End-user License and Sale Agreement
This End-user License and Sale Agreement (the “Agreement”) is an agreement between the Product’s user (hereinafter “End User”) and FLOWBOTS.
1. Definitions
1.1. “Documentation”: means any user documentation, on any media, provided by FLOWBOTS in association with the Products.
1.2. “FLOWBOTS”: means FLOWBOTS, its authorized resellers, distributors, marketers, system centers, representatives and other persons manufacturing, selling or marketing the Products.
1.3. “Machine ID” means the code provided by the End User to FLOWBOTS which enables the Products to operate in the specified Licensed Configuration.
1.4. “Licensed Configuration”: means a single computer located in the Licensed Location.
1.5. “Licensed Location”: the address in which the Products will be installed as.
1.6. “Products”: means any of FLOWBOTS’ products provided to the End User as a computer software (including online and electronic documentation) and any associated media and anything in any form whatsoever intended to be used with the software in association with this Agreement and any such products ordered by the End User from time to time, together with the associated original electronic media and all accompanying Documentation, and together with all enhancements, upgrades, and extensions thereto that may be provided by FLOWBOTS to the End User from time to time.
1.7. “Software”: means the computer software (including online and electronic documentation), any associated media and anything in any form whatsoever, intended to be used with the software that is provided to the End User in association with this Agreement, including, but not limited to the Summary Tape, Reconstructed Tape and Depth and Sales, which are Day Trading information tools, and any software corrections, enhancements, patches and updates provided by FLOWBOTS at any time.
2. Software and Documentation License Grant
2.1. Software License. Subject to the terms and conditions of this Agreement, FLOWBOTS hereby grants only to the End User, a personal non-exclusive, non-sublicensable, non-transferable license to use the Software in accordance with the relevant Documentation in the Licensed Configuration only.
2.2. Machine ID. The NinjaTrader® Machine ID supplied to FLOWBOTS controls the use of the Software in accordance with the Licensed Configuration. If any Software is rendered disabled for any reason, FLOWBOTS may, at its sole discretion, issue the End User another License Key which will enable the End User to operate the Software on substitute computer hardware. In this event the original Machine id will be disabled. Note that proof of identity will be required such as the original Machine id supplied, name and email address used in the original Paypal (or other payment system should FLOWBOTS add more).
2.3. Documentation License. FLOWBOTS hereby grants to the End User a non-exclusive, non-transferable, non-sublicensable license to use the Documentation and to make a reasonable number of copies of the Documentation solely for its own internal business purposes as necessary in connection with the Use of the Products.
3. Use of the Products
3.1. Personal Use: The Products are provided solely for End User’s internal use and for the Licensed Configuration only. The Product or any portion of the Products may not be used or accessed by, sub-licensed to, re-sold to, rented to, or distributed to any other party. End User agrees not to allow others to use the Products, nor to use the Products for the benefit of third parties.
3.2. Ownership and Retention of Rights. End User acknowledges that FLOWBOTS, and its licensors, own and shall retain all right, title and interest in and to: (i) the Software and Documentation (including all copies, modifications, and derivative works thereof, by whomever produced), including all intellectual property rights embodied therein; (ii) all of the service marks, trademarks, trade names or any other designations associated with the Products and Software; and (iii) all copyrights, patent rights, trade secret rights, and other proprietary rights relating to the Products, Software, and Documentation. End User further acknowledges and agrees that it shall have no rights with respect to any of the foregoing other than the rights expressly set forth in this Agreement.
3.3. Protection of Rights. End User agrees: (i) not to create or attempt to create by reverse engineering, disassembly, decompilation or otherwise, the source code, internal structure, or organization of the Products, or any part thereof, from any object code or information that may be made available to End User, or aid, abet or permit others to do so; (ii) not to remove any identification or notices of any proprietary or copyright restrictions from the Product, Software, Documentation, or any other support material; (iii) except for archival or back-up copies, not to copy the Software, develop any derivative works thereof or include any portion of the Software in any other software program; (iv) not to develop any other products containing any of the concepts and ideas contained in the Products; and (vi) not to develop methods to enable unauthorized parties to use the Products.
