any third parties with whom we engage whilst providing the Services;
to remedy obvious errors; or
to proportionately reflect legitimate cost increases in, or restructures of, the Services we provide.

If we vary these Terms to your disadvantage or vary our Prices for a reason that is not specified in our Agreement with you, we will give you 30 days’ prior notice in writing, except as set out in these Terms.
Whenever we give you notice of a material amendment that is to your disadvantage, you will be able to close your Product or Service during the notice period specified in accordance with your current Terms. If you do not do this, you will be deemed to have accepted the change.
In the case of changes that we have to make for the purposes of complying with Regulatory Requirements, we may vary these Terms with immediate effect.

We may suspend or withdraw our website

All as more fully explained in our website terms and conditions:

Availability of our website. Please note that we do not guarantee that the Services, our website, or any content on it, will always be available or be uninterrupted. We may suspend or withdraw or restrict the availability of all or any part of our website for business and operational reasons, but we will always try to give you notice if this happens.
Suspending your Product or Service. We have the right to disable any user Security Details, whether chosen by you or allocated by us, at any time, if in our reasonable opinion we need to.

Intellectual property.

We own or licence all Intellectual Property Rights in our website, Products and Services and in all of the material available from us through those. This material is protected by Intellectual Property and copyright laws and treaties around the world and we reserve all rights in respect of this. You are not allowed to use any of our Intellectual Property except in the utilisation of our Products and Service which we licence to you as part of the Price you paid.

Complaints.

If you would like to make a complaint about our Product(s) or Service(s) or the way in which we have managed any of the elements of those or your interaction with us you can let us know in the normal way you communicate with us or email us to let us know through any of the media set out in our Contact us Page.

We try and resolve any complaint fairly to you and us, as promptly as we can, and will try and respond to any complaint within 10 Business Days, if you do not accept what our conclusion, we will ask one of our team to take responsibility for it, let you know who that is, all within the 5 business days of you not accepting our resolution of your complaint.
We will do our best to reply to you within 20 Business Days unless there is a clear reason for extending this timescale, with a resolution. We may ask you questions in between times to understand better the reasons for the complaint.
Hopefully, you will understand and accept why we have reached our conclusion and that the matter giving rise to the complaint will be closed. If not, and if you are not satisfied with the way, we handle your complaint you may be able to refer your complaint to the Office of Fair Trading to see whether they can take up your case, an arbitrator that you and we can agree on or the English Courts.

You have your legal rights to raise court of action to promote a claim against us. There are certain steps that a court would expect you to have completed before raising a claim against us in the courts. We anticipate that in any such case you must give us the opportunity to respond to a complaint through our complaints procedure.

Data Protection

Your information.
Before we can offer you an account Product or Service Product or Service, you will need to provide certain information to us about you, your background, and your consent to us using this information to offer products to you. We will always use your personal data in accordance with our Privacy Policy which provides more details on how we use this data and how long we keep it for
In acting for you, we will have access to the data you provide through a Purchase Order or through our Website. We are a data controller under the relevant legislations and have Privacy Policies which summarise how we will use your personal information and with whom we share it.
We will use your details for lawful purposes only and will not use or share your information for marketing purposes except where you have consented.

Termination

Certain of the Products and Services mean we will continue to have a relationship after you complete a Purchase Order, and we may hold information for you. We do not anticipate that we will want to end that relationship but if that comes to pass then this clause will determine what we will do:

We may terminate these terms and our relationship at any time by giving you three months written notice (subject to applicable law and Regulatory Requirements). There is no minimum duration of these Terms.
We may also terminate these Terms with immediate effect by written notice if required to do so for legal or regulatory reasons.

Effect of Termination

You may continue to use our Products and Services you have purchased but we will no longer have any obligation to maintain those.
You will remain due to pay us any money you owe us. We will cease to have any obligation to deliver Products which are undelivered at the date of cancellation which have not been paid for;
you will continue to have an obligation where applicable to pay for Products which have been delivered at the date of cancellation (without prejudice to any right we may have to recover the products or your statutory right to cancel with refund); and
all the other provisions of these terms and conditions will cease to have effect, except that Clauses, 5 (Liability to pay us), 15 (Limitations and exclusions of Liability), 19 (Assignment), 19.6 (Third Party Rights), and 19.10 (Which laws apply to these Terms and where you may bring legal proceedings) will survive termination and continue in effect indefinitely.

