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Terms of Use & Disclaimer

Version 2.0.0
# Terms of Use, Disclaimer & Limitation of Liability

**Version:** 2.0.0
**Effective date:** 2026-05-07
**Last updated:** 2026-05-07

These Terms of Use (the "**Terms**") form a binding agreement between you ("**User**", "**you**") and the author and copyright holder of TradeCommander ("**Author**", "**we**", "**us**"). The Terms govern your access to and use of the TradeCommander software, hosted instances, web interface, command-line tools, background services, APIs, documentation, and any related materials (collectively, the "**Software**").

**BY CREATING AN ACCOUNT, SIGNING IN, CONFIGURING BROKER CREDENTIALS, RUNNING THE SOFTWARE, OR OTHERWISE ACCESSING IT IN ANY MANNER, YOU AGREE TO THESE TERMS, THE [RISK DISCLOSURE](RISK_DISCLOSURE.md), AND THE [PRIVACY POLICY](PRIVACY.md). IF YOU DO NOT AGREE, DO NOT USE THE SOFTWARE.**

These Terms include, in particular, **a limitation of the Author's liability (Section 7), an indemnity by you in favor of the Author (Section 8), a binding arbitration clause and a class-action waiver (Section 17), and a "AS IS" / no-warranty clause (Section 6).** Please read them carefully.

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## 1. Eligibility

You represent and warrant that:

1. You are at least **18 years of age** (or the age of majority in your jurisdiction, whichever is greater) and have full legal capacity to enter into a binding contract.
2. You are not a person barred from receiving the Software under the laws of the United States or any other applicable jurisdiction (including, without limitation, OFAC, U.S. sanctions, or U.S. export-control lists).
3. You have the legal authority to open and operate a brokerage account in your jurisdiction, and you have read and accepted your broker's customer agreement, options agreement (if applicable), and margin agreement (if applicable).
4. The Software is **not** offered to persons in jurisdictions where the use of automated trading software, the trading of U.S. securities by foreign nationals, the trading of options or derivatives, the trading of cryptocurrency, or the use of cloud-hosted financial software is illegal or restricted. You are solely responsible for determining whether your use of the Software is lawful in your jurisdiction.

If you are using the Software on behalf of an entity, you represent that you have authority to bind that entity, and "you" refers to both you personally and that entity.

## 2. Nature of the Software — Not Financial Advice, Not a Broker-Dealer, Not an Investment Adviser

The Software is a **personal-use, open-source software tool** for trading research, market data analysis, journaling, automation, paper trading, and order routing. It is **not** a financial product or service. Specifically:

- **The Software is not financial, investment, tax, accounting, legal, or regulatory advice.** Nothing in the Software — including AI-generated analysis, chat completions, "morning briefs," "overnight intel," news summaries, sentiment scores, conviction scores, AI param suggestions, signal strength indicators, screener output, scout recommendations, squeeze plays, options chains, Greeks, backtest results, paper-trade results, exit plans, tax estimates, harvest reports, profit/loss projections, alerts, or any other output — constitutes professional advice or a recommendation to buy, sell, hold, hedge, exercise, or take any other action with respect to any security, derivative, option, future, cryptocurrency, or other financial instrument.
- **The Author is not a registered broker-dealer, investment adviser, commodity trading adviser, commodity pool operator, futures commission merchant, financial planner, accountant, certified public accountant, or attorney**, and is not affiliated with any such entity. The Author does not hold any FINRA, NFA, SEC, CFTC, or state securities-regulator license, nor any licenses required to provide tax, accounting, or legal advice in any jurisdiction.
- **The Software does not custody your funds, securities, or cryptocurrencies.** Your assets are held by your chosen third-party broker (e.g., Alpaca) or exchange. The Software simply transmits orders and reads data over those providers' APIs using credentials you supply.
- **No fiduciary, advisory, agency, partnership, or broker-client relationship** of any kind is created between you and the Author by the existence of the Software, by your use of it, by your contributions to it, by your communications with the Author (including GitHub issues, pull requests, email, chat, or social media), or by any other interaction.
- **Output is generated by code and statistical or AI models** that can be wrong, biased, stale, or hallucinated. AI-generated text, in particular, may invent facts, misstate prices, mischaracterize regulations, or produce confidently-stated nonsense. **Do not rely on the Software's output without independent verification from a qualified source.**

You should consult a licensed broker-dealer, investment adviser, attorney, or certified public accountant before making any investment, tax, legal, or trading decision.

