Software agreement

Preamble

PLEASE READ THIS AGREEMENT CAREFULLY BEFORE INSTALLING, COPYING, ACCESSING, OR USING ANY SOFTWARE, INDICATOR, TOOL, OR SERVICE PROVIDED BY AUTHOR.

This Master Software Agreement, together with any applicable Product Schedules attached hereto and any Affiliate Program Terms or Privacy Policy referenced herein (collectively, this “Agreement”), constitutes a legally binding agreement between you (“Recipient,” “you”) and MyDailyTake (“Author,” “we,” “us”). By installing, copying, accessing, or using any Software, Indicator, Tool, or Service provided by Author, you acknowledge that you have read, understood, and agree to be bound by this Agreement.

IF YOU DO NOT AGREE TO THESE TERMS, DO NOT INSTALL, COPY, ACCESS, OR USE ANY SOFTWARE OR SERVICES PROVIDED BY AUTHOR.

This Agreement contains, among other things:

• A binding arbitration clause, class action waiver, mass arbitration protocol, and jury trial waiver (Section 22)
• Substantial limitations of Author’s liability capped at the lesser of six months of fees paid or fifty U.S. dollars (Section 13)
• Indemnification obligations that may require you to defend Author against third-party claims, including tax claims (Section 14)
• Specific disclaimers regarding Prop Firm accounts (Section 16)
• Auto-renewal and trial conversion terms (Section 5)
• A non-reliance and integration clause (Section 24.16) that defeats reliance on representations not contained in this Agreement
• Liquidated damages for distribution, license sharing, and chargeback abuse (Section 25)

1. Definitions

1.1 “Agreement” — this Master Software Agreement, together with all incorporated Product Schedules, the Privacy Policy, and any Affiliate Program Terms.

1.2 “Author” — MyDailyTake, including its officers, members, employees, representatives, agents, contractors, and affiliates, operating MyDailyTake.com.

1.3 “Recipient” or “you” — the individual or entity who installs, copies, accesses, or uses any Software, Indicator, Tool, or Service provided by Author.

1.4 “Software” — any computer program, indicator, strategy, add-on, plugin, script, tool, executable, or related documentation provided by Author, including without limitation any free indicators, paid indicators, the Trade Copier, the Risk Manager, the Focus Manager, and any future products.

1.5 “Free Software” — Software designated by Author as available at no charge and licensed under Schedule A (Open Source Indicators).

1.6 “Paid Software” or “Commercial Software” — Software designated by Author as available for purchase, including by subscription, one-time fee, or Lifetime License.

1.7 “Subscription” — a recurring license to use Paid Software for a defined billing period (monthly, quarterly, annual, or other).

1.8 “Lifetime License” — a perpetual license to use a specific Paid Software product, subject to the terms in Section 6.

1.9 “Trial” — a time-limited evaluation period during which Recipient may use specified Paid Software at no charge, subject to the terms in Section 5.3.

1.10 “Trading Platform” — any third-party software application required to operate the Software, including without limitation NinjaTrader® 8.

1.11 “Trade Copier” — Author’s multi-account trade replication software product.

1.12 “Risk Manager” — Author’s risk management and account protection software product.

1.13 “Focus Manager” — Author’s workspace and trading focus software product.

1.14 “Premium Indicators” — Author’s paid indicator product line, which may include early access and beta releases.

1.15 “Prop Firm” or “Proprietary Trading Firm” — any third-party firm offering funded trading accounts, evaluations, or simulated funded trading programs, including but not limited to Apex Trader Funding, My Funded Futures, Topstep, Bulenox, The Legends Trading, OneUp Trader, Tradeify, Precision Trader Funding, Fast Track Trading, Flexytrade, and any similar firm.

1.16 “License Key” or “Activation” — the authentication mechanism by which Author validates Recipient’s right to use the Software.

1.17 “Trade Data” — any data generated by, transmitted through, or processed by the Software in connection with Recipient’s trading activity, including order details, fills, account balances, positions, and timing information.

1.18 “Affiliate Program” — Author’s referral marketing program governed by separate Affiliate Program Terms.

1.19 “Privacy Policy” — Author’s data collection and privacy policy, available at MyDailyTake.com/privacy-policy.

2. Acceptance and Eligibility

2.1 Binding Acceptance

By installing, copying, accessing, or using any Software, you agree to be bound by this Agreement. If you are accepting this Agreement on behalf of an entity, you represent and warrant that you have the authority to bind such entity.

2.2 Eligibility

You represent and warrant that you:

1. Are at least eighteen (18) years of age or the age of majority in your jurisdiction, whichever is greater;
2. Have the legal capacity to enter into binding contracts;
3. Are not a resident of, or located in, any jurisdiction subject to U.S. embargo or comprehensive sanctions, including but not limited to Cuba, Iran, North Korea, Syria, and the Crimea, Donetsk, and Luhansk regions;
4. Are not on any U.S. Department of Treasury Office of Foreign Assets Control (“OFAC”) Specially Designated Nationals list, the U.S. Department of Commerce Denied Persons List or Entity List, or any similar restricted parties list maintained by any government;
5. Are not prohibited from using the Software under the laws of your jurisdiction;
6. Will not use the Software in violation of any applicable law, regulation, exchange rule, broker agreement, or Prop Firm agreement;
7. Are providing accurate, current, and complete account, billing, and contact information to Author, and will keep such information updated;
8. Have had the opportunity to review this Agreement with counsel of your choice;
9. Will promptly notify Author of any change in your eligibility status, including any sanctions designation, regulatory action, or change in jurisdiction.

2.3 No Investment Advisor Relationship

Author is not a registered investment advisor, broker-dealer, commodity trading advisor, commodity pool operator, or financial advisor under U.S. federal or state law or the laws of any other jurisdiction. No portion of the Software, Services, or Author Content constitutes investment advice, financial advice, tax advice, legal advice, or a recommendation to buy, sell, or hold any security, commodity, or financial instrument. You acknowledge that Author owes no fiduciary duty to you.

2.4 Independent Decision-Making

You acknowledge that all trading decisions are your sole responsibility. You agree to consult with licensed financial advisors, tax professionals, and legal counsel prior to making any trading or financial decisions.

2.5 Author Content

All website content, blog posts, videos, social media posts (including but not limited to YouTube, X/Twitter, Facebook, and LinkedIn), email newsletters, podcasts, webinars, and other communications from Author (collectively, “Author Content”) are provided for informational and educational purposes only and do not constitute investment advice or solicitation.

3. License Grant

3.1 General License Grant

Subject to your continuous compliance with this Agreement and payment of all applicable fees, Author grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to install and use the Software solely for your personal, non-commercial trading activities, in accordance with the terms of this Agreement and the applicable Product Schedule.

3.2 Scope by Product

The specific scope, restrictions, license tiers, and permitted uses of each Software product are defined in the applicable Product Schedule. In the event of a conflict between this Master Agreement and any Schedule, the Schedule governs solely with respect to the Software it covers.

3.3 Reservation of Rights

All rights not expressly granted in this Agreement are reserved by Author. No rights are granted by implication, estoppel, or otherwise. Recipient acquires no ownership interest in the Software.

3.4 License Conditional on Payment

For Paid Software, the license is conditional on full payment of all applicable fees. Author may suspend or terminate the license immediately upon any payment failure as described in Section 5.4.

3.5 Automatic Termination

The license terminates automatically, without notice, upon:

1. Recipient’s death, incapacity, or business dissolution;
2. Designation of Recipient on any sanctions list described in Section 2.2(d);
3. Regulatory action prohibiting Recipient from using the Software;
4. Material breach of this Agreement by Recipient;
5. Recipient’s filing for bankruptcy or insolvency, where permitted by law.

4. Restricted Uses

4.1 Prohibited Acts

Except as expressly permitted in an applicable Product Schedule, you shall not:

1. Distribute — sell, license, sublicense, loan, rent, lease, share, publish, upload to public repositories, or otherwise distribute the Software or any component thereof;
2. Modify — modify, alter, adapt, translate, or create derivative works of the Software, except as expressly permitted by Schedule A for Free Software;
3. Reverse Engineer — reverse engineer, decompile, decode, decrypt, disassemble, or otherwise attempt to derive the source code, underlying ideas, algorithms, structure, or organization of the Software, except to the extent such restriction is prohibited by applicable law;
4. Remove Notices — remove, alter, conceal, or obscure any copyright, trademark, attribution, license, or other proprietary notice contained in or displayed by the Software;
5. Circumvent License Controls — bypass, disable, attempt to defeat, or interfere with any license validation, digital rights management, authentication, encryption, or copy protection mechanism;
6. Share License Keys — share, transfer, sell, lease, lend, or disclose your License Key, login credentials, activation token, or session to any third party;
7. Exceed Activation Limits — install or activate the Software on a greater number of devices, accounts, or platform installations than expressly authorized by your license tier;
8. Use for Unlawful Purpose — use the Software in violation of any law, regulation, exchange rule, broker agreement, or Prop Firm agreement;
9. Engage in Market Manipulation — use the Software in any manner designed to manipulate markets, spoof orders, layer orders, engage in wash trading, front-running, or otherwise violate market integrity rules;
10. Compete with Author — use the Software to develop, train, test, or improve a competing product or service;
11. Resell or Repackage — incorporate the Software, in whole or in part, into any product, service, course, training program, signal service, or content for resale or distribution;
12. Scrape or Mine — use any automated means to scrape, harvest, or extract data from the Software, Author’s website, or any Author-controlled systems beyond the Software’s intended functionality;
13. Stress Test or Probe Security — attempt to penetrate, probe, test the vulnerability of, or interfere with the Software, Author’s licensing infrastructure, payment systems, or any related system;
14. Use After Termination — continue to use the Software after termination, expiration, non-payment, suspension, or revocation of your license;
15. Provide Trading Services for Others — use the Software to manage, trade, or render trading-related services for the accounts of any third party for compensation, unless Recipient holds appropriate registrations (e.g., Registered Investment Adviser, Commodity Trading Advisor) and has provided written notice to Author;
16. Use to Develop AI Models — use the Software, its outputs, or any associated documentation to train machine learning or artificial intelligence models;
17. Misrepresent Affiliation — represent or imply any partnership, endorsement, or affiliation with Author, NinjaTrader Group, LLC, or any other party that does not exist;
18. Falsify Information — provide false, misleading, or inaccurate information to Author in connection with account registration, billing, or support;
19. Contact or Solicit Other Customers — contact, solicit, or attempt to organize Author’s other customers for any purpose, including for class action solicitation, coordinated complaints, group refund demands, competitive purposes, unauthorized data sharing, or harassment of Author;
20. Circumvent Trial Limits — attempt to circumvent the one-Trial-per-person limit by any means, including the use of VPNs, proxy email addresses, alternate payment methods, mailing-address tricks, or creation of multiple accounts;
21. Record Author Without Consent — film, screen-record, audio-record, or otherwise capture Author’s webinars, demonstrations, support calls, training sessions, or other communications without Author’s prior written consent;
22. Publish Proprietary Content — publish, post, or distribute screenshots, demonstrations, or recordings of paid features, beta features, or any portion of the Software designated as confidential by Author;
23. Make False Statements — publish, post, or distribute any false, misleading, or knowingly inaccurate statement regarding the Software, Author, or Author’s products, in any forum, with the intent or effect of harming Author’s reputation or business.

4.2 Violation Consequences

Any breach of Section 4.1 constitutes a material breach of this Agreement and may result in immediate termination of all licenses, forfeiture of all fees paid, and pursuit of all available legal and equitable remedies, including without limitation injunctive relief and monetary damages as described in Section 25 (Remedies).

4.3 Consumer Review Carve-Out

Nothing in Section 4.1 prohibits Recipient from publishing a good-faith review of the Software based on Recipient’s actual personal use, provided that such review does not contain false statements, does not disclose confidential information, and does not include unauthorized reproductions of Author’s proprietary content. This carve-out is provided in compliance with the Consumer Review Fairness Act of 2016.

5. Subscriptions, Trials, and Renewal

5.1 Subscription Terms

1. Subscription licenses are billed in advance for the term selected at sign-up (monthly, quarterly, annual, or other).
2. Auto-Renewal. Subscriptions automatically renew at the end of each billing period at the then-prevailing rate, charged to the payment method on file, unless you cancel through your account portal before the next billing date. By signing up for a Subscription, you expressly authorize recurring charges to your designated payment method.
3. Cancellation takes effect at the end of the current paid period. No prorated refunds are issued for unused time in the cancelled period unless required by applicable law.
4. Author may change Subscription pricing at any time, effective upon your next renewal, with at least thirty (30) days’ notice provided through your account, email, or the Software.
5. Subscription fees are exclusive of any applicable taxes, duties, or similar governmental charges, which are Recipient’s responsibility.

5.2 Subscription Modification

1. Upgrades (to a longer term or higher tier) take effect immediately, with the new charge prorated against any unused portion of the existing term.
2. Downgrades (to a shorter term or lower tier) take effect at the end of the current billing period. No refund or credit is issued for the difference.
3. Credit balances, if any, are non-refundable and may be applied only toward future purchases of Author’s products or services.

5.3 Trial Terms

1. Trials require a valid payment method on file at sign-up.
2. At the end of the Trial period, your account automatically converts to the corresponding paid Subscription and your payment method is charged.
3. To avoid being charged, you must cancel before the Trial period ends through your account portal.
4. One Trial per Person. Each individual is entitled to one Trial per Software product. Attempts to obtain additional Trials through multiple accounts, email addresses, payment methods, mailing addresses, VPNs, proxy services, or other means constitute a breach of this Agreement and may result in immediate termination of all accounts and forfeiture of all fees.
5. Trial Abuse Detection. Author may, in its sole discretion, link Trial activity using IP address, device fingerprint, hardware identifier, payment method, mailing address, billing name, browser fingerprint, or any other signal Author deems relevant. Detection of circumvention is final at Author’s reasonable discretion.
6. Trials are offered at Author’s sole discretion and may be modified, suspended, or discontinued at any time without notice.
7. Refunds are not available for charges that occur after Trial conversion, except where required by applicable law.
8. Email Reminder. Author will use commercially reasonable efforts to send Recipient an email reminder approximately forty-eight (48) hours prior to Trial conversion. Failure of such email to be sent, delivered, received, or read does not relieve Recipient of the obligation to cancel before the Trial ends and does not constitute grounds for refund.
9. Forfeiture of Trial. Any violation of this Agreement during the Trial period results in immediate forfeiture of the Trial without refund and without conversion to a paid Subscription.

5.4 Failed Payment

1. Author will attempt to charge your payment method up to three (3) times over a period of up to seventy-two (72) hours after the initial failure.
2. Failure to successfully charge your payment method after this grace period will result in immediate suspension of your license and access to the Software.
3. Re-activation requires a successful payment and may, at Author’s sole discretion, require payment of a reactivation fee of up to fifty dollars ($50).
4. If payment is not received within thirty (30) days of suspension, Author may terminate the Agreement and revoke the license without further notice.

5.5 Subscription Pause

Author may, in its sole discretion, offer the ability to pause a Subscription. Pause terms, if available, will be specified within the account portal. Author has no obligation to offer pause functionality.

5.6 Promotional Pricing

Promotional pricing, discounts, and coupons are subject to the terms specified at the time of offer. Promotional rates apply only to the initial purchase or term specified; renewals occur at the then-current standard rate unless otherwise stated.

6. Lifetime Licenses

6.1 Definition

A “Lifetime License” entitles Recipient to use the specified Software product for the lifetime of the product, not the lifetime of Recipient or the lifetime of Author. “Lifetime of the product” means the period during which Author actively maintains and supports the product as commercially available.

6.2 Updates and Major Versions

1. Lifetime Licenses include all bug fixes and minor version updates released during the supported lifetime of the product.
2. Major version upgrades (designated by a change in the leading version number, e.g., from v1.x to v2.x) may be included or excluded at Author’s sole discretion. If excluded, Lifetime License holders will be offered upgrade pricing at a discount no less than 25% off then-current new-customer pricing.
3. Author will identify whether a release is a minor update or a major version in the release notes accompanying the release.

6.3 Product Sunset

If Author discontinues a product for any reason:

1. To the extent commercially reasonable, Author will provide Lifetime License holders with advance written notice via email or posting on MyDailyTake.com. Author is not obligated to provide any minimum notice period.
2. Author may, in its sole discretion and where reasonably possible, offer a successor or replacement product to Lifetime License holders at no additional charge, at a discount, or at full price. Author has no obligation to offer a successor product.
3. No refund is owed upon product sunset, except as required by applicable law.

6.4 Platform-Dependent End-of-Life

Lifetime Licenses are subject to the continued availability of the underlying Trading Platform (e.g., NinjaTrader® 8). If the Trading Platform vendor discontinues support for the platform, materially changes its API in a way that breaks compatibility, or terminates its product, Author’s obligation to maintain the Software ends. No refund is owed in this circumstance.

6.5 Transfer

Lifetime Licenses are non-transferable. Upon Recipient’s death, incapacity, or business dissolution, the license terminates and may not be assigned to any heir, successor, or third party. Recipient may request, at Author’s sole discretion, a one-time transfer subject to a processing fee determined by Author at the time of the request.

6.6 Termination for Breach

Lifetime Licenses may be terminated for material breach of this Agreement, including but not limited to breach of Section 4 (Restricted Uses), Section 8 (License Activation), or Section 17 (Acceptable Use), without refund.

6.7 No Implied Perpetuity

Recipient acknowledges that “Lifetime” does not mean “perpetual without conditions.” Continued use is conditional on:

1. Compliance with this Agreement;
2. The continued availability of the Trading Platform;
3. Author’s continued operation and the continued commercial availability of the product;
4. Periodic license validation by Author’s systems.

7. Refunds and Chargebacks

7.1 General Policy

All fees are non-refundable except as expressly stated in this Agreement, the applicable Product Schedule, or as required by applicable law.

7.2 Trial-Based Products

Products offering a Trial period have no separate refund window. To avoid charges, cancel during the Trial.