4. Maintenance and Support
FLOWBOTS is not required under this License to provide any installation, maintenance, training or other product services to you. Such services, if available, may be purchased separately. Technical support for the Products are available only by email and is limited to one (1) year from the date of product purchase. End User agree that FLOWBOTS may collect and use technical information gathered as part of the support services provided to the End User, if any, related to the Software Product. FLOWBOTS may use such information for its business purposes, including for product support, and development, to improve the Software Product or to provide customized services or technologies to the End User, and will not disclose this information in a form that personally identifies the End User.
FLOWBOTS MAKES NO WARRANTIES OF ANY KIND WITH REGARD TO TECHNICAL SUPPORT SERVICES AND HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND RELATED TO TECHNICAL SUPPORT SERVICE, INCLUDING BUT NOT LIMITED TO ALL IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL FLOWBOTS BE LIABLE FOR ANY DAMAGES, INCLUDING SPECIAL, DIRECT, INDIRECT OR CONSEQUENTIAL DAMAGES RESULTING FROM LOSS OF USE, DATA OR PROFITS REGARDLESS OF THE LEGAL THEORY UNDER WHICH SUCH CLAIMS ARE ASSERTED, INCLUDING WITHOUT LIMITATION, ACTIONS BASED ON CONTRACT, NEGLIGENCE OR OTHER TORTIOUS CONDUCT, ARISING OUT OF OR IN CONNECTION WITH THE PROVISION OF TECHNICAL SUPPORT SERVICES. IN NO EVENT SHALL FLOWBOTS’ TOTAL LIABILITY FOR ANY DAMAGES EXCEED THE TOTAL FEES PAID BY USER TO FLOWBOTS HEREUNDER.
5. UPDATES & PRODUCT CHANGES.
FLOWBOTS is not required under this License to provide any updates, or upgrades to the Software Product. From time to time, after the date the End User obtain initial copy of the Software Product, FLOWBOTS may provide to the End User or make available to the End User, at its sole discretion, error corrections, enhancements, updates, upgrades, or other modifications, supplements, add-on components, new releases, or Internet-based services components, of the Software Product. Unless FLOWBOTS provides other terms along with the error correction, enhancement, update, upgrade, or other modification, supplement, add-on component, new release, or Internet-based services component, this License applies to them. FLOWBOTS reserves the right to discontinue any Internet-based services provided to the End User or made available to the End User through the use of the Software Product. FLOWBOTS reserves the right at any time not to release or to discontinue release of Software Product and to alter prices, features, specifications, capabilities, functions, licensing terms, release dates, general availability or other characteristics of any future releases of the Software Product.
6. Term And Termination
This Agreement is effective until terminated. FLOWBOTS may terminate this Agreement at any time upon a material breach of any of the provisions hereof. Upon termination of this Agreement, End User agrees to cease all use of the Product and to return to FLOWBOTS or destroy the Product and all documentation and related materials in its possession, and so certify to FLOWBOTS. Except for the license granted herein and as expressly provided herein, the terms of this Agreement shall survive termination.
For the 1 year and/or lifetime license, the End User may terminate this agreement within (14) calendar days of making a purchase. The user can contact us via email or the members site to inform of the cancellation. No reason needs to be given. In turn, FLOWBOTS will terminate the 1 year and/or lifetime license and refund the payment made minus the transaction fee paid by FLOWBOTS on the original payment. Note that it may take up to 24 hours to process the refund and refund requests made at the weekend will be processed on Monday.
Refunds are limited to one issuance per product. If the End User has received a refund for a particular product and subsequently repurchases the same product, any subsequent refund requests will not be honored.