## 3. Risk of Loss — General

**TRADING IS HIGH-RISK. YOU CAN LOSE EVERY DOLLAR YOU DEPOSIT, AND IN SOME CASES MORE.**

- Trading stocks, ETFs, mutual funds, bonds, options, futures, forex, cryptocurrencies, and other financial instruments involves **substantial risk, including the total loss of principal**.
- Leveraged instruments — including options, margin, futures, and certain crypto products — can cause losses to **exceed your initial deposit** and may obligate you to deposit additional funds on short notice.
- **Past performance is not indicative of future results.** This applies to live trading history, paper trading history, backtests, walk-forward tests, simulations, peer benchmarks, and any other historical metric the Software displays.
- **Backtested, simulated, or hypothetical results have inherent limitations.** They are calculated with the benefit of hindsight, do not involve real capital, do not bear real-world execution costs, and do not reflect the impact of actual market liquidity, slippage, halts, outages, order rejections, partial fills, broker policy changes, or your own emotional response to drawdowns. **No representation is made that any account will or is likely to achieve profits or losses similar to those shown.** (CFTC Rule 4.41 and SEC Marketing Rule disclosures are incorporated by reference where applicable.)
- **Automated, algorithmic, and AI-driven strategies can fail, underperform, or compound losses** in unexpected market conditions and can do so faster than a human operator can intervene. Strategies that worked in one regime may stop working at any time without warning.
- **Data feeds, broker APIs, exchanges, cloud providers, and third-party services** (Alpaca, Gemini, Firebase, Alpha Vantage, news vendors, sentiment vendors, social-media APIs, ApeWisdom, EDGAR, Congressional disclosure feeds, AI providers, etc.) may be **delayed, incorrect, gapped, paused, throttled, or unavailable**. The Software may act on stale or wrong data.
- **The Software has bugs.** It is open-source, actively developed, and operated by a single person. Bugs, regressions, race conditions, misconfigured defaults, missed edge cases, and integration failures **have occurred and will occur again**. Any of these can result in incorrect orders, missed orders, duplicate orders, oversized positions, undersized positions, premature exits, late exits, missed stop-losses, violated risk limits, or direct financial loss.

For instrument-specific risks (options, margin, crypto, AI/algo), see [RISK_DISCLOSURE.md](RISK_DISCLOSURE.md), which is incorporated into these Terms by reference.

**You assume full and exclusive responsibility for any and all trades placed via the Software** — whether manual, automated, AI-driven, suggested by the Software, executed by a background bot, executed by a fleet, executed by a paper-trading simulator that later flips to live, or executed inadvertently — and for any resulting gains, losses, taxes, fees, regulatory consequences, or margin calls.

## 4. No Performance Guarantee; No Solicitation

- **No guarantee of profitability.** The Author does not represent, warrant, or guarantee that the Software, any strategy, any signal, any AI suggestion, or any backtest will be profitable, will avoid losses, will avoid drawdowns, will outperform any benchmark, or will function correctly under any particular market condition.
- **No solicitation.** Nothing in the Software, repository, documentation, marketing materials, social-media posts, or any communication from the Author constitutes a solicitation or recommendation to buy or sell any security or other financial instrument, or to enter into any trading strategy. Any sample portfolios, default strategies, default fleets (including penny\_hunter\_v1, pmcc\_v1, covered\_call\_v1, wheel\_v1, directional\_options\_v1, credit\_spread\_v1, options\_scout\_v1, momentum\_breakout\_v1, golden\_cross\_v1, vwap\_reversion\_v1, mean\_reversion\_v1, ai\_scout\_v1, insider\_filings\_v1, autopilot\_v1, vol\_sizing\_v1, or any other strategy bundled with the Software) are **examples for educational and research purposes only**, not recommendations.