7.3 Statutory Refund Rights

1. European Union and United Kingdom Consumers. Where required by applicable consumer protection law (including the EU Consumer Rights Directive and the UK Consumer Contracts Regulations), consumers have a fourteen (14) day right of withdrawal from the date of purchase of digital content. This right is forfeited once you begin downloading, installing, or using the Software, which you expressly consent to by installing or activating any License Key. By proceeding to download or activate, you acknowledge that you waive your right of withdrawal under such laws.
2. Other Jurisdictions. Other statutory refund rights, where applicable, are not waived by this Agreement.

7.4 Chargebacks

1. Contact Before Disputing. Recipient agrees to contact Author at the support email designated on MyDailyTake.com and attempt to resolve any billing dispute in good faith prior to initiating a chargeback, payment reversal, or dispute with their payment provider.
2. Account Suspension. Initiation of a chargeback results in immediate suspension of all licenses and accounts associated with Recipient pending resolution.
3. License Invalidation. A successful chargeback results in permanent revocation of the affected license and may, at Author’s sole discretion, result in revocation of all of Recipient’s licenses across all products without refund of any other amounts paid.
4. Administrative Fee. Recipient agrees to reimburse Author for any chargeback fees imposed by Author’s payment processor, plus an administrative fee of fifty dollars ($50) per chargeback.
5. Liquidated Damages for Bad-Faith Chargebacks. In addition to the administrative fee, where a chargeback is initiated in bad faith or for a valid charge, Recipient agrees to pay liquidated damages of five hundred dollars ($500) per chargeback, representing the parties’ reasonable estimate of the administrative burden, payment-processor-relationship harm, and reputational damage caused. The parties agree that actual damages would be difficult to calculate and that this amount is a reasonable pre-estimate of harm and not a penalty.
6. Permanent Ban. Recipient may be permanently banned from purchasing, accessing, or receiving any Author products or services in the future following a chargeback.
7. Legal Recourse. Initiation of a chargeback for a valid charge constitutes a breach of this Agreement and authorizes Author to pursue all available legal remedies, including collection of the original amount, all fees, all liquidated damages, plus reasonable attorneys’ fees and costs of collection.

7.5 Errors and Mistaken Charges

In the event of a billing error caused by Author, Recipient will be credited or refunded the erroneous amount upon written notice to Author within thirty (30) days of the charge. Failure to notify Author within this period constitutes a waiver of any claim regarding the charge.

7.6 Refund Discretion

Author may, in its sole discretion, offer refunds outside the terms of this Section in exceptional circumstances. Any such refund does not waive Author’s rights under this Section for future occurrences.

8. License Activation, Devices, and Transfer

8.1 Activation Mechanism

Use of Paid Software requires activation via a License Key provided by Author. Author may verify activation periodically by communicating with Author’s licensing servers. Such communication is required for continued use of the Software. Recipient consents to such communication and to the collection of the data described in Section 18.

8.2 Activation Limits

1. Unless otherwise specified in the applicable Product Schedule, each license entitles Recipient to activate the Software on one (1) NinjaTrader® 8 installation, on one (1) physical or virtual machine, at any given time.
2. Concurrent activations on multiple machines require separate licenses or a multi-seat license tier where offered.
3. Activation limits are enforced via hardware fingerprinting, license key validation, and other technical means.
4. Author may modify the license validation methodology at any time, including the means by which hardware fingerprints are calculated, without prior notice. Recipient consents to any such modification as a condition of continued use.

8.3 Deactivation and Transfer Between Machines

1. Recipient may deactivate the Software from one machine and reactivate on another up to three (3) times per calendar year without additional fees.
2. Additional transfers require approval by Author and may be subject to a processing fee of up to fifty dollars ($50) per transfer.
3. If a machine is lost, stolen, or destroyed before deactivation, Recipient may request a manual reset by contacting Author and providing reasonable evidence. Approval of such requests is at Author’s sole discretion.
4. Transfer of a license between separate persons or entities is not permitted, regardless of any sale of hardware or business assets.

8.4 No Sharing

License Keys, activation tokens, and login credentials are personal to Recipient and may not be shared, sold, transferred, leased, lent, or disclosed to any third party. Each individual user must have their own license, even within the same household or business.

8.5 Detection of Sharing or Abuse

Author may use automated and manual means to detect license sharing or abuse, including IP address logging, hardware fingerprinting, activation pattern analysis, geographic anomaly detection, behavioral analysis, and concurrent session detection. Detection of sharing or abuse may result in immediate termination of all affected licenses without refund. Author’s determination of sharing or abuse is final at Author’s reasonable discretion.

8.6 Multi-Account Use

Specific terms governing activation across multiple trading accounts (relevant to the Trade Copier) are set forth in Schedule B.

8.7 Server Validation

The Software may communicate with Author’s licensing servers to validate the license. If Recipient blocks such communication via firewall or network configuration, the Software may cease functioning. Author is not liable for loss of functionality caused by Recipient’s network configuration.

8.8 Permanent Offline Use

The Software is not designed for permanently offline use. Periodic online license validation is required.

8.9 Audit Rights

Author reserves the right, upon reasonable notice or where Author has a good-faith belief that Recipient is in breach, to audit Recipient’s use of the Software to confirm compliance with this Agreement. Such audit may be conducted by Author’s automated systems, by Author personnel, or by independent third-party auditors. Recipient agrees to cooperate with such audits, including by providing reasonable information regarding installation, deployment, configuration, and use of the Software. The cost of audits is borne by Author unless the audit reveals material non-compliance, in which case Recipient bears all reasonable audit costs in addition to all other remedies available to Author.

8.10 Consent to Monitoring

Recipient expressly consents to Author’s ongoing monitoring of Software usage, license activation, performance telemetry, and license validation, including monitoring conducted without specific notice to Recipient at the time of monitoring. Such monitoring is subject to the Privacy Policy.

9. Updates, Versioning, and End-of-Life

9.1 Free Updates

1. Subscription license holders receive all updates released during their active Subscription at no additional charge.
2. Lifetime License holders receive updates as set forth in Section 6.2.
3. Free Software users receive updates as released by Author, with no guarantee of continued releases.

9.2 No Obligation to Update

Author has no obligation to release updates, new features, new versions, bug fixes, or security patches for any Software.

9.3 Trading Platform Compatibility

Author makes good-faith efforts to maintain compatibility with current versions of supported Trading Platforms but does not guarantee compatibility with any future Trading Platform version. Trading Platform vendors may release updates that break Software compatibility. Author is not liable for compatibility loss caused by Trading Platform changes.

9.4 End-of-Life Notice

1. Author will use commercially reasonable efforts to provide advance notice prior to discontinuing any paid Software product. Author is not obligated to provide any minimum notice period.
2. End-of-life notices, where provided, will be delivered via email to the address associated with Recipient’s account and posted on MyDailyTake.com.
3. Following end-of-life, Author has no obligation to provide updates, support, or maintenance for the discontinued product.

9.5 Forced Updates

Author may require Recipient to install updates as a condition of continued use of the Software, particularly where updates address security vulnerabilities, license enforcement, payment processor changes, or critical bugs. Failure to install required updates may result in suspension of the license.

9.6 Beta and Pre-Release Versions

Beta, alpha, early access, and pre-release versions of the Software are subject to the additional terms in Schedule E.

10. Support and Maintenance

10.1 No Guaranteed Support

Author has no obligation to provide support, maintenance, training, consulting, or any other services beyond what is expressly stated in this Agreement or in writing for a specific product tier.

10.2 Discretionary Support

Where support is offered, Author may provide it through email, ticketing system, knowledge base, or other channels at Author’s sole discretion. The scope and nature of support may vary by product tier and may change at any time.

10.3 No Service Level Agreement

Unless explicitly provided in writing as part of an enterprise license, Author makes no commitment regarding response time, resolution time, support hours, or availability of support personnel.

10.4 Bug Reports

If Recipient identifies a bug or defect, Recipient agrees to provide Author with reasonable detail (including environment, steps to reproduce, screenshots, NinjaTrader log files, and Software version) to enable Author to investigate. Author has no obligation to fix any specific bug or to fix bugs within any particular time frame.

10.5 Author’s Right to Refuse Support

Author reserves the right to refuse support to any Recipient for any reason or no reason, including but not limited to:

1. Abusive, threatening, or harassing behavior toward Author or its representatives;
2. Repeated reporting of issues that are not Software defects;
3. Attempts to circumvent license controls;
4. Breach of this Agreement;
5. Public defamation of Author;
6. Chargeback or payment dispute history;
7. Author’s sole business discretion.

10.6 Recording of Support Communications

Author may record, log, or retain support communications (including email, chat, ticket, and any voice or video communications) for quality assurance, training, dispute resolution, and legal compliance purposes. Recipient consents to such recording and logging.

10.7 Third-Party Integrations

Author has no obligation to support, troubleshoot, or fix issues caused by third-party software, plugins, indicators, or modifications used in conjunction with the Software.

11. Confidentiality and Trade Data

11.1 Confidentiality of Software

The Software, its source code (where applicable), algorithms, design, architecture, documentation, and any communications from Author regarding the Software are confidential and proprietary to Author. Recipient agrees not to disclose, publish, post, or otherwise share such information with any third party except as expressly permitted in writing or in an applicable Schedule.