The refund of a product can only be made once, if after the first refund the End User buys the same product again, the refund will not be made for the second time if requested.
For the recurring license, the End User may terminate the subscription by cancelling the recurring payments in their PayPal account (or other payment system should FLOWBOTS add more). No refund is given for part used recurring subscriptions
For the educational products, there is no refund available as it’s not possible to ‘unlearn’ what we teach.
7. Limited Warranty, Warranty Disclaimers and Limitation of liability
7.1. Limited Warranty. THE PRODUCTS IS PROVIDED “AS IS” AND WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. USE OF PRODUCTS IS AT USER’S SOLE RISK. FLOWBOTS DOES NOT WARRANT THAT THE PRODUCTS WILL BE UNINTERRUPTED OR ERROR FREE, NOR DOES FLOWBOTS MAKE ANY WARRANTY AS TO ANY RESULTS THAT MAY BE OBTAINED BY USE OF THE PRODUCTS. USER REALIZES THAT THERE IS RISK IN TRADING STOCKS, FUTURES OR OPTIONS AND THAT ASSETS MAY BE LOST AND ARE NOT INSURED. FLOWBOTS IS ABSOLUTELY NOT RESPONSIBLE, DIRECTLY OR INDIRECTLY, FOR USERS’ STOCK, FUTURE OR OPTION ORDER, PURCHASE AND SALE ACTIONS. FLOWBOTS MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, IN RELATION TO THE PRODUCTS.
7.2. Limitation of Liability. UNDER NO CIRCUMSTANCES SHALL FLOWBOTS, DIRECTLY OR INDIRECTLY, BE LIABLE TO USER OR ANY OTHER PERSON, ENTITY, PARTNERSHIP, ORGANIZATION, ASSOCIATION OR OTHERWISE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES FOR ANY MATTER ARISING FROM OR RELATING TO THIS AGREEMENT, THE PRODUCTS OR THE INTERNET IN GENERAL, INCLUDING, WITHOUT LIMITATION, USER’S USE OR INABILITY TO USE THE PRODUCTS, ANY CHANGES TO OR INACCESSIBILITY OF THE PRODUCTS, DELAY, FAILURE, UNAUTHORIZED ACCESS TO OR ALTERATION OF ANY TRANSMISSION OR DATA, ANY MATERIAL OR DATA SENT OR RECEIVED OR NOT SENT OR RECEIVED, ANY TRANSACTION OR AGREEMENT ENTERED INTO THROUGH THE PRODUCTS, ANY DATA LOSS, OR ANY DATA OR MATERIAL FROM A THIRD PARTY ACCESSED ON OR THROUGH THE PRODUCTS, WHETHER SUCH LIABILITY IS ASSERTED ON THE BASIS OF CONTRACT, TORT OR OTHERWISE. IN NO EVENT SHALL FLOWBOTS’ TOTAL LIABILITY FOR ANY DAMAGES EXCEED THE TOTAL FEES PAID BY USER TO FLOWBOTS HEREUNDER. SOME STATES PROHIBIT THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, THUS THIS LIMITATION OF LIABILITY MAY NOT APPLY TO USER. IF USER IS DISSATISFIED WITH THE PRODUCTS, USER’S SOLE AND EXCLUSIVE REMEDY SHALL BE FOR USER TO DISCONTINUE USE OF THE PRODUCTS AND TERMINATE THIS AGREEMENT IN ACCORDANCE WITH SECTION 6. FLOWBOTS IS NOT LIABLE FOR ANY ITEMS VIEWED OR TRANSMITTED VIA THE PRODUCTS. FLOWBOTS IS NOT LIABLE, DIRECTLY OR INDIRECTLY, FOR ANY ACTS TAKING PLACE WHICH ARE NOT VIEWED OR TRANSMITTED VIA THE PRODUCTS. FLOWBOTS IS NOT OBLIGATED, DIRECTLY OR INDIRECTLY, TO TAKE ANY STEPS TO PREVENT OR CORRECT ANY ILLEGAL, ABUSIVE OR OTHERWISE INAPPROPRIATE ACTIVITY PERFORMED BY USER, NOR IS FLOWBOTS OBLIGATED, DIRECTLY OR INDIRECTLY, TO ARCHIVE OR OTHERWISE MAINTAIN OTHER REPRODUCTION OF THE CONTENT THAT APPEARS OR IS TRANSMITTED ON THE PRODUCTS FOR FUTURE REFERENCE. FLOWBOTS IS NOT LIABLE, DIRECTLY OR INDIRECTLY, FOR ANY ACTION OR INACTION WITH RESPECT TO ANY CONTENT ON THE