## 5. User Responsibilities

You are solely responsible for:

1. **Your credentials.** Securing your API keys, broker credentials, JWT secrets, admin passwords, encryption keys, and any other secrets used to configure the Software. The Author has no ability to recover lost credentials and no liability for credentials that are leaked, stolen, or misused.
2. **Reviewing and testing every strategy.** Reading the source code of any strategy, bot, fleet, exit plan, or risk module before enabling it with real capital. **Paper-trade first**, paper-trade for an extended period, and validate that the live behavior matches the paper behavior before flipping any `ALPACA_PAPER=false` switch.
3. **Risk limits.** Setting and maintaining appropriate daily loss limits, weekly loss limits, drawdown kill-switches, position-size caps, concentration caps, sector caps, leverage caps, single-order notional caps, options Greeks caps, and any other risk controls. The Software ships with default values that the Author believes are safe, but those defaults **may change between versions** and may be inappropriate for your account size, jurisdiction, or risk tolerance.
4. **Active monitoring.** Continuously monitoring the Software during operation. Automated systems are not "fire-and-forget." Network outages, broker outages, exchange halts, data-vendor outages, cloud-provider outages, software bugs, deploy issues, and configuration errors can and do happen. You must monitor positions, orders, P&L, kill-switch state, alerts, and the system status banner, and you must intervene when something looks wrong.
5. **Compliance with all applicable law and contracts.** Including but not limited to:
   - Pattern Day Trader (PDT) rules and SEC/FINRA equity-trading rules
   - Wash-sale rules (IRC §1091) and tax reporting (Form 8949, Schedule D, Schedule 1, Form 1040, state returns)
   - Options suitability requirements and OCC's *Characteristics and Risks of Standardized Options*
   - Margin agreement and Federal Reserve Regulation T
   - Cryptocurrency tax treatment, FBAR reporting (FinCEN Form 114), and Form 8938 reporting where applicable
   - Exchange, SEC, FINRA, CFTC, NFA, OCC, MSRB, and broker terms of service and rate limits
   - Anti-money-laundering rules, OFAC sanctions, KYC requirements
   - Securities laws of your country, province, state, or other jurisdiction
   - The terms of service of every third-party provider listed in Section 11
6. **Independent verification of every output.** Before placing a trade based on Software output, independently verify the price, the quote, the symbol, the option contract details, the strike, the expiration, the multiplier, the side, the quantity, the time-in-force, the destination, the corporate-action status, the dividend status, and any other material fact via your broker's interface or another authoritative source. Output may be wrong.
7. **Tax reporting and recordkeeping.** Calculating, reporting, and paying all federal, state, local, and foreign taxes arising from your trading activity. The tax-harvest reports, year-end harvester output, lot-tracking, and Decimal-precision math the Software produces are **estimates for personal planning, not tax advice and not a substitute for a 1099-B, 1099-DIV, 1099-INT, 1099-MISC, K-1, or any other authoritative tax document from your broker.** You must reconcile against your broker's official tax forms before filing. Consult a CPA.
8. **Backups, exports, and recordkeeping.** Maintaining your own backups of trade history, journal entries, configurations, secrets, and any other data you care about. The Software may delete, corrupt, or lose data at any time without notice.
9. **Hardware, network, and operational security.** Including patching your operating system, securing your home network, securing the cloud instance the Software runs on (if applicable), restricting SSH access, rotating credentials, and revoking broker API keys if you suspect compromise.