Other important terms

We may transfer this agreement to someone else. We may transfer our rights and obligations under these terms to another organisation. We will always tell you in writing if this happens and we will ensure that the transfer will not affect your rights under the contract.
Transferring or delegating our rights under the agreement

We may delegate the performance of our obligations under our Agreement with you to a third party. Before doing so we will take reasonable care to make sure that the third party will competently perform the obligations delegated, we will monitor the performance of the third party’s activities and will remain primarily responsible for the obligations delegated.
We may also transfer all or part of our rights and obligations under our Agreement with you to a third party (a “Transferee Firm”). We do not need your consent to do this but will only do so if we receive undertakings from that third party that you will be no less favourably treated than before the transfer was effected.

Transferring your rights and obligations under the agreement

You may not assign or otherwise transfer any of your rights or obligations under the agreement to anyone else unless we have given you our prior written consent.

Legal/Tax matters

We will not provide you with legal or tax advice and recommend that you obtain your own independent advice.
Taxes and duties may be imposed by the government or other bodies on Products and Services that we provide to you. We are based in Germany and subject to tax laws in Germany applied to us. We will tell you whether these taxes and duties will be included in our Prices or are detailed separately. You may have to pay them even if your Product or Service is designed to take advantage of other relief or exemptions and you are not resident in Germany.
If we have to pay any tax liability that you incur on your behalf, we may recover these costs from you.
You will be liable for all other taxes that are personal to you in respect of your use of the Product or Service, particularly where that Product or Service is used together with another firms products or services. Your tax liability depends on your personal circumstances and may be subject to change in the future.

Limitations and exclusions of liability

Nothing in these terms and conditions will:

limit or exclude any liability for death or personal injury resulting from negligence;
limit or exclude any liability for fraud or fraudulent misrepresentation;
limit any liabilities in any way that is not permitted under applicable law; or
exclude any liabilities that may not be excluded under applicable law, and, if you are a consumer, your statutory rights will not be excluded or limited by these terms and conditions, except to the extent permitted by law.

The limitations and exclusions of liability set out in this Section 19 and elsewhere in these terms and conditions:

are subject to the previous paragraph and
govern all liabilities arising under these terms and conditions or relating to the subject matter of these terms and conditions, including liabilities arising in contract, in tort (including negligence) and for breach of statutory duty, except to the extent expressly provided otherwise in these terms and conditions.

We will not be liable to you in respect of any operational functionality of the operating system or platform you use to place trades in relevant markets as you instruct using the Product or Service. The person or firm providing that operating system of platform will be responsible for the order execution settlement custody and money held by it for you as determined in the terms of that arrangement with you.
We will not be liable to you in respect of your use a Product or Service or any losses arising out of any event or events beyond our reasonable control.
We will not be liable to you in respect of any business losses, including (without limitation) loss of or damage to profits, income, revenue, use, production, anticipated savings, business, contracts, commercial opportunities, or goodwill.
You accept that we have an interest in limiting the personal liability of our officers and employees and, having regard to that interest, you acknowledge that we are a limited liability entity; you agree that you will not bring any claim personally against our officers or employees in respect of any losses you suffer in connection with the website or these terms and conditions (this will not, of course, limit or exclude the liability of the limited liability entity itself for the acts and omissions of our officers and employees)
Our aggregate liability to you in respect of any contract to purchase products from us under these terms and conditions shall not exceed the greater of the total amount paid at the date of liability being established by you to us.

Confidentiality and publicity

We and you, during the term of this Agreement and thereafter, keep and will keep confidential all, and shall not use for either of our own purposes (other than implementation of this Agreement) nor without the prior written consent of the other disclose to any third party (except its professional advisors or as may be required by any law or any legal or regulatory authority) any, information of a confidential nature (including trade secrets and information of commercial value) which may become known to either one of us from the other and which relates to the other or any of its Affiliates, unless that information is public knowledge or already known at the time of disclosure from those sources, or subsequently becomes public knowledge other than by breach of this Agreement, or subsequently comes lawfully into the possession of the other from a third party.
We and you shall use its reasonable endeavours to prevent the unauthorised disclosure of any such information.
Neither you nor we shall make, or permit any person to make, any public announcement concerning this agreement without the prior written consent of the other parties (such consent not to be unreasonably withheld or delayed), except as required by law, any governmental or regulatory authority (including, without limitation, any relevant securities exchange), any court or other authority of competent jurisdiction.

Nobody else has any rights under these Terms.

These Terms are between you and us. No other person shall have any rights to enforce any of its terms.

If a court finds part of these Terms illegal, the rest will continue in force.

Each of the paragraphs of these terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.

Even if we delay in enforcing these Terms, we can still enforce it later.

If we do not insist immediately that you do anything you are required to do under these terms, or if we delay in taking steps against you in respect of your breaking these Terms, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date. For example, if you miss a payment and we do not chase you, but we continue to provide the products, we can still require you to make the payment at a later date.