PRODUCTS. FLOWBOTS IS NOT RESPONSIBLE, DIRECTLY OR INDIRECTLY, FOR COMPLIANCE OR LACK THEREOF BY ANY BROKER(S) WITH RESPECT TO ANY APPLICABLE LAWS AND REGULATIONS INCLUDING, BUT NOT LIMITED TO, THOSE LAWS REGARDING OR PERTAINING TO THE TRADING OF SECURITIES. FLOWBOTS MAKES SIGNIFICANT EFFORTS MEETING OR EXCEEDING INDUSTRY STANDARDS TO INSURE THE SECURITY AND/OR FUNCTIONALITY OF PRODUCTS RELATED INTERNET TRANSMISSIONS BUT, DUE TO THE INHERENT NATURE OF THE INTERNET, CANNOT GUARANTEE OR WARRANT FUNCTIONALITY AND/OR SECURITY OF INTERNET TRANSMISSIONS.
7.3 Exclusions. The foregoing warranties and remedies shall be void as to any Products damaged or rendered unserviceable by: (1) improper or inadequate maintenance by anyone other than FLOWBOTS or FLOWBOTS’ authorized agents, (2) software or interfacing supplied by anyone other than FLOWBOTS, (3) modifications, alterations or additions to the Products by personnel not certified by FLOWBOTS or FLOWBOTS’ authorized agents to perform such acts, or other unauthorized repair, installation or opening or other causes beyond FLOWBOTS’ control, (4) unreasonable refusal to agree with engineering change notice programs, (5) negligence by any person other than FLOWBOTS or FLOWBOTS’ authorized agents, (6) misuse, abuse, accident, electrical irregularity, theft, vandalism, fire, water or other peril, (7) damage caused by containment and/or operation outside the environmental specifications for the Products or contrary to the Licensed Configuration, and (8) alteration or connection of the Products to other systems, equipment or devices (other than those specifically approved by FLOWBOTS) without the prior approval of FLOWBOTS.
8. Government Regulation and Export Control
8.1. Government Regulations. End User agrees that the Products are sold to be used in the Licensed Location only and therefore may not be shipped, transferred, or exported into any country or used in any manner prohibited by law.
9. General
9.1. Miscellaneous. End User may not assign his rights or obligations under this Agreement without the prior written consent of FLOWBOTS. If any provision of this Agreement is held to be invalid or unenforceable by a court of competent jurisdiction, that provision of the Agreement will be enforced to the maximum extent permissible so as to effect the intent of the Agreement, and the remainder of the provisions of this Agreement shall remain in full force and effect. This Agreement sets forth the entire understanding and agreement between the End User and FLOWBOTS and may be amended only in writing signed by both parties.
9.2. No Other Rights. Nothing contained in this Agreement shall be construed as conferring by implication or otherwise upon either party hereunder any license or other right except the licenses, rights and uses expressly granted hereunder to a party hereto.
9.3. Entire Agreement. This Agreement constitutes the complete and exclusive statement of the agreement between the parties with respect to the Products and supersedes any and all prior or contemporaneous communications, representations, statements and understandings, whether oral or written, between the parties concerning the Products.
Feel free to contact us if you have any questions.