## 6. "AS IS"; No Warranty

THE SOFTWARE IS PROVIDED **"AS IS" AND "AS AVAILABLE", WITH ALL FAULTS, AND WITHOUT WARRANTY OF ANY KIND**, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE AUTHOR EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING WITHOUT LIMITATION:

- IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE;
- WARRANTIES THAT THE SOFTWARE WILL MEET YOUR REQUIREMENTS, BE COMPATIBLE WITH ANY HARDWARE OR SOFTWARE, OPERATE WITHOUT INTERRUPTION, BE TIMELY, BE SECURE, BE ACCURATE, BE COMPLETE, BE FREE FROM ERROR, BE FREE OF VIRUSES OR HARMFUL CODE, OR PRODUCE ANY PARTICULAR RESULT;
- WARRANTIES THAT DEFECTS WILL BE CORRECTED, THAT ANY DATA, SIGNAL, ANALYSIS, RECOMMENDATION, OR OUTPUT WILL BE ACCURATE OR RELIABLE, OR THAT ANY ORDER WILL BE PLACED, FILLED, CANCELLED, OR REPLACED AS INTENDED;
- WARRANTIES REGARDING THE AVAILABILITY, ACCURACY, OR RELIABILITY OF ANY THIRD-PARTY DATA, FEED, BROKER, EXCHANGE, OR SERVICE;
- WARRANTIES REGARDING THE PROFITABILITY OR SUITABILITY OF ANY STRATEGY.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM THE AUTHOR OR THROUGH THE SOFTWARE, SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

Some jurisdictions do not allow the exclusion of certain implied warranties, so some of the above exclusions may not apply to you. In such jurisdictions, the Author's warranties are limited to the minimum scope and duration permitted by law.

## 7. Limitation of Liability

**TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW**, IN NO EVENT SHALL THE AUTHOR, THE COPYRIGHT HOLDERS, ANY CONTRIBUTOR, ANY LICENSOR, OR ANY OF THEIR RESPECTIVE OFFICERS, EMPLOYEES, AGENTS, AFFILIATES, OR REPRESENTATIVES ("**RELEASED PARTIES**") BE LIABLE FOR ANY:

- TRADING LOSSES, REALIZED OR UNREALIZED;
- LOSS OF CAPITAL, INCLUDING TOTAL LOSS OF PRINCIPAL;
- LOSS OF PROFITS, EXPECTED PROFITS, OR ANTICIPATED SAVINGS;
- LOSS OF DATA, GOODWILL, OPPORTUNITY, REPUTATION, OR USE;
- COST OF SUBSTITUTE SERVICES;
- MARGIN CALLS, FORCED LIQUIDATIONS, OR ASSIGNMENT OF OPTIONS;
- TAX LIABILITIES, PENALTIES, INTEREST, OR REGULATORY FINES;
- INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGES;

ARISING OUT OF OR RELATING TO THESE TERMS, THE SOFTWARE, ANY DATA, ANY OUTPUT, ANY ORDER, ANY INABILITY TO USE THE SOFTWARE, ANY INTERACTION WITH ANY THIRD-PARTY SERVICE, OR ANY ACT OR OMISSION OF THE RELEASED PARTIES, **WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE RELEASED PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES**.

**Cap on liability.** TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE AGGREGATE LIABILITY OF THE RELEASED PARTIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SOFTWARE SHALL NOT EXCEED **THE GREATER OF (a) THE AMOUNTS YOU HAVE PAID TO THE AUTHOR IN DIRECT CONSIDERATION FOR THE SOFTWARE IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (b) ONE HUNDRED U.S. DOLLARS ($100)**. The Software is provided free of charge under an open-source license; this cap reflects the absence of any commercial bargain between you and the Author.

**Your sole and exclusive remedy** for any dissatisfaction with the Software is to **stop using the Software**, revoke all broker API keys it has access to, and remove your account.

The limitations and exclusions in this Section 7 apply even if a remedy fails of its essential purpose. Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above may not apply to you in full; in such jurisdictions the Released Parties' liability is limited to the minimum extent permitted by law.