NOTICES

Any notice or other communication given to a party under or in connection with this contract shall be in writing and shall be:

(a) delivered by hand or by pre-paid first-class post or other next working day delivery service at its registered office (if a company) or its principal place of business (in any other case);

(b) sent by email to the address given by you to us or us to you.

Any notice or communication shall be deemed to have been received:

(a) if delivered by hand, at the time the notice is left at the proper address;

(b) if sent by pre-paid first-class post or other next working day delivery service, at 9.00 am on the second Business Day after posting; or

The service of any proceedings or other documents in any legal action or, where applicable, any arbitration or other method of dispute resolution must be given in terms of that procedure.

Which laws apply to these Terms and where you may bring legal proceedings. These terms are governed by English law and you can bring legal proceedings in respect of the products in the English courts, after you have utilised our complaints procedure and any associated arbitration.
DEFINITIONS In these Terms, the meaning given to defined words in the Scheme Rules shall have the same meaning in these terms and the following words and expressions have the meanings set out below:

“Agreement” means the relationship between you and us, as determined by the documents which may be amended from time to time, specified in “Our terms at a Glance”.
“Annual Subscription” a payment for a product or service which you are told at checkout must be paid each year.
“Business Day” means any day on which banks in Germany are generally open for business, other than a Saturday, a Sunday and public holidays;
“Cash” means cash, money paid by an electronic payment system, excluding cash in coins or notes;
“Checkout” the process by which you buy or subscribe to a product or service.
“Contact us Page” means that or those pages which set out how you communicate with us;
“FCA” means the Financial Conduct Authority (25 The North Colonnade, Canary Wharf, London E14 5HS) or any other successor entity regulating the UK financial services industry;
“FCA Rules” means the current rules and guidance of the FCA;
“Intellectual Property Rights” patents, utility models, rights to inventions, copyright and related rights, all other rights in the nature of copyright, trademarks and service marks, business names and domain names, rights in get-up and trade dress, goodwill and the right to sue for passing off or unfair competition, rights in designs, database rights, and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.
18.12.10.“Losses” includes all liabilities, costs, expenses, damages, and losses (including any direct, indirect, or consequential losses, loss of profit, loss of reputation and all interest, penalties, and legal costs (calculated on a full indemnity basis) and all other reasonable professional costs and expenses).
18.12.11.“Monthly Subscription” a payment for a product or service which you are told at checkout must be paid each month
18.12.12.“Purchase Order” means a confirmed instruction to buy a Product or Service available through our Website;
18.12.13.“Partner(s)” means any one or more of the firms that you bring together to use to make your Product or Service work for your interests in utilising Products Services;
18.12.14.“Prices” means the charge we make for the provision of Products or Services as set out on Our Website to be paid by you. These will be the costs and charges to be paid by you, for each of our Products and Services at the date of purchase or subscription, or as part of a Regular Subscription as varied from time to time. Some Prices may be due to be paid on a recurring basis so long as you are recorded in our system as a user of a Product or Services, others only due once on purchase of a Product or Service;

18.12.15.“Privacy Policy” means the policy statement setting out the implementation of the Regulatory Requirements under data protection and privacy applicable to us (as amended from time to time);
18.12.16.“Product” the specific version of each of our algorithms sold by us and purchased by you through a Purchase Order and those items that you may buy that are not a Service.
18.12.17.“Regular Subscription” an annual or monthly or other regular subscription
1. 18.12.18.“Regulatory Requirements” means:
1. any obligation that we or, where relevant, another person, has to comply with under any law or regulation (including any tax legislation, rules or guidance made by an applicable regulatory body including the FCA), or as the result of a decision by a court, ombudsman, or similar body; or
2. any obligation under any industry guidance or codes of practice which we or, where relevant, another person, follows; or
3. any other legal or regulatory requirement which is effective in Germany and to which we must give effect in providing and operating the Products and Services;
1. 18.12.19.“Security Details” means login in, coding or recoding information
2. 18.12.20.“Services” means the training and other services provided by us described on our Website that you buy from us;
3. 18.12.21.“Subscription” a recurring payment paid by you to us at checkout, Annual or Monthly Subscription.
4. 18.12.22.“Terms” means these terms and conditions as amended from time to time,
5. 18.12.23.“VAT” value added tax or any equivalent tax chargeable.
6. 18.12.24.“we”, “us”, “our” means 369Trading e.U. Trading Limited and any other party to whom we have transferred our rights and obligations under our Agreement;
7. 18.12.25.“Website” and “Our Website “means www.smctools.io or any other internet address which we may tell you about; and
8. 18.12.26.“you” or “your” means the person or persons to whom we will provide the Products or Services in respect of our Agreement

EXPERT ADVISORS

Section B the terms that apply to Expert Advisor.