11.2 Public Statements

Recipient agrees not to make public statements regarding this Agreement, the Software, the trading methodologies embedded in the Software, or any communications with Author without Author’s prior written consent, except as required by law or as expressly permitted by Section 4.3 (Consumer Review Carve-Out).

11.3 Trade Data Confidentiality

Author commits that any individual Trade Data of Recipient processed by the Software:

1. Will not be sold to third parties;
2. Will not be used by Author or its employees for Author’s own personal trading or for the personal trading of any employee, contractor, or affiliate;
3. Will be used only for purposes of operating the Software, providing support, improving the product (in aggregate, anonymized form), complying with legal obligations, and other purposes expressly described in the Privacy Policy;
4. Will be protected by reasonable technical and organizational security measures consistent with industry standards;
5. Specific data practices, retention periods, and rights are further detailed in the Privacy Policy.

11.4 Aggregated Use

Author may use Trade Data in aggregated, anonymized form for product improvement, analytics, statistical analysis, and marketing of Software, provided that no individual Recipient is identifiable from such use.

11.5 Reverse Confidentiality and Feedback Assignment

Recipient acknowledges that any feedback, suggestions, feature requests, bug reports, or ideas provided to Author may be used by Author without compensation, attribution, or restriction. Recipient hereby irrevocably assigns to Author all right, title, and interest in any such feedback, including all intellectual property rights, that may otherwise vest in Recipient.

11.6 Legally Required Disclosure

Either party may disclose confidential information of the other party as required by law, court order, subpoena, or regulatory request, provided that the disclosing party gives the other party reasonable prior notice (where legally permissible) and cooperates with reasonable efforts to limit the scope of disclosure.

12. Warranties and Disclaimers

12.1 AS IS

THE SOFTWARE AND ALL SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITH ALL FAULTS, DEFECTS, AND ERRORS, AND WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE.

12.2 Disclaimer of Implied Warranties

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AUTHOR DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, COMPLETENESS, QUIET ENJOYMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE.

12.3 No Warranty of Functionality

Author does not warrant that:

1. The Software will meet your requirements or expectations;
2. The Software will operate without interruption, delay, or error;
3. The Software will be free of bugs, defects, viruses, malware, or other harmful code;
4. Any defects will be corrected;
5. Trade signals, alerts, calculations, or visualizations will be timely, accurate, or complete;
6. The Software will produce any specific trading result;
7. The Software will protect Recipient’s accounts, capital, or positions from loss;
8. The Software will comply with the rules of any Prop Firm, broker, exchange, or regulator;
9. The Software will be compatible with any specific configuration of hardware, operating system, Trading Platform version, broker connection, or data feed;
10. Use of the Software will result in profitable trading.

12.4 No Warranty of Data Integrity

Author does not warrant the accuracy, completeness, or timeliness of any market data, signals, indicators, or calculations displayed by the Software. Data feed errors, latency, gaps, ticks out of order, or corruption may cause the Software to behave unexpectedly. Recipient is solely responsible for verifying data integrity and for maintaining backup data sources where appropriate.

12.5 Data Feed Variation

Differences between data feeds may cause different instances of the same Software to produce different results, including different trade signals, different fill prices, different indicator values, and different outcomes. Author makes no warranty regarding consistency across data feeds or providers.

12.6 No Professional Advice Warranty

Nothing in the Software constitutes legal, tax, investment, or financial advice. Recipient should consult licensed professionals.

12.7 Third-Party Components

The Software may incorporate third-party components, libraries, or services. Author makes no warranty regarding such third-party components beyond what such third parties themselves warrant.

12.8 Geographic and Regulatory Warranty

Author makes no warranty that the Software is appropriate, lawful, or compliant with regulations in any specific jurisdiction. Recipient is solely responsible for compliance with local laws.

12.9 No Oral or Extrinsic Warranties

No oral or written statement made by any Author employee, contractor, representative, sales agent, social media post, marketing material, podcast, video, webinar, demonstration, blog post, or other communication outside the four corners of this Agreement shall create any warranty, condition, or obligation on the part of Author. Any such statements are superseded by this Agreement.

13. Limitation of Liability

13.1 Exclusion of Damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL AUTHOR BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION:

1. Lost profits, lost trading opportunities, or lost revenue;
2. Lost, blown, or damaged trading accounts;
3. Missed trades, erroneous trades, or unintended trades;
4. Revoked, denied, or delayed payouts from any Prop Firm or broker;
5. Terminated, suspended, or rule-violating Prop Firm accounts;
6. Loss of evaluation fees, activation fees, account fees, or any other fees paid to any Prop Firm or broker;
7. Loss of goodwill, reputation, or business opportunity;
8. Cost of substitute software or services;
9. Loss of data;
10. Personal injury or property damage;
11. Any other economic, commercial, or financial loss;

ARISING OUT OF OR RELATED TO YOUR USE OF OR INABILITY TO USE THE SOFTWARE, EVEN IF AUTHOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

13.2 Aggregate Liability Cap

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AUTHOR’S TOTAL AGGREGATE LIABILITY TO RECIPIENT FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT, THE SOFTWARE, OR THE SERVICES, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, SHALL NOT EXCEED THE LESSER OF: (A) THE TOTAL AMOUNT PAID BY RECIPIENT TO AUTHOR IN THE SIX (6) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) FIFTY U.S. DOLLARS ($50).

13.3 Trading Losses Specifically Excluded

Without limiting the foregoing, Author shall have no liability for any losses arising from Recipient’s trading activity, including but not limited to:

1. Trades executed, missed, or canceled by or through the Software;
2. Positions opened, closed, modified, or held by or through the Software;
3. Losses resulting from delayed, erroneous, duplicate, or missing trade signals;
4. Losses resulting from Software bugs, crashes, freezes, or incompatibility with the Trading Platform;
5. Losses caused by data feed errors, broker rejections, broker disconnections, or platform outages;
6. Account terminations, suspensions, or revoked payouts by any broker or Prop Firm;
7. Slippage between intended and actual fill prices;
8. Latency between Software action and broker execution;
9. Replication failures between accounts (Trade Copier);
10. Failure of risk controls to prevent loss (Risk Manager).

13.4 Non-Waivable Statutory Rights

If applicable law does not allow the limitation or exclusion of certain damages or warranties, Author’s liability is limited to the maximum extent permitted by such law. Some jurisdictions do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages, so the above limitations may not apply to you in full.

13.5 Basis of the Bargain

The limitations of liability in this Section 13 are a fundamental basis of the bargain between Author and Recipient. The fees charged for the Software reflect this allocation of risk. Without these limitations, Author would not be able to offer the Software at the prices charged or at all. Recipient acknowledges that the pricing of the Software was set in reliance on these limitations.

13.6 Time-Limit on Claims

Any claim by Recipient against Author must be brought within six (6) months of the date the claim arose, or be forever barred, except where a longer period is required by applicable law.

14. Indemnification

14.1 Indemnification by Recipient

Recipient agrees to defend, indemnify, and hold harmless Author and its officers, members, employees, contractors, agents, and affiliates from and against any and all claims, demands, suits, proceedings, losses, damages, judgments, fines, penalties, costs, and expenses (including reasonable attorneys’ fees and court costs) arising out of or related to:

1. Recipient’s use or misuse of the Software;
2. Recipient’s trading activity, including any trades placed, missed, or canceled by the Software;
3. Recipient’s breach of this Agreement or any applicable Product Schedule;
4. Recipient’s violation of any law, regulation, exchange rule, broker agreement, Prop Firm agreement, or other contractual obligation;
5. Recipient’s violation of any third party’s rights, including intellectual property rights, privacy rights, or contractual rights;
6. Any dispute between Recipient and any broker, Prop Firm, exchange, regulator, tax authority, or other third party;
7. Any chargeback, payment dispute, or refund claim asserted by Recipient that is determined to be unfounded;
8. Recipient’s gross negligence, willful misconduct, or fraud;
9. Any false or misleading statement made by Recipient to Author;
10. Any tax obligation (income, sales, use, VAT, withholding, or otherwise) arising from Recipient’s use of the Software, Recipient’s trading activity, or Recipient’s relationship with Author, including any claim by any taxing authority against Author related to Recipient’s activity.

14.2 Procedure

Author will promptly notify Recipient of any claim subject to indemnification. Recipient shall have the right to defend the claim with counsel of its choice, subject to Author’s reasonable approval. Author may participate in the defense at its own expense. Recipient shall not settle any claim without Author’s prior written consent if such settlement requires Author to admit liability, pay any amount, or take or refrain from taking any action.

14.3 No Author Indemnification

Author has no obligation to indemnify Recipient. Recipient’s sole remedy in the event of an intellectual property infringement claim relating to the Software is termination of this Agreement. No refund of fees paid is owed.

15. Trading Disclosures and Disclaimers

15.1 Risk of Loss

TRADING STOCKS, FUTURES, OPTIONS, FOREIGN CURRENCY, CRYPTOCURRENCY, AND OTHER FINANCIAL INSTRUMENTS INVOLVES SUBSTANTIAL RISK OF LOSS AND IS NOT SUITABLE FOR ALL INVESTORS. YOU MAY LOSE SOME OR ALL OF YOUR INVESTED CAPITAL, AND IN SOME PRODUCTS, MORE THAN YOUR INVESTED CAPITAL. PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE RESULTS. ONLY USE RISK CAPITAL THAT YOU CAN AFFORD TO LOSE.

