TERMS OF SERVICE
Last Updated: May 24, 2021
By accepting the Terms of Service or accessing the Service, you represent and warrant that: (a) you are legally competent to contract; (b) you are not subject to any law or agreement that would be breached by your accepting the Terms of Service or using the Services or performing your obligations under the Terms of Service; and (c) you will at all times during the subsistence of the Agreement comply with all applicable laws and regulations. If you accept or agree to this Agreement on behalf of a company or other legal entity, you represent and warrant that (i) you have the authority to bind that company or other legal entity to the Agreement; and (ii) upon acceptance by you, the Terms of Service is applicable to and binds all other persons accessing or using the Services on behalf of the same company or legal entity, and, in such event, “you” and “your” will refer and apply to that company or other legal entity.
If you wish to access and use our Platform to develop and deploy trading strategies, you will be required to register with us. You will be prompted to create an account, which includes providing your email address and password (“Login Credentials”), and you may be asked to provide certain additional information that will assist us in authenticating your identity when you log in in the future (“Unique Identifiers”). When creating your account, you must provide true, accurate, current, and complete information. Login Credentials can be used by only one user. You are solely responsible for the confidentiality and use of your Login Credentials and Unique Identifiers, as well as for any use, misuse, or communications entered through the Platform using your account. You will promptly inform us of any need to deactivate a Login Credentials or to change any Unique Identifier. We reserve the right to delete or change your Login Credentials at any time and for any reason and shall have no liability to you for any loss or damage caused by such action. Algorum is under no obligation to accept any individual or entity as an account holder and may accept or reject any registrations in our sole and complete discretion. We will not be liable for any loss or damage caused by any unauthorized use of your account.
We have integrated with select brokerage firm partners (each, a “Brokerage Integration”), including Alpaca Securities LLC and Oanda Corporation, to deploy your trades. To make trades through our Platform, you will need to already be a registered customer of one of the brokerage firm partners integrated through our Brokerage Integrations. Please visit our Website to view current Brokerage Integrations. Please contact the relevant brokerage firm partner directly for more information on how to become their customer. All trades which have been placed using our Services are trades which are executed by you through the Brokerage Integrations and we do not provide any assurance that the trades placed by you will be executed through the
2. NO INVESTMENT ADVICE
YOU ACKNOWLEDGE AND AGREE THAT ALGORUM AND/OR THE SERVICES DOES NOT PROVIDE YOU WITH INVESTMENT, FINANCIAL, LEGAL, OR TAX ADVICE, OR ANY OTHER PROFESSIONAL ADVICE, AND THE SERVICES ARE NOT INTENDED TO PROVIDE USERS ANY SUCH INVESTMENT, FINANCIAL, LEGAL, TAX, OR OTHER PROFESSIONAL ADVICE. Algorum does not provide any investment advice related service, nor is it a registered investment advisor or broker-dealer and does not in any manner, purport to tell or suggest the value of any securities or which securities an investor should buy for themselves. Any observations or discussions of any instrument, commodity, security, algorithms, or strategy provided by Algorum or through the Services is not a recommendation to buy, sell or hold such instrument/commodity/security and is not a basis to make any investment decision or purchase or sale decisions, nor is it advice regarding the risk or suitability of any investment strategy, trading algorithm, transaction, instrument, or nature of investment. Through the Platform, Algorum is merely facilitating the placement of trades by you, by way of Brokerage Integrations and does not execute any trades on your behalf. The actual execution of the trades is being undertaken by your respective brokerage firm and they are solely responsible and liable for the execution thereof . Algorum offers no advice regarding the nature, potential value, risk or suitability of any particular investment strategy, trading algorithm, transaction, instrument, or investment. You acknowledge and agree that any use of the Services, any decisions made in reliance on the Services, including any trading or investment decisions or strategies, are made at your own risk. You acknowledge and agree that there is very high degree of risk in trading securities and any use of the Services and any decisions made in reliance on the Services, including any trading or investment decisions or strategies, are made at your own risk and you are solely liable and responsible for any and all investment decisions taken by you. You should consult with your own professional advisor for any form of investment or other professional advice. No employee, agent or representative of Algorum is authorized to provide any investment, financial, legal tax, or other professional advice pursuant to this Agreement, and any such advice, if given, is in violation of our policies, is unauthorized, and should not be relied upon. For a more detailed description of the risk associated with trading securities and algorithmic trading, please review our Risk Disclosures, which are hereby incorporated into this Agreement by reference.