These Terms and Conditions, consisting of Section A and B apply to Expert Advisor.

INTERPRETATION

Definitions:

The following definitions apply to this Section B in addition to those set out in Section A and related rules of interpretation

“Confidential Information” all information (whether or not technical) relating to or comprised in the Software or Software Documentation which would appear to a reasonable person to be of a confidential nature, including all know-how and trade secrets.
“Completion” the completion by you of a Purchase Order for a Product.
“Encumbrance” any interest or equity of any person (including any right to acquire, option or right of pre-emption) or any mortgage, charge, pledge, lien, assignment, hypothecation, security interest, title retention or any other security agreement or arrangement.
“Expert Advisor” those Products carrying this name that are programs developed for MetaQuotes Language 4 or 5 (MQL4, MLQ5) and used for automation of analytical and trading processes. They allow for prompt technical analysis of price data and manage trading activities. It can perform analytical and trading operations for any symbols or periods independent on whether the corresponding chart was opened or not.
“Good Industry Practice” the exercise of that degree of skill, care, prudence, efficiency, foresight, and timeliness as would be expected from a leading company within the relevant industry or business sector.
“Known Vulnerability” any Vulnerability that has either:

been assigned a Common Vulnerabilities and Exposures (CVE) number;
been disclosed to you from to time to time; or
been disclosed on the internet, or any open public database, such that it would be revealed by reasonable searches conducted in accordance with Good Industry Practice.

“Latent Vulnerability” any instances of typical classes of Vulnerability, for example, buffer overflows, cross-site scripting (XSS) and Structure Query Language (SQL) injection.
“Maintenance Release” release of the Product that corrects faults, adds functionality, or otherwise amends or upgrades the Product, but which does not constitute a New Version.
“New Version” any new version of the Product which from time to time is publicly marketed and offered for purchase by us in the course of our normal business, being a version which contains such differences from the previous versions as to be generally accepted in the marketplace as constituting a new product.
“Price” the prices quoted for a Product on Our Website, stated excluding VAT. The Price does not include delivery, postage costs or additional or subsequent recoding costs
“Software” the software used in the Product, more specifically described in the Software Documention and all updates, upgrades, releases, and versions, including:

the object code; and
all other works or material recorded or embodied in the software, including the audio or visual content in any screen-displays in the user interface.

“Software Documentation” all and any documents (whether in human or machine readable form) relating to the Software, including all operating manuals, and user instruction manuals.
“Virus” any program which contains malicious code or infiltrates or damages a computer system without the owner’s informed consent or is designed to do so or which is hostile, intrusive, or annoying to the owner or user and has no legitimate purpose.
“Vulnerability” a weakness in the computational logic (for example, code) found in software and hardware components that, when exploited, results in a negative impact to confidentiality, integrity, or availability.

PURCHASE OF Products

If you wish to purchase and work with Products this means that you will:

Need to have an operating system or platform to place trades in relevant markets as you instruct using the Product. This operating system or platform will determine the investment universe available to you through which the Product may be used to give effect to your instructions. We may from time to time recommend persons or such operating systems, but the operating system will be provided by a person of your choosing.

The broker you use to place trades in relevant markets as you instruct will be responsible for the order execution settlement custody and money held by it for you. We have no responsibility under any circumstances for those functions.

Need to have an internet connection of sufficient resilience and speed to facilitate you placing instructions through the Product to your operating system or Platform by which you place trades. You may choose to operate a virtual private network (VPN). We may from time to time recommend persons to provide the internet connection of VPN, but the operator will be provided by a person of your choosing.
Need to create your Product Framework by giving us instructions to create and compile a Product, using the built-in "MetaEditor".
Setup Product. Before using Product, you have to set it up first. You will have to set the working parameters for your use of the Products.
Launch Product. To launch a Product, you have to make it talk to your operating system or platform by which you place trades.
Close Product. In due course you may have to close your Expert Advisor on your computer if you change trading account or renew your hardware. Once it is shut down you should ask for new recoding details.

Products and how they may change

We provide you with computer software Products. We may periodically change the Products available on our website, their specification or Software. We may stop the supply of any particular Product. No products listed on our website are regulated by any financial services regulator. They are not investment or financial products.
We may periodically change the Price of any Product.

How to buy a Product

To procure or buy a Product you must use Our Website. The purchase process is set out in Our Website that process involves the following steps:

you must add the Product(s) you want to purchase to your shopping cart, and then proceed to the checkout;
you must confirm your order and your consent to the terms of this document and related assessments, you will enter your payment details; and
once we have checked whether we are able to meet your order, we will either send you an order confirmation (at which point your order will become a binding contract subject to these terms) or we will confirm by email that we are unable to meet your order.
You shall sign the appropriateness test and send in your documentation once you are happy with the terms.
You shall send us your chosen platform (MetaTrader 4 or 5) and MetaTrader account number you would like to use the software on.