15.2 Hypothetical Performance Disclosure (CFTC Rule 4.41)

HYPOTHETICAL OR SIMULATED PERFORMANCE RESULTS HAVE CERTAIN INHERENT LIMITATIONS. UNLIKE AN ACTUAL PERFORMANCE RECORD, SIMULATED RESULTS DO NOT REPRESENT ACTUAL TRADING. ALSO, SINCE THE TRADES HAVE NOT BEEN EXECUTED, THE RESULTS MAY HAVE UNDER- OR OVER-COMPENSATED FOR THE IMPACT, IF ANY, OF CERTAIN MARKET FACTORS, SUCH AS LACK OF LIQUIDITY. SIMULATED TRADING PROGRAMS IN GENERAL ARE ALSO SUBJECT TO THE FACT THAT THEY ARE DESIGNED WITH THE BENEFIT OF HINDSIGHT. NO REPRESENTATION IS BEING MADE THAT ANY ACCOUNT WILL OR IS LIKELY TO ACHIEVE PROFITS OR LOSSES SIMILAR TO THOSE SHOWN.

15.3 All Results Are Hypothetical

All trading results presented by Author in any form — written, charted, video, screenshot, or live demonstration — should be assumed to be simulated or hypothetical unless Author expressly states otherwise in writing. Even live demonstrations of the Software may be conducted on simulated accounts or in conditions that do not reflect actual market participation.

15.4 No Investment Recommendations

Nothing presented by Author through the Software, website, social media, email, video, or any other channel constitutes a recommendation to buy or sell any security or financial instrument. All content is for informational and educational purposes only.

15.5 Methodology Changes Without Notice

Any trading methodology, system, or strategy reflected in the Software is subject to change without notice. Author has no obligation to notify Recipient of changes, updates, or replacements to methodologies.

15.6 No Guarantee of Profitability

Author makes no representation, warranty, or guarantee that use of the Software will result in profits, prevent losses, or achieve any specific result. Trading is risky. Results vary. Most traders lose money.

15.7 NinjaTrader® Trademark Disclaimer

NinjaTrader® is a registered trademark of NinjaTrader Group, LLC. NinjaTrader Group, LLC and its affiliates have no affiliation with Author, do not endorse Author’s products or services, and have no ownership or other interest in Author’s products. References to NinjaTrader® in connection with the Software refer to compatibility with the third-party NinjaTrader® 8 platform and constitute nominative fair use.

15.8 Other Third-Party Disclaimers

Any reference to third-party trading platforms, brokers, data providers, Prop Firms, or other service providers is for descriptive purposes only and does not imply endorsement, affiliation, sponsorship, or partnership.

15.9 Recipient’s Sole Responsibility

Recipient bears sole responsibility for:

1. Their trading decisions;
2. Their account configuration, risk parameters, and order routing;
3. Their understanding of the products, instruments, and markets traded;
4. Their compliance with applicable laws, regulations, and contractual obligations;
5. Verifying that the Software is functioning as expected;
6. Maintaining independent backup risk controls and judgment;
7. Tax reporting and treatment of trading activity.

15.10 No Reliance on Author Content

Recipient acknowledges that Author Content, including educational materials, articles, recorded sessions, and live commentary, is provided for general informational purposes and may not reflect Recipient’s specific circumstances. Recipient should not make trading decisions based solely on Author Content.

16. Prop Firm and Funded Account Disclaimers

16.1 No Guarantee of Rule Compliance

Recipient acknowledges that Prop Firms impose specific rules governing trading conduct, including but not limited to:

1. Maximum daily loss limits;
2. Trailing drawdown rules;
3. End-of-day drawdown rules;
4. Position size limits;
5. Maximum contract counts;
6. News trading restrictions and blackout windows;
7. Consistency rules and minimum trading day requirements;
8. Trading hour restrictions;
9. Holding rules (overnight, weekend, intraday);
10. Restrictions on automation, copy trading, and AI-assisted trading;
11. Restrictions on certain trading styles (scalping, hedging, martingale);
12. Profit target requirements during evaluation phases.

THE SOFTWARE DOES NOT GUARANTEE COMPLIANCE WITH ANY PROP FIRM’S RULES.

16.2 Recipient’s Sole Responsibility

Recipient is solely responsible for:

1. Understanding the rules of any Prop Firm Recipient trades with;
2. Configuring the Software in a manner consistent with such rules;
3. Monitoring the Software’s behavior to ensure ongoing compliance;
4. Manually intervening when necessary to maintain compliance;
5. Any violation of Prop Firm rules, regardless of whether such violation was caused by Software action, inaction, or malfunction;
6. Verifying that the Software’s actions reflect Recipient’s intent;
7. Maintaining independent risk controls in addition to the Software.

16.3 No Liability for Prop Firm Consequences

Author shall have no liability whatsoever for:

1. Termination, suspension, or revocation of Recipient’s Prop Firm account;
2. Failure to pass any evaluation, challenge, or qualification phase;
3. Revocation, denial, or delay of payouts by any Prop Firm;
4. Loss of evaluation fees, activation fees, account fees, monthly fees, or any other fees paid to any Prop Firm;
5. Losses sustained on a Prop Firm account, whether real or simulated;
6. Damage to Recipient’s reputation with any Prop Firm or in the trading community;
7. Disciplinary action, blacklisting, or barring by any Prop Firm;
8. Any other consequence arising from Recipient’s trading activity on a Prop Firm account.

16.4 No Endorsement of Prop Firms

References to Prop Firms in Author’s marketing, documentation, blog posts, or Software are descriptive only. Author does not endorse, guarantee, or warrant any Prop Firm’s services, business practices, financial stability, ability to pay, or longevity. Recipient is solely responsible for evaluating any Prop Firm before engaging with them.

16.5 Software Compatibility with Prop Firm Restrictions

Some Prop Firms prohibit or restrict the use of certain trading software, automated tools, copy trading services, or third-party indicators. It is Recipient’s sole responsibility to verify that Recipient’s use of the Software does not violate the terms of service of any Prop Firm Recipient uses. Author makes no representation regarding compatibility with any specific Prop Firm’s rules, including whether use of the Software constitutes “automation” or “copy trading” under any specific Prop Firm’s definitions.

16.6 Disclosure to Prop Firms

Recipient acknowledges that some Prop Firms require disclosure of the use of automated tools, copy trading services, or third-party software. Recipient is solely responsible for any required disclosures and for the consequences of any failure to disclose.

16.7 Prop Firm Rule Changes

Prop Firms may change their rules at any time, often without notice. Author has no obligation to update the Software to reflect Prop Firm rule changes, and the Software’s behavior may become non-compliant with a Prop Firm’s rules following such a change. Recipient is responsible for monitoring rule changes and adjusting Software configuration accordingly.

16.8 Multiple Prop Firm Accounts

Recipient who operates multiple Prop Firm accounts, whether across one or multiple Prop Firms, bears specific risk that:

1. Replication between accounts may cause one account to violate rules while others do not;
2. Rule differences between firms may make consistent configuration impossible;
3. Some firms prohibit holding accounts across multiple firms;
4. Cross-account losses may aggregate across multiple terminations.

17. Acceptable Use

17.1 Prohibited Conduct

Recipient agrees not to use the Software:

1. For any unlawful purpose;
2. In a manner that violates exchange rules, broker agreements, or Prop Firm agreements;
3. To engage in market manipulation, including but not limited to spoofing, layering, wash trading, front-running, marking the close, or quote stuffing;
4. To trade on behalf of any third party for compensation without proper registration and licensing;
5. To facilitate money laundering, terrorism financing, or sanctions evasion;
6. In any manner that interferes with or disrupts Author’s systems, Author’s other customers, or third-party services;
7. To send spam, unsolicited messages, or commercial communications using Author’s systems or in association with Author’s products;
8. To impersonate any person or entity, including Author or its representatives;
9. To share Recipient’s account, license, or credentials with any third party;
10. For competitive analysis or to develop competing products or services;
11. To harass, threaten, or harm any person, including Author’s personnel or other Recipients;
12. To violate the privacy or confidentiality of any third party.

17.2 Investigation and Cooperation

Author may investigate suspected breaches of Section 17.1. Recipient agrees to cooperate with such investigations and to provide reasonable information requested by Author within a reasonable time.

17.3 Reporting of Misuse

Recipient agrees to report suspected misuse of the Software by any party to Author at the support address designated on MyDailyTake.com.

17.4 Community Conduct

Recipient’s conduct in Author’s community spaces (forums, comments, etc.) is subject to additional community guidelines and may be moderated at Author’s sole discretion. Repeated or severe violations may result in termination of access to community spaces and, at Author’s sole discretion, of the underlying Software license.