**You acknowledge** that these limitations are an essential basis of the bargain between you and the Author, that the price of zero (open-source distribution) reflects the allocation of risk in this Section 7, and that the Author would not provide the Software without these limitations.

## 8. Indemnification

You agree to **defend, indemnify, and hold harmless** the Released Parties from and against any and all claims, demands, suits, actions, proceedings, losses, liabilities, damages, judgments, fines, penalties, costs, and expenses (including reasonable attorneys' fees and court costs) arising out of or relating to:

1. Your access to or use of the Software;
2. Any trade, order, position, transfer, deposit, or withdrawal initiated through, suggested by, or in any way associated with the Software, whether executed manually or by a bot, fleet, scheduler, or background process;
3. Any loss in your brokerage, exchange, custody, or wallet account, regardless of cause;
4. Your violation of these Terms, the [Risk Disclosure](RISK_DISCLOSURE.md), the [Privacy Policy](PRIVACY.md), the [LICENSE](LICENSE), or any third-party agreement (including your broker's, exchange's, data vendor's, or AI provider's terms of service);
5. Your violation of any law, regulation, exchange rule, or right of any third party (including intellectual-property, privacy, publicity, or contract rights);
6. Any content you submit, post, transmit, or otherwise make available through the Software, including journal entries, configuration data, prompts to AI providers, or shared exit plans;
7. Any tax, regulatory, or legal consequence arising from your trading activity;
8. Any unauthorized access to your account or credentials, including any access caused by your failure to secure your secrets;
9. Any allegation by a third party that your use of the Software, in conjunction with such third party's data, service, or system, caused harm to that third party.

The Author reserves the right, at its own expense, to assume the **exclusive defense and control** of any matter otherwise subject to indemnification by you, in which event you agree to cooperate with the Author's defense of such matter. You agree not to settle any matter without the Author's prior written consent.

This indemnity survives termination of these Terms.

## 9. Open-Source License

The Software is licensed under the **MIT License** as set out in the accompanying [LICENSE](LICENSE) file. The MIT License governs your right to copy, modify, and redistribute the source code. **These Terms govern your use of the Software in connection with live trading, real money, third-party brokers, and any hosted instance.** To the extent there is any conflict between the MIT License and these Terms, **these Terms control with respect to live-trading, AI-output, broker-integration, data-feed, risk, indemnity, and liability matters**, and the MIT License controls with respect to copying, modifying, and redistributing the source code.

## 10. Acceptable Use

You agree not to:

1. Use the Software to engage in market manipulation, spoofing, layering, wash trading, churning, front-running, or any activity prohibited by SEC, FINRA, CFTC, OCC, your exchange, your broker, or any other regulator;
2. Use the Software to facilitate insider trading or to act on material non-public information;
3. Reverse engineer or attempt to gain unauthorized access to any third-party service the Software integrates with, or to bypass any rate limit, authentication mechanism, or access control of any provider;
4. Use the Software in a manner that violates any applicable export-control law, sanctions regime, anti-money-laundering law, or know-your-customer requirement;
5. Use the Software to provide trading services, signals, advice, or managed accounts to other persons in any manner that would require you to be a registered broker-dealer, investment adviser, commodity trading adviser, or other regulated entity, unless you are duly registered;
6. Distribute, resell, white-label, or otherwise commercialize the Software or its output in violation of the LICENSE or applicable law;
7. Use the Software to scrape, ingest, or redistribute market data, news, social-media content, congressional disclosures, EDGAR filings, or third-party content in violation of the source's terms of service or applicable law;
8. Use the Software in any manner that could damage, disable, overburden, or impair the Software, the Author's systems, or any third-party provider's systems.

## 11. Third-Party Services

The Software integrates with, depends on, and transmits data to third-party services, including (without limitation): **Alpaca Markets** (broker, market data, trading APIs), **Google Firebase** (auth, hosting), **Google Gemini** and other AI providers, **Alpha Vantage**, news and sentiment providers, social-media APIs, **ApeWisdom**, **SEC EDGAR**, **U.S. House Clerk** congressional-disclosure feeds, **DuckDNS**, **Caddy**, **Vultr** (hosting), **GitHub** (source distribution), and others (the "**Third-Party Services**").

