SUBSCRIPTION AGREEMENT FOR AUTOMATED TRADING ALGORITHMS

PLEASE READ THIS AGREEMENT CAREFULLY BEFORE SUBSCRIBING TO OUR SERVICES.

This Subscription Agreement (the "Agreement") is a legally binding contract between you ("Subscriber", "you", or "your") and ALGOINSIGHTS PTE LTD ("Company", "we", "us", or "our"). By accessing, purchasing, subscribing to, or using any automated trading algorithms, signals, or related services provided by us, you acknowledge that you have read, understood, and agree to be bound by all the terms and conditions of this Agreement.

IF YOU DO NOT AGREE TO ALL OF THESE TERMS, YOU ARE PROHIBITED FROM USING OR ACCESSING OUR SERVICES.

SECTION 1: DEFINITIONS AND INTERPRETATION

1.1 Definitions

In this Agreement, unless the context otherwise requires:

"Algorithm" The proprietary trading logic, code, software, robot, Expert Advisor (EA), or automated system developed by the Company that generates trading signals and/or automatically executes trades.

"Automated Trading" The process by which the Algorithm, once activated by you, independently monitors the markets, identifies trading opportunities, and submits orders to your broker without manual intervention.

"VPS" / "Virtual Private Server" A remote server hosted in a data center that runs the Algorithm 24 hours a day, 5 days a week, ensuring continuous operation.

"Broker" The third-party financial intermediary where you hold a trading account and through which the Algorithm executes trades.

"Subscription Package" The specific Algorithm package you select, as detailed in Section 4.

"Latency" The time delay between the Algorithm identifying a trading signal and your Broker confirming execution.

"Slippage" The difference between the expected price of a trade and the actual executed price.

"Term" The duration of this Agreement as specified in Section 3.

1.2 Interpretation

In this Agreement:

Words importing the singular shall include the plural and vice versa;

• Headings are for convenience only and do not affect interpretation;
• References to "Clauses" are to clauses of this Agreement.

SECTION 2: ELIGIBILITY AND REPRESENTATIONS

By using our Services, you represent and warrant that :

• You are of legal age (18 years or older, or the age of majority in your jurisdiction) and have the legal capacity to enter into this Agreement. 
• You have the experience and knowledge necessary to evaluate the merits and risks of automated trading. 
• You are trading with "risk capital" – money you can afford to lose without jeopardizing your financial security. 
• You are not a resident of any jurisdiction where Forex trading or the use of trading Algorithms is prohibited. ️
• All information provided during registration is accurate, complete, and current. ️
• You acknowledge that the Company is solely a technology provider and no fiduciary relationship is created. ️

SECTION 3: SUBSCRIPTION TERM

3.1 Subscription Term

This Agreement shall commence on the date you complete your subscription purchase and continue for a period of one (1) year (the "Subscription Term"), unless earlier terminated in accordance with Section 13.

3.2 No Automatic Renewal

This Agreement shall expire automatically at the end of the Subscription Term. You must inform us at least 1 month in advance to execute a new subscription for continued access.

SECTION 4: SUBSCRIPTION PACKAGES AND FEES

4.1 Subscription Packages

Please refer to our official website for our Subscription Packages and their respective Annual Subscription Fees.                                     

4.2 Payment Terms

All fees are payable upfront in Singapore Dollars (SGD) via PayPal, or credit card as instructed during checkout. Access to the Algorithm will only be granted upon confirmation of payment.

4.3 No Refunds

All fees paid under this Agreement are strictly non-refundable. No refunds or credits will be provided for partial use of the Subscription Term, early termination by you, or trading losses incurred.

4.4 Fee Changes

We reserve the right to modify subscription fees upon renewal. If your subscription renews automatically, we will provide notice of any fee changes at least thirty (30) days prior to the renewal date.

SECTION 5: LICENSE GRANT AND USAGE RIGHTS

5.1 Limited License

Subject to your compliance with this Agreement, we grant you a non-exclusive, non-transferable, revocable license to use the Algorithm solely for your personal, non-commercial trading during the Subscription Term.

5.2 Permitted Use

You may:

• Install the Algorithm on your VPS for continuous automated trading;
• Use the Algorithm for trading in your personal and/or corporate brokerage accounts.

5.3 VPS Requirement

You acknowledge that the Algorithm is designed to run 24 hours a day, 5 days a week on a VPS. You are solely responsible for:

• Selecting and maintaining a VPS with adequate specifications;
• Ensuring stable connectivity between your VPS and your Broker;
• All costs associated with VPS hosting.

5.4 No Right to Market

This license does not include the right to:

• Market, sell, or distribute the Algorithm to third parties;
• Grant sub-licenses to any person or entity;
• Use the Algorithm on behalf of any third party or for the benefit of any third party.

SECTION 6: PROHIBITED ACTIVITIES

You shall not, and shall not permit any third party to :

• Decompile, disassemble, or reverse engineer the Algorithm or attempt to derive its source code.
• Copy, reproduce, transfer, lend, sell, rent, lease, or otherwise distribute the Algorithm.
• Modify, adapt, or create derivative works based on the Algorithm.
• Circumvent any security measures, access controls, or usage limitations.
• Access or attempt to access the accounts of other subscribers or our servers without authorization.
• Introduce any viruses, worms, or other malicious code that may damage our systems.
• Use the Algorithm for any unlawful purpose or in violation of any applicable laws or regulations.