18. Data Collection, Privacy, and Trade Data

18.1 Data Collected

In connection with Recipient’s use of the Software, Author may collect:

1. Account and Payment Data: Name, email address, billing address, phone number, payment method details (processed by third-party payment processors; Author does not store full card numbers).
2. License Data: License Key, activation history, IP addresses, hardware fingerprints, machine identifiers, Software version, Trading Platform version, operating system version.
3. Usage Telemetry: Software feature usage, error logs, crash reports, performance metrics, session duration.
4. Trade Data: For products that operate on trade information (including the Trade Copier and Risk Manager), Author may transmit, log, or process Trade Data including order details, fills, account balances, position sizes, timing information, and instrument identifiers.
5. Support Communications: Email, chat, and ticketing communications between Recipient and Author, which may be recorded and retained per Section 10.6.
6. Marketing Data: Email open rates, click-through rates, and subscription preferences for marketing communications, where Recipient has opted in.

18.2 Use of Data

Author uses collected data to:

1. Operate, maintain, and improve the Software and services;
2. Validate licenses and detect abuse;
3. Provide customer support;
4. Communicate with Recipient regarding the Software, including service announcements, security notices, and (with consent) marketing;
5. Comply with legal obligations;
6. Conduct aggregated, anonymized analytics for product improvement;
7. Detect and prevent fraud, abuse, and security incidents;
8. Enforce this Agreement and protect Author’s rights.

18.3 Trade Data Specific Commitments

Author commits that:

1. Individual Trade Data will not be sold to third parties.
2. Individual Trade Data will not be used by Author or Author’s employees, contractors, or affiliates for their own personal trading or for the benefit of any third party.
3. Trade Data may be used in aggregated, anonymized form for product improvement, statistical analysis, and marketing.
4. Trade Data will be protected by reasonable technical and organizational security measures.

18.4 Third-Party Processors

Author uses third-party service providers that may process Recipient’s data as data processors on Author’s behalf, including but not limited to:

1. Stripe — payment processing;
2. SureCart — license management and commerce;
3. MailerLite — email communications;
4. Hostinger — website hosting;
5. Other providers as listed in the Privacy Policy.

18.5 International Transfers

Recipient’s data may be processed in the United States or other countries where Author or its service providers operate. By using the Software, Recipient consents to such cross-border transfer.

18.6 GDPR Rights (EU/UK Residents)

Where applicable under the EU General Data Protection Regulation or UK GDPR, Recipient has rights to access, correct, delete, restrict processing of, port, and object to processing of their personal data, as well as the right to withdraw consent and to lodge a complaint with a supervisory authority. Requests may be made through the contact information on MyDailyTake.com.

18.7 CCPA Rights (California Residents)

Where applicable under the California Consumer Privacy Act and California Privacy Rights Act, California residents have specific rights regarding their personal information. Author does not sell personal information. See the Privacy Policy for details.

18.8 Privacy Policy

The full Privacy Policy is available at MyDailyTake.com/privacy-policy and is incorporated into this Agreement by reference.

18.9 Data Retention

Author retains data for the duration of Recipient’s account plus a reasonable period thereafter for legal, accounting, dispute resolution, and security purposes. Specific retention periods are detailed in the Privacy Policy.

18.10 Security Incidents

In the event of a security incident affecting Recipient’s data, Author will notify Recipient and applicable regulators as required by law.

18.11 Cookies and Tracking5,

Author’s website may use cookies and similar tracking technologies. Cookie practices are described in the Privacy Policy or a separate Cookie Policy.

19. Affiliate Program

19.1 Separate Terms

Participation in Author’s Affiliate Program is governed by separate Affiliate Program Terms, available at MyDailyTake.com/affiliate-terms.

19.2 Incorporation by Reference

The Affiliate Program Terms are incorporated into this Agreement by reference for Recipients who participate in the Affiliate Program.

19.3 No Affiliate Relationship by Default

Becoming an Affiliate requires separate enrollment. Standard Recipients are not Affiliates and gain no commission rights or other Affiliate benefits by virtue of this Agreement.

19.4 No Endorsement

Affiliates are independent and act on their own behalf. Author does not endorse, verify, or guarantee statements made by Affiliates in promoting the Software. Statements by Affiliates do not bind Author.

19.5 Discretionary Termination

Author may modify, suspend, or terminate the Affiliate Program at any time, in its sole discretion, with or without cause and with or without notice. Commissions are not owed until paid in accordance with the Affiliate Program Terms.

20. Termination

20.1 Termination for Cause

Author may terminate this Agreement and all licenses granted hereunder immediately, without notice and without refund, upon Recipient’s breach of any material term of this Agreement, including without limitation:

1. Section 4 (Restricted Uses);
2. Section 8 (License Activation);
3. Section 17 (Acceptable Use);
4. Section 7.4 (Chargebacks);
5. Failure to pay any amount when due, beyond the grace period in Section 5.4;
6. Any material misrepresentation to Author.

20.2 Termination Without Cause

Author may terminate this Agreement and any Subscription at any time, with or without cause, with or without notice, and in its sole discretion. In the event of termination without cause, Recipient is entitled to no refund of fees paid except as required by applicable law. Recipient’s continued payment and use of the Software constitutes acknowledgment of and consent to Author’s right to terminate.

20.3 Termination by Recipient

Recipient may terminate this Agreement at any time by:

1. Canceling all Subscriptions through the account portal;
2. Uninstalling and ceasing use of all Software;
3. Deactivating any License Keys.

Termination by Recipient does not entitle Recipient to a refund unless required by applicable law or expressly stated in this Agreement.

20.4 Effect of Termination

1. All licenses immediately terminate and Recipient must cease all use of the Software;
2. Recipient must uninstall the Software and destroy all copies;
3. License Keys are deactivated;
4. Outstanding payment obligations survive termination;
5. The following Sections survive termination: 1 (Definitions), 4 (Restricted Uses) to the extent applicable, 7 (Refunds and Chargebacks), 11 (Confidentiality), 12 (Warranties), 13 (Limitation of Liability), 14 (Indemnification), 16 (Prop Firm Disclaimers), 22 (Dispute Resolution), 24 (General Provisions), 25 (Remedies), and any other provision that by its nature should survive.

20.5 Reinstatement

Author may, in its sole discretion, reinstate a terminated license upon Recipient’s cure of the underlying breach and payment of any applicable reinstatement fees. Author has no obligation to reinstate any terminated license.

20.6 Account Closure

Upon termination, Recipient’s account on Author’s systems may be closed and associated data may be deleted after a reasonable retention period, subject to legal retention obligations.

20.7 Right to Refuse Service

Author reserves the absolute right to refuse sale, service, support, or any other commercial relationship with any prospective or existing Recipient at any time, for any reason or no reason, including but not limited to Author’s sole business discretion.

21. Force Majeure

Author shall not be liable for any failure or delay in performance under this Agreement to the extent such failure or delay is caused by events beyond Author’s reasonable control, including but not limited to:

1. Acts of God, natural disasters, fires, floods, earthquakes, pandemics, or other natural events;
2. Acts of war, terrorism, civil unrest, riots, or government action;
3. Internet, telecommunications, or utility outages;
4. Trading Platform outages or vendor failures, including NinjaTrader® server issues;
5. Broker, exchange, or clearinghouse failures, outages, or rule changes;
6. Data feed provider failures or errors;
7. Cyber attacks, denial of service attacks, ransomware, or security incidents;
8. Payment processor outages or policy changes;
9. Labor disputes or strikes;
10. Supply chain disruptions;
11. Regulatory action or sanctions;
12. Loss or unavailability of key personnel.

During any force majeure event, Author may, in its sole discretion, suspend or modify performance of any obligation under this Agreement. No refund or credit is owed to Recipient on account of any force majeure event.

22. Dispute Resolution

22.1 Governing Law

This Agreement is governed by and construed in accordance with the laws of the Commonwealth of Virginia, United States, without regard to its conflict of laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

22.2 Informal Resolution

Before initiating any formal proceeding, the parties agree to attempt in good faith to resolve any dispute through informal negotiation, beginning with written notice to the other party describing the dispute and the proposed resolution. The parties agree to negotiate in good faith for at least thirty (30) days before initiating any formal proceeding.

22.3 Mandatory Binding Arbitration

1. Except as set forth in Section 22.5, any dispute, claim, or controversy arising out of or relating to this Agreement, the Software, the Services, or the parties’ relationship shall be resolved by binding arbitration administered by the American Arbitration Association (“AAA”) under its Commercial Arbitration Rules and, where applicable, its Consumer Arbitration Rules.
2. Arbitration shall be conducted by a single arbitrator.
3. The seat of arbitration shall be Fairfax County, Virginia, United States, although hearings may be conducted by telephone or videoconference at the arbitrator’s discretion.
4. The arbitrator’s award shall be final and binding, and judgment thereon may be entered in any court of competent jurisdiction.
5. Each party bears its own costs of arbitration, except that the arbitrator may award costs and reasonable attorneys’ fees to the prevailing party.
6. The arbitrator may grant any relief that a court could grant, except as limited by this Agreement.

22.4 Class Action Waiver

RECIPIENT AND AUTHOR EACH AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN THEIR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, MASS, OR REPRESENTATIVE PROCEEDING. The arbitrator may not consolidate more than one person’s claims and may not preside over any form of representative, class, mass, or collective proceeding. The arbitrator has no authority to certify or hear any class arbitration.