3. USAGE RIGHTS AND RESTRICTIONS
Subject to the terms and conditions of this Agreement, Algorum grants you a limited, revocable non-transferable, non-exclusive, license to access and use the Services to develop and deploy retail trading strategies for you or your business, and no other use is permitted without the prior written consent of Algorum. Algorum may terminate this license at any time for any reason, including, but not limited to, for violation any of the restrictions provided in this Section 3. When using or accessing the Services, you agree that:
- You will comply with all applicable laws in your use of the Services and will not use the Services for any unlawful purpose and shall not solicit the performance of any illegal activity or other activity which infringes the rights of Algorum or other third parties;
- You will not sell, transfer, assign, license, sublicense, or modify the Content (as defined below) or Services, or reproduce, display, publicly perform, make a derivative version of, distribute, or otherwise use the Content or Services in any way for any public or commercial purpose;
- You will not host, display, upload, modify, publish, transmit, update, or share any information that belongs to another person and to which You do not have any rights to;
- You will not publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, infringing, obscene, indecent, or unlawful topic, name, material, or information;
- You will not falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded;
- You will not access or use the Services to collect any market research for a competing business;
- You will not impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity;
- You will not interfere with or attempt to interrupt the proper operation of the Services through the use of any virus, device, information collection or transmission mechanism, software or routine, or access or attempt to gain access to any Content, data, files, or passwords related to the Services through hacking, password or data mining, or any other means;
- You will not decompile, reverse engineer, or disassemble any software or other products or processes accessible through the Services;
- You will not cover, obscure, block, or in any way interfere with any advertisements and/or safety features on the Services;
- You will not circumvent, remove, alter, deactivate, degrade, or thwart any of the Content protections in the Services;
- You will not use any robot, spider, scraper, or other automated means to access the Services for any purpose without our express, written permission; provided, however, that we may grant the operators of public search engines permission to use spiders to copy materials from the public portions of the Service for the sole purpose of, and solely to the extent necessary for, creating publicly-available searchable indices of the materials, but not caches or archives of such materials;
- You will not take any action that imposes or may impose (in our sole discretion) an unreasonable or disproportionately large load on our technical infrastructure;
- You will not introduce, post, or upload to the Services any Harmful Code. As used herein, “Harmful Code” means computer code, programs, or programming devices that are intentionally designed to disrupt, modify, access, delete, damage, deactivate, disable, harm, or otherwise impede in any manner, including aesthetic disruptions or distortions, the operation of the Services, or any other associated software, firmware, hardware, computer system, or network (including, without limitation, “Trojan horses,” “viruses,” “worms,” “time bombs,” “time locks,” “devices,” “traps,” “access codes,” or “drop dead” or “trap door” devices) or any other harmful, malicious, or hidden procedures, routines or mechanisms that would cause the Services to cease functioning or to damage or corrupt data, storage media, programs, equipment, or communications, or otherwise interfere with the operations of the Services; and
- You are 18 years or older; if you are less than 18 years old, you should review this Agreement with your parent or guardian to make sure that you and your parent or guardian understand it, and you may use the Services only with the consent of and through your parent or guardian.
4. INTELLECTUAL PROPERTY
The Services contain materials, such as software, text, graphics, images, sound recordings, and other materials provided by or on behalf of Algorum (collectively referred to as the “Content”). Except as expressly provided in this Agreement, Algorum and/or our licensors exclusively own all right, title, and interest in and to the Services and the Content, including all associated intellectual property rights. The Services and the Content are protected under Indian, and all other applicable foreign laws. Unauthorized use of the Services or the Content may violate copyright, trademark, and other laws.