- Your use of any Third-Party Service is governed solely by that provider's own terms of service, privacy policy, and acceptable-use policy. You are responsible for reading, accepting, and complying with those agreements.
- The Author has no control over Third-Party Services and makes no representation about their availability, accuracy, security, lawfulness, or continued existence. A Third-Party Service may change its API, raise its prices, throttle the Software, deprecate features, lose data, or disappear entirely.
- Some Third-Party Services charge fees, including market-data fees, data-vendor fees, AI-token fees, hosting fees, and broker fees. **You are solely responsible for paying those fees.**
- The **broker** is responsible for executing your orders, custodying your assets, providing margin, providing tax forms, and resolving any account-level dispute. The Software is not your broker, is not an introducing broker, and is not affiliated with any broker.
- **Alpaca affiliate / referral disclosure:** the Author may receive a referral or affiliate credit when a User opens an Alpaca account through the onboarding flow. This does not change the Software's behavior or your costs and does not create any duty of the Author to you or to Alpaca.

## 12. Communications, Alerts, and Email Consent

By providing an email address, phone number, or other contact information (including via SMTP alerting, Discord webhook, or any other notification channel you configure), you consent to receive transactional and operational communications from the Software, including but not limited to fill notifications, kill-switch alerts, drift alerts, audit alerts, system-status banners, and other alerts the Software emits. **You configure these channels yourself**; the Author does not send marketing email and does not sell your contact information.

You acknowledge that operational alerts may be **delayed, dropped, deduplicated, or never delivered** due to network conditions, provider outages, rate limits, or bugs. **Do not rely solely on alerts** as your only line of defense; use the in-app status, your broker's interface, and your own monitoring as primary sources.

## 13. Privacy

Your use of the Software is also governed by the [Privacy Policy](PRIVACY.md), which is incorporated into these Terms by reference. The Privacy Policy describes what data the Software collects, how it is stored, what third parties receive it, and how long it is retained.

## 14. Modifications to the Software and to These Terms

- **Software updates.** The Author may update, modify, deprecate, remove, or replace any feature of the Software at any time, without notice and without obligation. Any update may change behavior, change defaults, change the database schema, change risk caps, change strategy logic, or remove features you depend on.
- **Terms updates.** The Author may revise these Terms, the Risk Disclosure, or the Privacy Policy from time to time. Material changes will be reflected by incrementing the version number and effective date at the top of each document. **Your continued use of the Software after a revision is published constitutes acceptance of the revised Terms.** You are responsible for reviewing the current version periodically. The Software may, at the Author's discretion, require you to re-affirm acceptance of revised Terms before continuing to use it.

## 15. Termination

- **By you.** You may stop using the Software at any time. To fully terminate, revoke any broker API keys the Software holds, sign out, and delete the application data directory.
- **By the Author.** The Author may suspend, restrict, or terminate your access to the Software (including any hosted instance, GitHub repository, or Discord channel) at any time, with or without cause and with or without notice, including without limitation for violation of these Terms, suspected fraud, suspected market manipulation, suspected unauthorized use, or any conduct the Author believes is harmful to the Software, to other users, or to the Author.
- **Effect.** On termination, your license to use the Software (other than as permitted by the open-source LICENSE) ends. Sections 2, 3, 5, 6, 7, 8, 9, 10, 11, 13, 14, 15, 16, 17, 18, 19, and 20 survive termination.

## 16. Force Majeure

The Released Parties are not liable for any delay, failure, or interruption of the Software arising from causes beyond their reasonable control, including without limitation acts of God, natural disaster, fire, flood, earthquake, weather, pandemic, war, civil unrest, terrorism, sabotage, cyber attack, denial-of-service attack, internet outage, electrical outage, cloud-provider outage, broker outage, exchange outage, data-feed outage, government action, regulatory action, market halt, market closure, or labor dispute.