22.5 Exceptions to Arbitration

1. Small Claims. Either party may bring an individual action in small claims court for claims within that court’s jurisdiction.
2. Injunctive Relief. Either party may seek injunctive or other equitable relief in court for actual or threatened infringement, misappropriation, or violation of intellectual property rights, confidentiality obligations, or license restrictions.
3. Statutory Rights. Nothing in this Section limits any party’s right to bring claims before a government agency where such claims are not subject to mandatory arbitration under applicable law.

22.6 Opt-Out of Arbitration

Recipient may opt out of the arbitration and class action waiver provisions of Sections 22.3 and 22.4 by sending written notice to Author at the contact address on MyDailyTake.com within thirty (30) days of first agreeing to this Agreement. The opt-out notice must include Recipient’s full legal name, mailing address, email address, account information, and a clear, unambiguous statement of intent to opt out of arbitration and the class action waiver. Any opt-out notice that does not strictly comply with these requirements is invalid.

22.7 Limitations Period

Any claim arising out of or relating to this Agreement must be brought within six (6) months of the date the claim arose, or be forever barred, except where a longer period is required by applicable law.

22.8 Equitable Relief Without Bond

Recipient acknowledges that breach of Sections 4 (Restricted Uses), 8 (License Activation), 11 (Confidentiality), or 17 (Acceptable Use) may cause irreparable harm to Author for which monetary damages would be inadequate. Author shall be entitled to seek injunctive relief in any court of competent jurisdiction without the requirement of posting a bond or proving actual damages.

22.9 Confidentiality of Arbitration

The arbitration, including all proceedings, evidence, briefings, witness identities, and the arbitrator’s award, shall be confidential. Neither party may disclose the existence or substance of the arbitration except as necessary to enforce the award, defend a related claim, or comply with applicable law. Breach of this confidentiality obligation is itself a breach of this Agreement and is independently actionable.

22.10 Mass Arbitration Protocol

If twenty-five (25) or more substantially similar arbitration demands are filed against Author by or on behalf of represented claimants within a sixty (60) day period, the parties agree to a bellwether arbitration procedure as follows:

1. The first ten (10) demands shall be arbitrated individually as bellwether cases;
2. The remaining demands shall be stayed pending completion of the bellwether arbitrations;
3. After completion of the bellwether arbitrations, the parties shall negotiate in good faith for sixty (60) days regarding resolution of the remaining demands based on the bellwether outcomes;
4. If no resolution is reached, the remaining demands proceed individually, in batches of no more than ten (10) at a time, with priority based on the date of the original demand;
5. The arbitration filing fees for stayed demands are not due until the demand becomes active.

22.11 Jury Trial Waiver

To the maximum extent permitted by applicable law, each party irrevocably waives the right to trial by jury for any claim or controversy arising out of or relating to this Agreement, the Software, or the parties’ relationship. This waiver applies in the event any claim is not subject to arbitration under this Agreement.

22.12 Forum Selection Backup

If any claim is not subject to arbitration under this Agreement (including by reason of an arbitrator or court finding the arbitration provision unenforceable in whole or in part), the parties consent to the exclusive jurisdiction of the state and federal courts located in Fairfax County, Virginia, United States, and waive any objection based on forum non conveniens or improper venue.

22.13 Severability of Dispute Resolution Provisions

If the class action waiver in Section 22.4 is found to be unenforceable in any proceeding, the entire arbitration agreement in Section 22.3 shall be unenforceable in that proceeding, but the remainder of this Agreement, including the jury trial waiver in Section 22.11 and the forum selection clause in Section 22.12, shall remain in effect.

23. Geographic Restrictions and Export Control

23.1 Restricted Countries

The Software may not be downloaded, exported, re-exported, sold, transferred, or used in:

1. Any country subject to U.S. embargo or comprehensive sanctions, including Cuba, Iran, North Korea, Syria, and the Crimea, Donetsk, and Luhansk regions;
2. By any person on the U.S. Department of Treasury OFAC Specially Designated Nationals list;
3. By any person on the U.S. Department of Commerce Denied Persons List or Entity List;
4. By any other person or in any country subject to U.S. export control restrictions or similar restrictions of other governments.

23.2 Compliance Responsibility

Recipient is solely responsible for compliance with all applicable export control, sanctions, and trade laws.

23.3 Government End Users

If the Software is acquired by or on behalf of the U.S. Government, the Software is “commercial computer software” as defined in FAR 12.212 and DFARS 227.7202. Use, duplication, or disclosure by the U.S. Government is subject to the restrictions set forth in this Agreement.

23.4 No Targeting of Specific Jurisdictions

Author’s offering of the Software does not constitute targeting of any specific jurisdiction. Recipients access and use the Software at their own initiative and bear sole responsibility for compliance with local laws, including but not limited to laws regarding the offering and use of trading software.

23.5 Regulated Markets

Recipient acknowledges that some jurisdictions regulate the offering of trading-related software, signals, or advice. Recipient is solely responsible for verifying that their use of the Software complies with all applicable regulations in their jurisdiction.

24. General Provisions

24.1 Entire Agreement

This Agreement, together with all incorporated Product Schedules, the Privacy Policy, and any Affiliate Program Terms, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, communications, negotiations, representations, warranties, and statements, whether written or oral, including any marketing materials, social media posts, podcasts, videos, demonstrations, sales communications, or other Author Content.

24.2 Amendments

Author reserves the right to amend this Agreement at any time. Amendments will be effective upon posting on MyDailyTake.com and, where the change is material, upon notice to Recipient via email, account portal, or through the Software. Recipient’s continued use of the Software after the effective date constitutes acceptance of the amended Agreement. If Recipient does not agree to an amendment, Recipient’s sole remedy is to terminate this Agreement and cease use of the Software.

24.3 No Oral Modifications

This Agreement may be modified only by a written instrument signed by Author or by an amendment posted pursuant to Section 24.2. No oral statement, representation, or course of conduct by any Author employee, contractor, or representative shall modify this Agreement or create any obligation on the part of Author.

24.4 Assignment

1. Recipient may not assign or transfer this Agreement or any rights hereunder, in whole or in part, without Author’s prior written consent. Any attempted assignment without such consent is void.
2. Author may assign this Agreement, in whole or in part, to any successor in interest by merger, acquisition, sale of assets, or otherwise, without Recipient’s consent.

24.5 Notices

1. Author may deliver notices to Recipient via email to the address on file, posting in the account portal, posting on MyDailyTake.com, or through the Software. Notice is deemed received on the date sent or posted, regardless of whether actually received or read.
2. Recipient shall deliver notices to Author at the contact address designated on MyDailyTake.com.

24.6 Severability

If any provision of this Agreement is held invalid, illegal, or unenforceable by a court of competent jurisdiction or arbitrator, the remaining provisions shall remain in full force and effect, and the invalid provision shall be modified to the minimum extent necessary to make it enforceable while preserving the parties’ intent.

24.7 No Waiver

Failure or delay by either party to enforce any provision of this Agreement is not a waiver of that provision or of any other provision. No waiver is effective unless in writing and signed by the waiving party. A waiver in one instance does not constitute a waiver in any other instance.

24.8 No Third-Party Beneficiaries

This Agreement is for the sole benefit of the parties and their permitted successors and assigns. No third party has any rights under this Agreement.

24.9 Relationship of Parties

The relationship between the parties is that of independent contracting parties. Nothing in this Agreement creates any partnership, joint venture, agency, employment, or fiduciary relationship.

24.10 Headings

Section headings are for convenience only and do not affect the interpretation of this Agreement.

24.11 Construction

This Agreement shall not be construed against the drafter. Both parties acknowledge having had the opportunity to review and negotiate this Agreement.

24.12 Counterparts; Electronic Signatures

This Agreement may be accepted electronically. Acceptance by clicking “I Agree,” installing the Software, activating a License Key, paying for a Subscription, or otherwise indicating assent constitutes a binding electronic signature with the same legal effect as a handwritten signature.

24.13 Errors and Omissions

Typographical, clerical, or other accidental errors or omissions in marketing materials, quotes, price lists, invoices, or other documents shall not bind Author and may be corrected without liability.

24.14 Author-Initiated Cancellation

Notwithstanding any other provision of this Agreement, Author reserves the right to cancel, suspend, or refuse service to any Recipient at any time, with or without cause, in Author’s sole discretion.

24.15 Language

This Agreement is executed in the English language. Any translation provided is for convenience only; in the event of conflict, the English version controls.

24.16 Non-Reliance and Integration

Recipient acknowledges and agrees that:

1. Recipient is not relying on any representation, warranty, promise, statement, projection, or assurance (oral or written) made by Author, Author’s employees, contractors, agents, affiliates, sales representatives, marketing materials, social media, podcasts, videos, webinars, demonstrations, blog posts, or any other source outside the four corners of this Agreement;
2. Any such representations or statements outside this Agreement are superseded by this Agreement and create no enforceable obligation, warranty, or basis for liability against Author;
3. Recipient has performed independent due diligence regarding the Software and the suitability of the Software for Recipient’s purposes;
4. Recipient hereby waives any claim of fraudulent inducement, fraudulent misrepresentation, negligent misrepresentation, or similar claim based on any statement outside this Agreement;
5. The pricing of the Software, the limitations of liability, the indemnification obligations, the arbitration agreement, and the class action waiver were each material factors in Author’s decision to offer the Software.