You shall not remove, alter, or obscure any copyright, trademark, service mark, or other proprietary rights notices incorporated in or accompanying the Services or the Content. We reserve the right to remove Content from our Services at any time for any reason without any notice to you.
If you violate any part of this Agreement, your permission to access the Services and the Content automatically terminates and you must immediately destroy any copies you have made of the Content.
The trademarks, service marks, and logos of Algorum (the “Algorum Trademarks”) used and displayed on the Services are owned by Algorum. Other company, product, and service names located on the Services may be trademarks or service marks owned by others (the “Third-Party Trademarks,” and, collectively with Algorum Trademarks, the “Trademarks”). Nothing on the Services should be construed as granting, by implication, estoppel, or otherwise, any license or right to use the Trademarks, without our prior written permission specific for each such use. Use of the Trademarks as part of a link to or from any site is prohibited unless establishment of such a link is approved in advance by us in writing. All goodwill generated from the use of Algorum Trademarks inures to our benefit.
Elements of the Services are protected by trade dress, trademark, unfair competition, and other state and national laws and may not be copied or imitated in whole or in part, by any means, including, but not limited to, the use of framing or mirrors. None of the Content may be retransmitted without our express, written consent for each and every instance. You agree not to access (or attempt to access) any of the Services by any means other than the interface that is provided by Algorum, unless you have been specifically allowed to do so, by way of a separate agreement with Algorum. You specifically agree not to access (or attempt to access) any of the Services through any automated means (including use of scripts or web crawlers).
5. USER CONTENT
The Platform allows you to upload and transmit information and content related to your trading strategies (collectively, “User Content”). You, and not Algorum, are entirely responsible for all User Content that you upload, post or otherwise transmit through the Platform.
To the extent permitted by law, you and your licensors retain all copyrights and other intellectual property rights in and to your own User Content. You do, however, hereby grant us and our sublicensees a non-exclusive, royalty-free, freely sublicensable, perpetual, irrevocable license to copy, record, synchronize, transmit, translate, format, distribute, display, perform, and otherwise use your User Content and all intellectual property and moral rights therein to provide you the Platform.
7. COMMUNICATIONS WITH US
Although we encourage you to e-mail us, we do not want you to, and you should not, e-mail us any content that contains confidential information. With respect to all e-mails and communications you send to us, including, but not limited to, feedback, questions, comments, suggestions, and the like, we shall be free to use any ideas, concepts, know-how, or techniques contained in your communications for any purpose whatsoever, including but not limited to, the development, production, and marketing of products and services that incorporate such information without compensation or attribution to you.
8. NO WARRANTIES; LIMITATION OF LIABILITY
THE SERVICES AND THE CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT ANY WARRANTIES OF ANY KIND, INCLUDING THAT THE SERVICES OR CONTENT WILL BE ACCURATE, OR OPERATE ERROR-FREE OR THAT THE SERVICES, ITS SERVERS, OR THE CONTENT ARE FREE OF COMPUTER VIRUSES OR SIMILAR CONTAMINATION OR DESTRUCTIVE FEATURES.
WE DISCLAIM ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTIES’ RIGHTS, AND FITNESS FOR PARTICULAR PURPOSE AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE.
WE SHALL NOT BE RESPONSIBLE FOR ANY ERROR OR OMISSION, INTERRUPTION OR DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMMUNICATIONS LINE FAILURE, OR THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, OR ALTERATION OF, USER CONTENT IN CONNECTION WITH THE SERVICES OR DEPLOYMENT OF TRADES THROUGH OUR BROKERAGE PARTNERS.
ALGORUM PROVIDES THE INFORMATION THROUGH THE SERVICES FOR INFORMATIONAL PURPOSES ONLY. NO INFORMATION SHOULD BE CONSTRUED AS INVESTMENT, FINANCIAL, TAX, LEGAL, OR OTHER PROFESSIONAL ADVICE. WE SHALL NOT BE LIABLE FOR RELIANCE ON ANY INFORMATION PROVIDED THROUGH THE SERVICES. ALGORUM SHALL NOT BE RESPONSIBLE OR LIABLE FOR ANY PROFITS OR LOSSES INCURRED BY YOU AS A CONSEQUENCE OF USING THE SERVICES TO CREATE AND DEPLOY ALGORITHMS OR AS A RESULT OF EXECUTING TRADES USING THE SERVICES PROVIDED.