SECTION 7: INTELLECTUAL PROPERTY RIGHTS

7.1 Ownership

The Algorithm, including all code, logic, structure, organization, and related documentation, is our exclusive property and that of our licensors. The Algorithm is protected by copyright, trade secret, and other intellectual property laws.

7.2 No Transfer of Rights

This Agreement does not transfer any ownership rights to you. You are receiving only a limited license to use the Algorithm as expressly set forth herein.

7.3 Feedback

If you provide any suggestions, ideas, or feedback regarding the Algorithm, we may use such feedback without restriction or compensation to you.

SECTION 8: AUTOMATED TRADING AND TECHNICAL RISKS

8.1 Nature of Automated Trading

You acknowledge that the Algorithm will execute trades automatically and continuously whenever predefined entry or exit criteria are met. The Algorithm will trade while you are asleep, away from devices, or otherwise unable to monitor your account.

8.2 Full Responsibility

You agree to accept full responsibility for all instructions and functions of the Algorithm that you have activated on your trading account.

8.3 No Human Intervention

You acknowledge that the Algorithm may enter or exit trades without any human review or approval. You pre-approve all such trades and accept all resulting outcomes, whether profitable or loss-making.

8.4 Monitoring Obligation

While the Algorithm runs 24/5 on your VPS, you retain the responsibility to periodically monitor its performance and intervene manually if you deem it necessary.

8.5 Right to Suspend

We reserve the right to suspend or terminate your access if we determine, in our sole discretion, that you are using the Algorithm in a manner that :

• Exploits technical vulnerabilities in our servers;
• Overloads our hardware, software, or network;
• Engages in any malicious activity against our systems.

SECTION 9: LATENCY AND EXECUTION RISK

9.1 Latency Defined

You acknowledge that latency is unavoidable in all electronic trading systems. Latency refers to the time delay between the Algorithm identifying a trading opportunity and your Broker executing the order.

9.2 Sources of Latency

You expressly agree that we are NOT responsible for delays, execution failures, or price discrepancies arising from :

• The speed, uptime, and processing capability of your chosen VPS provider.
• The processing speed of your Broker's matching engine, liquidity providers, and trade servers.
• Packet loss, routing inefficiencies, or ISP-level issues in the data transmission path.
• Divergence Price discrepancies between our data feed and your Broker's data feed.

9.3 Slippage

You acknowledge that latency directly results in slippage – the difference between the expected price and the executed price.

• Positive Slippage: The trade executes at a better price than expected (you retain the benefit);
• Negative Slippage: The trade executes at a worse price than expected (you bear the loss).

You accept that all trades are subject to the prices available at the exact moment your order reaches your Broker's matching engine.

9.4 Broker Connectivity

You are solely responsible for maintaining a stable connection between your VPS/Algorithm and your Broker. We are not liable for :

• API disconnections or failed authentication;
• Broker-imposed rate limits;
• Changes to your Broker's API;
• Broker insolvency or regulatory issues.

SECTION 10: THIRD-PARTY RELATIONSHIPS

10.1 Broker Relationship

You acknowledge that :

• We are not a Broker and do not hold client funds;
• You have an independent contractual relationship with your chosen Broker;
• We have no control over your Broker's systems, policies, or financial stability;
• You are solely responsible for selecting a reputable, regulated Broker and understanding the Broker's fee structure, execution policies, and terms.

10.2 Third-Party Fees

You are solely responsible for all fees charged by third parties, including but not limited to :

• Broker commissions and spreads;
• VPS hosting fees;
• Swap rates and overnight financing charges;
• Data feed subscriptions.

10.3 No Agency

Nothing in this Agreement creates an agency, partnership, or joint venture between us and any third party, including Brokers and VPS providers.

SECTION 11: DISCLAIMERS AND LIMITATION OF LIABILITY

11.1 "AS IS" AND "AS AVAILABLE" DISCLAIMER

THE ALGORITHMS, SOFTWARE, AND SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO :

• WARRANTIES OF MERCHANTABILITY;
• FITNESS FOR A PARTICULAR PURPOSE;
• ACCURACY OR RELIABILITY OF SIGNALS;
• UNINTERRUPTED OR ERROR-FREE OPERATION.

11.2 No Warranty of Performance

We do not warrant that :

• The Algorithm will meet your specific trading objectives;
• The Algorithm will be profitable or generate any specific returns;
• The Algorithm will be error-free or operate without interruption;
• Any errors or defects will be corrected.

11.3 Past Performance

You acknowledge that past performance of any Algorithm is NOT a guarantee, indicator, or warranty of future results, profits, or performance.