Once you have completed the Purchase Order and paid the Price, receipted through our Purchase Order system we sell free from encumbrances, and you shall purchase

the Product
a licence to use for your own personal use and a copy of the Software Documentation;

DELIVERY OF SOFTWARE

We shall deliver, or procure delivery to you of, or make available to you the Product, the Tangible Software Assets on completion of Purchase Order and payment of the Price, save for any source code.
On completion of a Purchase Order we will tell you how we deliver the Product.

Licence

In consideration of the Price paid by you to us, we grant to you a non-exclusive licence for a term of ten years to use the Product as set out in the Software Documentation.
In relation to scope of use:

use of the Product shall be restricted to use of the Product in the manner specified in Software Documentation.
use of the Product means loading the Product into temporary memory or permanent storage on the relevant computer, provided that installation on a network server for distribution to other computers is not "use" as the Product is licensed under this licence for use on each computer to which the Product is distributed.
You may not use the Product other than as specified without the prior written consent of us, and you acknowledge that additional fees may be payable on any change of use approved by us.
You may make as many backup copies of the Product as may be necessary for its lawful use. You shall record the number and location of all copies of the Product and take steps to prevent unauthorised copying.
except as expressly stated in this clause, you have no right (and shall not permit any third party) to copy, adapt, reverse engineer, decompile, disassemble, modify, adapt or make error corrections to the Product in whole or in part except to the extent that any reduction of the Product to human readable form (whether by reverse engineering, decompilation or disassembly) is necessary for the purposes of integrating the operation of the Product with the operation of other Product or systems used by the Customer, unless we are prepared to carry out such action at a reasonable commercial fee or has provided the information necessary to achieve such integration within a reasonable period, and you shall request us to carry out such action or to provide such information (and shall meet our reasonable costs in providing that information) before undertaking any such reduction.
any third-party product shall be deemed to be incorporated within the Product for the purposes of this licence (except where expressly provided to the contrary) and use of any third-party product shall be subject to the third-party terms.
You shall indemnify and hold us harmless against any loss or damage which it may suffer or incur as a result of your breach of any third-party terms howsoever arising.
We may treat your breach of any third-party terms as a breach of this licence.
You may not use any such information provided by us or obtained by you during any such reduction permitted under clause 1.1(e) to create any product whose expression is substantially similar to that of the Product nor use such information in any manner which would be restricted by any copyright subsisting in it.

You shall not:

sub-license, assign or novate the benefit or burden of this licence in whole or in part;
allow the Product to become the subject of any charge, lien, or encumbrance; and
deal in any other manner with any or all of its rights and obligations under this agreement,

without the prior written consent of the Supplier, such consent not to be unreasonably withheld or delayed.

We may at any time sub-license, assign, novate, charge or deal in any other manner with any or all of its rights and obligations under this licence, provided we give written notice to you. If we intend to do so we may disclose to a proposed interested party any information in our possession that relates to this agreement or its subject matter, the negotiations relating to it and the other party which is reasonable to disclose for the purposes of the proposal.
Each party confirms it is acting on its own behalf and not for the benefit of any other person.
You shall:

ensure that the number of persons using the Product does not exceed the number of licenses purchased;
ensure that the Product is installed on designated equipment only,

You shall permit us to inspect and have access to any equipment, computer equipment, premises (and to the computer equipment located there) at or on which the Product is being kept or used and have access to any records kept in connection with this licence, for the purposes of ensuring that you are complying with the terms of this licence, provided that We provides reasonable advance notice to you of such inspections, which shall take place at reasonable times.

Maintenance releases

We will provide you with all Maintenance Releases generally made available to our customers that use the Product. We warrant that no Maintenance Release will adversely affect the then existing facilities or functions of the Product.
Normally there will be a recoding fee. You have a choice to pay the recoding fee, or continue using your product, on a basis unsupported by us. If you decide not to accept a Maintenance Release, but subsequently chose to do so, you may have to pay for all recoding between your request and the last maintained version of your Product.