ALGORUM SHALL NOT BE LIABLE FOR ANY LIABILITY INCURRED BY YOU IN RELATION TO EXECUTING TRADES USING THE SERVICES UNDER APPLICABLE LAWS.
ALGORUM IS NOT RESPONSIBLE FOR THE ACCURACY OF PRICE CANDLES, REAL TIME OR HISTORIC, PROVIDED. THE SERVICES MAY CONTAIN TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS OR OMISSIONS. UNLESS REQUIRED BY APPLICABLE LAWS, WE ARE NOT RESPONSIBLE FOR ANY SUCH TYPOGRAPHICAL OR TECHNICAL ERRORS LISTED ON THE SERVICES. WE RESERVE THE RIGHT TO MAKE CHANGES, CORRECTIONS, AND/OR IMPROVEMENTS TO THE SERVICES AND/OR ADD OR REMOVE CONTENT AT ANY TIME WITHOUT NOTICE.
IN CONNECTION WITH ANY WARRANTY, CONTRACT, OR COMMON LAW TORT CLAIMS: (I) WE AND OUR LICENSORS SHALL NOT BE LIABLE FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION RESULTING FROM THE USE OR INABILITY TO ACCESS AND USE THE SERVICES OR THE CONTENT, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; AND (II) ANY DIRECT DAMAGES THAT YOU MAY SUFFER AS A RESULT OF YOUR USE OF THE SERVICES OR THE CONTENT SHALL BE LIMITED TO ONE THOUSAND INDIAN RUPEES (INR 1000).
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES. THEREFORE, SOME OF THE ABOVE LIMITATIONS ON WARRANTIES IN THIS SECTION MAY NOT APPLY TO YOU.
NOTHING IN THESE TERMS OF SERVICE SHALL AFFECT ANY NON-WAIVABLE STATUTORY RIGHTS THAT APPLY TO YOU.
9. EXTERNAL SITES.
The Services may contain links to third-party websites (“External Sites”). These links are provided solely as a convenience to you and not as an endorsement by us of the content on such External Sites. The content of such External Sites is developed and provided by others. You should contact the site administrator or webmaster for those External Sites if you have any concerns regarding such links or any content located on such External Sites. We are not responsible for the content of any linked External Sites and do not make any representations regarding the content or accuracy of materials on such External Sites. You should take precautions when downloading files from all websites to protect your computer from viruses and other destructive programs. If you decide to access linked External Sites, you do so at your own risk.
10. REPRESENTATIONS AND WARRANTIES; INDEMNIFICATION.
a) You hereby represent, warrant, and covenant that:
- You own or have the necessary licenses, rights, consents, and permissions (collectively, “Permissions”) to all trademark, trade secret, copyright, or other proprietary, privacy, and publicity rights in and to your User Content, and any other works that you incorporate into your User Content and all the rights necessary to grant the Permissions you grant hereunder;
- Use of User Content in the manners contemplated in these Terms of Service shall not violate or misappropriate the intellectual property, privacy, publicity, contractual, or other rights of any third party; and
- You will use the Services in compliance with applicable law, in accordance with these Terms of Service, and are solely responsible for ensuring compliance with the laws of your specific jurisdiction.
b) You agree to defend, indemnify, and hold us and our officers, directors, employees, agents, successors, licensees, licensors, and assigns harmless from and against any damages, liabilities, losses, expenses, claims, actions, and/or demands, including, without limitation, reasonable legal and accounting fees, arising or resulting from: (i) your breach of this Agreement; (ii) your misuse of the Content or the Services; and/or (iii) your violation of any third-party rights, including without limitation any copyright, trademark, property, publicity, or privacy right. We shall provide notice to you of any such claim, suit, or proceeding and shall assist you, at your expense, in defending any such claim, suit, or proceeding. We reserve the right to assume the exclusive defense and control (at your expense) of any matter that is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting our defense of such matter.