## 17. Governing Law; Arbitration; Class-Action Waiver; Time Limit

- **Governing law.** These Terms, and any dispute arising out of or relating to these Terms or the Software, are governed by the laws of the **State of Florida, United States**, without regard to its conflict-of-laws principles. The U.N. Convention on Contracts for the International Sale of Goods does not apply.
- **Informal dispute resolution.** Before initiating arbitration or any formal proceeding, you agree to first send a written notice describing the dispute, the relief sought, and your contact information to the Author via the contact channels published in the repository, and to negotiate in good faith for at least sixty (60) days.
- **Binding arbitration.** Any dispute, claim, or controversy arising out of or relating to these Terms or the Software that is not resolved through informal dispute resolution shall be resolved by **final and binding individual arbitration** administered by the American Arbitration Association (AAA) under its Consumer Arbitration Rules, conducted in **Orange County, Florida**, in the English language, by a single arbitrator. The arbitrator's decision is binding and may be entered as a judgment in any court of competent jurisdiction. **You and the Author waive any right to a jury trial.**
- **Class-action waiver.** **YOU AND THE AUTHOR AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION.** The arbitrator may not consolidate more than one person's claims and may not preside over any form of representative or class proceeding.
- **Exceptions.** Notwithstanding the foregoing, either party may (i) bring an individual action in small-claims court for any claim that qualifies, and (ii) seek injunctive or other equitable relief in any court of competent jurisdiction to protect intellectual-property rights, prevent unauthorized access, or enforce confidentiality.
- **Time limit.** **Any claim arising out of or relating to these Terms or the Software must be filed within ONE (1) YEAR after the cause of action arose, or it is permanently barred.**
- **30-day opt-out.** You may opt out of the arbitration agreement and class-action waiver in this Section 17 by sending a written opt-out notice to the Author within thirty (30) days of first accepting these Terms. The opt-out must include your name, email, and a statement that you wish to opt out.

## 18. Severability; No Waiver; Assignment; Entire Agreement

- **Severability.** If any provision of these Terms is held invalid, illegal, or unenforceable by a court or arbitrator of competent jurisdiction, that provision shall be modified to the minimum extent necessary to make it valid and enforceable, or, if not possible, severed; the remaining provisions remain in full force and effect.
- **No waiver.** No failure or delay by the Author in exercising any right under these Terms is a waiver of that right; any waiver must be in writing and signed by the Author.
- **Assignment.** You may not assign or transfer these Terms or your rights under them without the Author's prior written consent. The Author may freely assign these Terms.
- **Headings; construction.** Section headings are for convenience only. The Terms are not to be construed against the drafter.
- **Entire agreement.** These Terms, the [Risk Disclosure](RISK_DISCLOSURE.md), the [Privacy Policy](PRIVACY.md), and the [LICENSE](LICENSE) constitute the entire agreement between you and the Author regarding the Software and supersede all prior or contemporaneous agreements, communications, and proposals, whether oral or written.

## 19. Notices

Notices to the Author may be sent via the contact channels published in the GitHub repository at [github.com/SamDeiter/TradeCommander](https://github.com/SamDeiter/TradeCommander). Notices to you may be sent to any email address you have provided to the Software, displayed within the Software's user interface, or posted in the repository.

## 20. Acknowledgement

**BY USING THE SOFTWARE YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS, THE [RISK DISCLOSURE](RISK_DISCLOSURE.md), AND THE [PRIVACY POLICY](PRIVACY.md), THAT YOU UNDERSTAND THEM, AND THAT YOU AGREE TO BE BOUND BY THEM. YOU ACCEPT FULL RESPONSIBILITY FOR ALL TRADES, GAINS, LOSSES, TAXES, FEES, AND REGULATORY CONSEQUENCES ARISING FROM YOUR USE OF THE SOFTWARE.**

**TRADE AT YOUR OWN RISK.**