WARRANTIES

We warrant that, at the date of this agreement:

we have full power and authority to enter into this agreement
we are the sole legal and beneficial owner of (or, where relevant, applicant for) the Software Rights which are free from Encumbrances;
we are unaware of any infringement or likely infringement of any of the Product;
we so far as it is aware, the exploitation of the Product will not infringe the rights of any third party;
the Software and Software Documentation contain nothing that is defamatory or indecent
complete and accurate particulars of the Software are set out in the Software Documentation;
the Product comprise all software (including associated preparatory manuals and other related documents) and related rights and services which are necessary for you to make exclusive and unrestrictive use of the Software in accordance with Good Industry Practice;
the Software:

is functioning properly in accordance with all applicable specifications (including the Software Documentation) ;
is not defective in any material respect and has not been defective or failed to function during the last year;
has been developed in accordance with Good Industry Practice;
does not contain any Virus or Known Vulnerability or Latent Vulnerability and has not within the last 12 months been infected by any Virus or Known Vulnerability or Latent Vulnerability or accessed by any unauthorised person;
has been operated and used substantially in accordance with the Software Documentation (including any recommendations as to environmental conditions and power supply); and
meets the requirement for privacy by design and privacy by default.
the Software Documentation includes sufficient user and technical information reduced to writing and in a commonly readable format so as to enable reasonably skilled personnel in the field to use, operate and maintain the Software without the need for reference to any other documents or further assistance from any person;
there has not been included or used any open-source software (as defined at http://opensource.org/docs/osd), or any other libraries or code, licensed under the General Public Licence (as set out at http://www.gnu.org/licenses/gpl.html) or any similar licence (Restrictive Open Source Code) in, or in the development of, the Software, nor does any element of the Software operate in such a way that it is compiled with or linked to any Restrictive Open Source Code. Without prejudice to the foregoing, no open-source software has been included or used in, or in the development of, any element of the Software in contravention of its applicable open-source licence terms and no third party is asserting or has in the last three years asserted, any such contravention.

‍You warrant and represent to us that:

you are legally capable of entering into binding contracts
you have full authority, power, and capacity to agree to these terms and conditions
all the information that you provide to us in connection with your order is true, accurate, complete, and non-misleading; and
you will be able to take delivery of the Products in accordance with these terms and conditions.

All of our warranties and representations relating to the supply of products are set out in these terms and conditions. To the maximum extent permitted by applicable law, all other warranties and representations are expressly excluded.

MORAL RIGHTS

We as authors of the Software and/or Software Documentation assert our moral rights arising under Chapter 4 of the Copyright, Designs and Patents Act 1988 and so far as is legally possible, any broadly equivalent rights we may have in any territory of the world.

INDICATORS

Section C the terms that apply to Indicators.

These Terms and Conditions, consisting of Section A and C apply to Indicators.

INTERPRETATION

Definitions:

The following definitions apply to this Section C in addition to those set out in Section A and related rules of interpretation:

“Confidential Information” all information (whether or not technical) relating to or comprised in the Software or Software Documentation which would appear to a reasonable person to be of a confidential nature, including all know-how and trade secrets.
“Completion” the completion by you of a Purchase Order for a Indicators.
“Encumbrance” any interest or equity of any person (including any right to acquire, option or right of pre-emption) or any mortgage, charge, pledge, lien, assignment, hypothecation, security interest, title retention or any other security agreement or arrangement.
“Expert Advisor” those Products carrying this name that are programs developed for MetaQuotes Language 4 or 5 (MQL4, MLQ5) and used for automation of analytical and trading processes. They allow for prompt technical analysis of price data and manage trading activities. It can perform analytical and trading operations for any symbols or periods independent on whether the corresponding chart was opened or not.
“Good Industry Practice” the exercise of that degree of skill, care, prudence, efficiency, foresight, and timeliness as would be expected from a leading company within the relevant industry or business sector.
“Indicators” a type of Product being the specific version of each of our algorithms sold by us and purchased by you through a Purchase Order which use multiple filters of market data to present potential turning points, trend identification through charts and related trend identification for you to make your trading decision. These have no automated trading process and exclude Expert Advisor suite of Products.
“Known Vulnerability” any Vulnerability that has either:

been assigned a Common Vulnerabilities and Exposures (CVE) number;
been disclosed to you from to time to time; or
been disclosed on the internet, or any open public database, such that it would be revealed by reasonable searches conducted in accordance with Good Industry Practice.

“Latent Vulnerability” any instances of typical classes of Vulnerability, for example, buffer overflows, cross-site scripting (XSS) and Structure Query Language (SQL) injection.
“Maintenance Release” release of the Product that corrects faults, adds functionality, or otherwise amends or upgrades the Product, but which does not constitute a New Version.
“New Version” any new version of the Product which from time to time is publicly marketed and offered for purchase by us in the course of our normal business, being a version which contains such differences from the previous versions as to be generally accepted in the marketplace as constituting a new product.
“Price” the prices quoted for a Product on Our Website, stated excluding VAT. The Price does not include delivery, postage costs or additional or subsequent recoding costs
“Software” the software used in the Product, more specifically described in the Software Documention and all updates, upgrades, releases, and versions, including:

the object code; and
all other works or material recorded or embodied in the software, including the audio or visual content in any screen-displays in the user interface.