11. CHANGES TO THE AGREEMENT.
These Terms of Service are effective as of the last updated date stated at the top. We may change these Terms of Service from time to time with or without notice to you. Any such changes will be posted on the Services. By accepting the amended Terms of Service or accessing the Services after we make any such changes to these Terms of Service, you are bound by such changes. Please refer back to these Terms of Service on a regular basis.
12. TERMINATION OF THE AGREEMENT.
We reserve the right, in our sole discretion, to restrict, suspend, or terminate this Agreement and the Services, and your access to all or any part of the Services, at any time and for any reason without prior notice or liability. Sections 2, 4-14, 16 shall survive the termination of this Agreement.
13. APPLICABLE LAW AND JURISDICTION.
This Agreement and any action related thereto will be governed by the laws of India without regard to its conflict of law provisions. Any disputes arising in relation hereto shall be subject to the exclusive jurisdiction of courts at Hyderabad, India.
14. EQUITABLE RELIEF.
You acknowledge and agree that in the event of a breach or threatened violation of our intellectual property rights and confidential and proprietary information by you, we will suffer irreparable harm for which monetary damages would be inadequate. In such circumstances, we will be entitled to injunctive or equitable relief to enforce this Agreement, as deemed necessary or appropriate in such circumstances. These remedies are in addition to any other remedies that Algorum may have at law or in equity. We may, without waiving any other remedies under this Agreement, seek from any court having jurisdiction any interim, equitable, provisional, or injunctive relief that is necessary to protect our rights and property pending the outcome of the arbitration referenced above. All claims or disputes arising out of or in connection with this Agreement shall be heard exclusively at the courts of Hyderabad, India .
15. DOWNLOADING THE APP.
We make the App available through the Google Play Store or Apple App Store. The following terms apply to the App when accessed through or downloaded from the Apple App Store where the App may now or in the future be made available. You acknowledge and agree that:
- These Terms of Service are between you and Algorum, and not with Apple, and Algorum (not Apple), is solely responsible for the App.
- Apple has no obligation to furnish any maintenance and support services with respect to the App.
- In the event of any failure of the App to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the App to you (if applicable) and, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App. Any other claims, losses, liabilities, damages, costs, or expenses attributable to any failure to conform to any warranty will be the sole responsibility of Algorum.
- Apple is not responsible for addressing any claims you have or any claims of any third party relating to the App or your possession and use of the App, including, but not limited to: (i) product liability claims; (ii) any claim that the App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
- In the event of any third party claim that the App or your possession and use of that App infringes that third party’s intellectual property rights, Algorum will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by this Agreement.
- Apple and its affiliates are third-party beneficiaries of this Agreement as related to your license to the App, and that, upon your acceptance of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement as related to your license of the App against you as a third-party beneficiary thereof.
- You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a terrorist-supporting country; (ii) you are not listed on any U.S. Government list of prohibited or restricted parties; (iii) you are not an individual, or associated with an entity, designated under the UK’s Terrorist Asset-Freezing etc. Act 2010 (TAFA 2010); and (iv) you are not otherwise subject to or affected in any way by any national security or terrorism related rules whether applicable to you personally or to your location or other circumstances.
- You must also comply with all applicable third party terms of service when using the App.
Our failure to act on or enforce any provision of the Agreement shall not be construed as a waiver of that provision or any other provision in this Agreement. No waiver shall be effective against us unless made in writing, and no such waiver shall be construed as a waiver in any other or subsequent instance. If, for any reason, a court of competent jurisdiction finds any provision of the Terms of Service, or any portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to give effect to the intent of the parties as reflected by that provision, and the remainder of the Terms of Service shall continue in full force and effect. Except as expressly agreed by us and you in writing, this Agreement constitutes the entire Agreement between you and us with respect to the subject matter, and supersedes all previous or contemporaneous agreements, whether written or oral, between the parties with respect to the subject matter. The section headings are provided merely for convenience and shall not be given any legal import. This Agreement will inure to the benefit of our successors, assigns, licensees, and sublicensees.
Copyright 2020 Algorum Software Private Limited. All rights reserved.