11.4 Limitation of Liability

To the maximum extent permitted by the laws of Singapore, we, our directors, officers, employees, affiliates, and agents shall NOT be liable for :

• Any losses arising from use of the Algorithm
• Any indirect, incidental, or consequential damages
• Any trading losses, margin calls, or financial obligations
• Any loss of profits, business opportunity, or anticipated savings
• Any loss of data or breach of data (unless caused by our gross negligence)
• Any acts, omissions, or insolvency of Brokers, VPS providers, or other third parties
• Any interruptions, technical failures, errors, or delays in signal delivery or trade execution

11.5 Cap on Liability

In the event that a court of competent jurisdiction finds us liable notwithstanding the foregoing, our aggregate liability shall be limited to the Membership Fees paid by you to us during the twelve (12) months immediately preceding the event giving rise to the claim.

11.6 Isolated Technical Issues

We shall not be responsible for any loss, damage, cost, or expense arising from isolated technical issues experienced by you, including but not limited to :

• Individual disruptions in data feeds or trading platforms;
• Individual malfunctions in trade copier systems;
• Issues relating to third-party applications;
• Platform instability caused by your internet connectivity.

SECTION 12: INDEMNIFICATION

You agree to indemnify, defend, and hold harmless us, our directors, officers, employees, affiliates, and agents from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable legal fees) arising from or related to :

• Your breach of any provision of this Agreement;
• Your misuse or unauthorized use of the Algorithm;
• Your violation of any applicable law or regulation;
• Any dispute between you and your Broker, VPS provider, or any other third party;
• Any trading losses incurred as a result of using the Algorithm;
• Any claim that your use of the Algorithm infringes the rights of any third party.

SECTION 13: TERMINATION

13.1 Termination by Us

We reserve the right to suspend or terminate this Agreement and your access to the Algorithm immediately upon notice if :

• You breach any material term of this Agreement (including prohibited activities under Clause 6);
• You fail to pay any fees when due;
• We suspect fraudulent or illegal activity;
• Required by applicable law or regulatory authority.

13.2 Termination by You

You may terminate this Agreement at any time by ceasing all use of the Algorithm and providing written notice to us.

13.3 Effect of Termination

Upon termination for any reason :

• The license granted under this Agreement shall immediately cease;
• You must uninstall and permanently delete all copies of the Algorithm;
• Any fees paid are non-refundable as per Clause 4.4;
• Clauses 7 (Intellectual Property), 11 (Limitation of Liability), 12 (Indemnification), and 14 (General Provisions) shall survive termination.

SECTION 14: GENERAL PROVISIONS

14.1 Entire Agreement

This Agreement, together with the separate Membership Agreement and any schedules referenced herein, constitutes the entire agreement between you and us and supersedes all prior agreements, understandings, negotiations, and discussions, whether oral or written.

14.2 Amendments

We reserve the right to amend this Agreement at any time. Material changes will be notified to you via email or through our website. Your continued use of the Algorithm after such notice constitutes acceptance of the amended terms.

14.3 Assignment

You may not assign or transfer this Agreement or any rights hereunder without our prior written consent. We may assign this Agreement to any affiliate or successor without your consent.

14.4 Severability

If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.

14.5 Waiver

No failure or delay by either party in exercising any right under this Agreement shall operate as a waiver thereof.

14.6 Force Majeure

We shall not be liable for any failure or delay in performing our obligations where such failure or delay results from any cause beyond our reasonable control, including but not limited to :

• Power outages, internet backbone failures, or data center outages;
• Acts of God, war, terrorism, or civil unrest;
• Government actions, embargos, or sanctions;
• Financial market closures, flash crashes, or exchange-imposed trading halts;
• Pandemics or public health emergencies.

14.7 Relationship of the Parties

Nothing in this Agreement shall be construed to create a partnership, joint venture, agency, or employment relationship between the parties.

14.8 Governing Law

This Agreement shall be governed by and construed in accordance with the laws of Singapore.

14.9 Dispute Resolution

Any dispute arising out of or in connection with this Agreement shall first be attempted to be resolved through good-faith negotiations. If the dispute cannot be resolved within thirty (30) days, the parties submit to the exclusive jurisdiction of the courts of Singapore.

SECTION 15: RISK ACKNOWLEDGEMENT AND DECLARATION

BY PROCEEDING WITH YOUR SUBSCRIPTION, YOU EXPLICITLY ACKNOWLEDGE AND AGREE THAT:

15.1 You have read, understood, and agree to be bound by this entire Agreement. 

15.2 You understand that trading involves substantial risk and I could lose all of my invested capital. 

15.3 You are using the Algorithm voluntarily, at my own risk, and with risk capital. 

15.4 You acknowledge that the Algorithm will trade automatically 24/5 on my VPS, and I accept all results. 

15.5 You understand that latency and slippage are unavoidable, and the Company does not guarantee execution at signal prices. 

15.6 You are solely responsible for my choice of Broker and VPS provider. 

15.7 You agree the Company has made no guarantees, promises, or representations regarding future profits. 

15.8 You agree all fees paid are non-refundable regardless of trading performance. 

SECTION 16: CONTACT INFORMATION

All notices under this Agreement shall be sent to:

Company: ALGOINSIGHTS PTE LTD

Address: 10 ANSON ROAD INTERNATIONAL PLAZA #31-10 SINGAPORE 079903