“Software Documentation” all and any documents (whether in human or machine readable form) relating to the Software, including all operating manuals, user instruction manuals.
“Virus” any program which contains malicious code or infiltrates or damages a computer system without the owner’s informed consent or is designed to do so or which is hostile, intrusive, or annoying to the owner or user and has no legitimate purpose.
“Vulnerability” a weakness in the computational logic (for example, code) found in software and hardware components that, when exploited, results in a negative impact to confidentiality, integrity, or availability.

PURCHASE OF Indicators

If you wish to purchase and work with Indicators this means that you will:

Need to have an operating system or platform to place trades in relevant markets as you instruct using the Product. This operating system or platform will determine the investment universe available to you through which the Product may be used to give effect to your instructions. We may from time to time recommend persons or such operating systems, but the operating system will be provided by a person of your choosing.

Need to have an internet connection of sufficient resilience and speed to facilitate you placing instructions through the Product to your operating system or Platform by which you place trades. You may choose to operate a virtual private network (VPN). We may from time to time recommend persons to provide the internet connection of VPN, but the operator will be provided by a person of your choosing.
Need to create your Product Framework by giving us instructions to create and compile a Product, using the built-in "MetaEditor".
Setup Product. Before using Product, you have to set it up first. You will have to set the working parameters for your use of the Indicators.
Launch Product. To launch a Product, you have to make it talk to your operating system or platform by which you place trades.
Close Product. In due course you may have to close your Product on your computer if you change trading account or renew your hardware. Once it is shut down you should ask for new recoding details.

Indicators and how they may change

We provide you with computer software Indicators. We may periodically change the Indicators available on our website, their specification or Software. We may stop the supply of any particular Product. No products listed on our website are regulated by any financial services regulator. They are not investment or financial products.
We may periodically change the Price of any Product

How to buy a Indicators

To procure or buy a Indicators you must use Our Website. The purchase process is set out in Our Website that process involves the following steps:

you must add the Product(s) you want to purchase to your shopping cart, and then proceed to the checkout;
you must and confirm your order and your consent to the terms of this document and related assessments, you will enter your payment details; and
once we have checked whether we are able to meet your order, we will either send you an order confirmation (at which point your order will become a binding contract subject to these terms) or we will confirm by email that we are unable to meet your order.
You shall sign the appropriateness test and send in your documentation once you are happy with the terms.
You shall send us your chosen platform (MetaTrader 4 or 5) and MetaTrader account number you would like to use the software on.

Once you have completed the Purchase Order and paid the Price, receipted through our Purchase Order system we sell free from encumbrances, and you shall purchase

the Product
a licence to use for your own personal use and a copy of the Software Documentation;

DELIVERY OF SOFTWARE

We shall deliver, or procure delivery to you of, or make available to you the Indicators, the Tangible Software Assets on completion of Purchase Order and payment of the Price, save for any source code.
On completion of a Purchase Order we will tell you how we deliver the Indicators.

Licence

In consideration of the Price paid by you to us, we grant to you a non-exclusive licence for a term of ten years to use the Product as set out in the Software Documentation.
In relation to scope of use:

use of the Product shall be restricted to use of the Indicators in the manner specified in Software Documentation.
use of the Indicators means loading the Product into temporary memory or permanent storage on the relevant computer, provided that installation on a network server for distribution to other computers is not "use" as the Indicators is licensed under this licence for use on each computer to which the Product is distributed.
You may not use the Indicators other than as specified without the prior written consent of us, and you acknowledge that additional fees may be payable on any change of use approved by us.
You may make as many backup copies of the Indicators as may be necessary for its lawful use. You shall record the number and location of all copies of the Product and take steps to prevent unauthorised copying.
except as expressly stated in this clause, you have no right (and shall not permit any third party) to copy, adapt, reverse engineer, decompile, disassemble, modify, adapt or make error corrections to the Product in whole or in part except to the extent that any reduction of the Product to human readable form (whether by reverse engineering, decompilation or disassembly) is necessary for the purposes of integrating the operation of the Product with the operation of other Product or systems used by the Customer, unless we are prepared to carry out such action at a reasonable commercial fee or has provided the information necessary to achieve such integration within a reasonable period, and you shall request us to carry out such action or to provide such information (and shall meet our reasonable costs in providing that information) before undertaking any such reduction.
any third-party product shall be deemed to be incorporated within the Product for the purposes of this licence (except where expressly provided to the contrary) and use of any third-party product shall be subject to the third-party terms.
You shall indemnify and hold us harmless against any loss or damage which it may suffer or incur as a result of your breach of any third-party terms howsoever arising.
We may treat your breach of any third-party terms as a breach of this licence.
You may not use any such information provided by us or obtained by you during any such reduction permitted under clause 1.1(e) to create any product whose expression is substantially similar to that of the Product nor use such information in any manner which would be restricted by any copyright subsisting in it.

You shall not:

sub-license, assign or novate the benefit or burden of this licence in whole or in part;
allow the Product to become the subject of any charge, lien, or encumbrance; and
deal in any other manner with any or all of its rights and obligations under this agreement,

without the prior written consent of the Supplier, such consent not to be unreasonably withheld or delayed.

We may at any time sub-license, assign, novate, charge or deal in any other manner with any or all of its rights and obligations under this licence, provided we give written notice to you. If we intend to do so we may disclose to a proposed interested party any information in our possession that relates to this agreement or its subject matter, the negotiations relating to it and the other party which is reasonable to disclose for the purposes of the proposal.
Each party confirms it is acting on its own behalf and not for the benefit of any other person.
You shall:

ensure that the number of persons using the Product does not exceed the number of licenses purchased;
ensure that the Product is installed on designated equipment only,

You shall permit us to inspect and have access to any equipment, computer equipment, premises (and to the computer equipment located there) at or on which the Product is being kept or used and have access to any records kept in connection with this licence, for the purposes of ensuring that you are complying with the terms of this licence, provided that We provides reasonable advance notice to you of such inspections, which shall take place at reasonable times.

Maintenance releases

We will provide you with all Maintenance Releases generally made available to our customers that use the Indicators. We warrant that no Maintenance Release will adversely affect the then existing facilities or functions of the Product.
Normally there will be a recoding fee. You have a choice to pay the recoding fee, or continue using your product, on a basis unsupported by us. If you decide not to accept a Maintenance Release, but subsequently chose to do so, you may have to pay for all recoding between your request and the last maintained version of your Product.

WARRANTIES

We warrant that, at the date of this agreement:

we have full power and authority to enter into this agreement
we are the sole legal and beneficial owner of (or, where relevant, applicant for) the Software Rights which are free from Encumbrances;
we are unaware of any infringement or likely infringement of any of the Indicators;
we so far as it is aware, the exploitation of the Indicators will not infringe the rights of any third party;
the Software and Software Documentation contain nothing that is defamatory or indecent
complete and accurate particulars of the Software are set out in the Software Documentation;
the Indicators comprise all software (including associated preparatory manuals and other related documents) and related rights and services which are necessary for you to make exclusive and unrestrictive use of the Software in accordance with Good Industry Practice;
the Software:

is functioning properly in accordance with all applicable specifications (including the Software Documentation) ;
is not defective in any material respect and has not been defective or failed to function during the last year;
has been developed in accordance with Good Industry Practice;
does not contain any Virus or Known Vulnerability or Latent Vulnerability and has not within the last 12 months been infected by any Virus or Known Vulnerability or Latent Vulnerability or accessed by any unauthorised person;
has been operated and used substantially in accordance with the Software Documentation (including any recommendations as to environmental conditions and power supply); and
meets the requirement for privacy by design and privacy by default.
the Software Documentation includes sufficient user and technical information reduced to writing and in a commonly readable format so as to enable reasonably skilled personnel in the field to use, operate and maintain the Software without the need for reference to any other documents or further assistance from any person;
there has not been included or used any open-source software (as defined at http://opensource.org/docs/osd), or any other libraries or code, licensed under the General Public Licence (as set out at http://www.gnu.org/licenses/gpl.html) or any similar licence (Restrictive Open Source Code) in, or in the development of, the Software, nor does any element of the Software operate in such a way that it is compiled with or linked to any Restrictive Open Source Code. Without prejudice to the foregoing, no open-source software has been included or used in, or in the development of, any element of the Software in contravention of its applicable open-source licence terms and no third party is asserting or has in the last three years asserted, any such contravention.

‍You warrant and represent to us that:

you are legally capable of entering into binding contracts
you have full authority, power, and capacity to agree to these terms and conditions
all the information that you provide to us in connection with your order is true, accurate, complete, and non-misleading; and
you will be able to take delivery of the Indicators in accordance with these terms and conditions.

All of our warranties and representations relating to the supply of products are set out in these terms and conditions. To the maximum extent permitted by applicable law, all other warranties and representations are expressly excluded..

MORAL RIGHTS

We as authors of the Software and/or Software Documentation assert our moral rights arising under Chapter 4 of the Copyright, Designs and Patents Act 1988 and so far as is legally possible, any broadly equivalent rights we may have in any territory of the world.