24.17 Independent Counsel

Recipient acknowledges that Recipient has been advised of the right to seek independent legal counsel regarding this Agreement and has had a reasonable opportunity to do so.

25. Remedies

25.1 Cumulative Remedies

All rights and remedies provided in this Agreement are cumulative and in addition to all other rights and remedies available at law or in equity. The election of any remedy does not preclude the exercise of any other remedy.

25.2 Liquidated Damages for Distribution and License Sharing

Without limiting any other remedy available to Author, if Recipient breaches Section 4.1(a) (Distribution), Section 4.1(f) (Share License Keys), Section 4.1(k) (Resell or Repackage), or Section 4.1(p) (Use to Develop AI Models), Recipient shall be liable to Author for liquidated damages calculated, on a per-instance basis, as the greater of:

1. The sum of (i) the highest then-current annual Subscription price for the affected Software, plus (ii) any sign-up, activation, or one-time fee for the Software at the time of breach; or
2. Five thousand U.S. dollars ($5,000) per instance of unauthorized distribution, download, share, repackaging, or use.

The parties acknowledge and agree that:

1. Actual damages for such breaches would be difficult or impossible to calculate, including because of the difficulty of tracing distributed copies;
2. The liquidated damages set forth above are a reasonable pre-estimate of the harm caused;
3. The liquidated damages are not a penalty but rather a fair pre-estimate of damages;
4. The liquidated damages amount was set in consideration of Author’s investment in the Software, the difficulty of detection, and the reputational and competitive harm of unauthorized distribution.

25.3 Attorneys’ Fees and Costs

In any action or arbitration to enforce this Agreement, the prevailing party shall be entitled to recover its reasonable attorneys’ fees, court costs, arbitration fees, expert witness fees, investigation costs, and other costs of enforcement.

25.4 Injunctive Relief

Recipient acknowledges that breach of Sections 4 (Restricted Uses), 8 (License Activation), 11 (Confidentiality), or 17 (Acceptable Use) may cause irreparable harm for which monetary damages would be inadequate. Author is entitled to seek injunctive relief, including temporary restraining orders, preliminary injunctions, and permanent injunctions, in any court of competent jurisdiction, without the requirement of posting a bond or proving actual damages.

25.5 Specific Performance

Author may seek specific performance of any provision of this Agreement. Recipient is not entitled to specific performance and is limited to monetary remedies subject to the limitations in Section 13.

25.6 No Election

Pursuit of one remedy does not constitute election against or waiver of any other remedy.

26. Acknowledgments

26.1 Read and Understood

By installing, copying, accessing, or using the Software, Recipient acknowledges that Recipient:

1. Has read this Agreement in full;
2. Understands its terms;
3. Has had the opportunity to consult with counsel of Recipient’s choice;
4. Agrees to be bound by this Agreement.

26.2 Trading Acknowledgments

Recipient specifically acknowledges:

1. Trading involves substantial risk of loss;
2. The Software does not guarantee profits or prevent losses;
3. Past performance is not indicative of future results;
4. Recipient may lose some or all of their invested capital;
5. Recipient is solely responsible for their trading decisions;
6. Author is not a registered investment advisor or broker-dealer;
7. The Software is not a substitute for professional financial advice;
8. The Software does not guarantee compliance with any Prop Firm’s rules.

26.3 Software Acknowledgments

Recipient specifically acknowledges:

1. The Software is provided “as is” with all faults;
2. Author makes no warranties regarding the Software;
3. Software may have bugs, errors, or interruptions;
4. Recipient is responsible for verifying Software behavior;
5. Recipient must maintain independent risk controls;
6. NinjaTrader Group, LLC has no affiliation with Author;
7. Use of the Software requires a separately licensed Trading Platform.

26.4 Affirmative Acknowledgments of Specific Provisions

Recipient specifically acknowledges and agrees to the following provisions, which materially affect Recipient’s rights:

1. Arbitration, Class Action Waiver, and Jury Trial Waiver (Section 22) — Recipient waives the right to bring claims in court (except as expressly permitted), waives the right to participate in any class, collective, mass, or representative proceeding, and waives the right to trial by jury;
2. Limitation of Liability (Section 13) — Author’s liability is capped at the lesser of six months of fees or fifty U.S. dollars;
3. Indemnification (Section 14) — Recipient may be required to defend Author against third-party claims, including tax claims;
4. Prop Firm Disclaimers (Section 16) — Author is not responsible for any consequences arising from Recipient’s Prop Firm activity;
5. Auto-Renewal (Section 5) — Subscriptions automatically renew;
6. No Refunds (Section 7) — Fees are generally non-refundable;
7. Chargeback Consequences (Section 7.4) — Chargebacks result in license termination, ban, $50 admin fee, and up to $500 in liquidated damages per bad-faith chargeback;
8. Liquidated Damages (Section 25.2) — Distribution and license sharing carry liquidated damages of at least $5,000 per instance;
9. Non-Reliance (Section 24.16) — Recipient does not rely on any statement outside this Agreement.

26.5 Reasonableness of Terms

Recipient specifically acknowledges that:

1. The limitations of liability, indemnification obligations, arbitration agreement, class action waiver, jury trial waiver, liquidated damages provisions, and other protective provisions in this Agreement are reasonable;
2. These provisions were considered as part of the bargained-for exchange between the parties;
3. These provisions are reflected in the pricing of the Software, which would be substantially higher absent these protections;
4. These provisions are not unconscionable in light of the nature of the Software, the consumer-facing market in which it is sold, and the alternative products and services available to Recipient;
5. Recipient had a meaningful opportunity to review this Agreement, to consult with counsel, and to decline the Software in favor of alternatives;
6. Recipient hereby waives any defense of unconscionability, contract of adhesion, disparate bargaining power, or similar challenge to the enforceability of this Agreement.

Product Schedules

Schedule A — Free Indicators (Open Source)

A.1 Applicability

This Schedule A governs Software designated by Author as “Free” or “Open Source,” including but not limited to indicators distributed at no charge with NinjaScript source code available, as listed on the MyDailyTake.com Free Indicators page or its successor location.

A.2 License Grant — MIT License

Notwithstanding the restrictions in Sections 3 and 4 of the Master Agreement, Free Software is licensed under the MIT License as follows:

Copyright (c) 2026 MyDailyTake

Permission is hereby granted, free of charge, to any person obtaining a copy of this software and associated documentation files (the “Software”), to deal in the Software without restriction, including without limitation the rights to use, copy, modify, merge, publish, distribute, sublicense, and/or sell copies of the Software, and to permit persons to whom the Software is furnished to do so, subject to the following conditions:

The above copyright notice and this permission notice shall be included in all copies or substantial portions of the Software.

THE SOFTWARE IS PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. IN NO EVENT SHALL THE AUTHORS OR COPYRIGHT HOLDERS BE LIABLE FOR ANY CLAIM, DAMAGES OR OTHER LIABILITY, WHETHER IN AN ACTION OF CONTRACT, TORT OR OTHERWISE, ARISING FROM, OUT OF OR IN CONNECTION WITH THE SOFTWARE OR THE USE OR OTHER DEALINGS IN THE SOFTWARE.

A.3 Attribution

Recipient is requested but not required to:

1. Retain Author’s attribution and a link to MyDailyTake.com in any derivative works;
2. Provide credit when publishing derivative works publicly.

A.4 No Warranty

Notwithstanding the MIT License above, Sections 12 (Warranties) and 13 (Limitation of Liability) of the Master Agreement apply to Free Software.

A.5 Trading Disclosures Apply

All trading-related disclosures in the Master Agreement, including Sections 15 (Trading Disclosures) and 16 (Prop Firm Disclaimers), apply to Free Software notwithstanding the permissive license.

A.6 No Support

Free Software is provided without support. Author has no obligation to maintain, update, fix, or respond to inquiries regarding Free Software.

A.7 No Endorsement of Forks

Forks, modifications, and derivative works of Free Software are the sole responsibility of the modifying party. Author makes no representation regarding the quality, safety, or behavior of any modified version.

A.8 Commercial Use Permitted

Under the MIT License, commercial use of Free Software is permitted. Recipient may not, however, use Free Software in a manner that misrepresents an affiliation with or endorsement by Author.

Schedule B — Trade Copier

B.1 Applicability

This Schedule B governs Author’s Trade Copier software, a multi-account trade replication tool that copies trades from a designated “master” account to one or more “follower” accounts.

B.2 License Tiers

The Trade Copier is offered in the following tiers (pricing subject to change):

1. Monthly Subscription — $79/month, recurring;
2. Annual Subscription — $599/year, recurring;
3. Lifetime License — $1,499, one-time payment, subject to Section 6 of the Master Agreement.

B.3 Permitted Use

1. Each Trade Copier license entitles Recipient to operate the Software on one (1) physical or virtual machine, subject to the activation transfer rules in Section 8.3 of the Master Agreement.
2. Each license permits replication across multiple trading accounts owned and operated by Recipient personally, up to a configured maximum specified in the product documentation.
3. Personal Use Only. The Trade Copier may NOT be used to:
   • Replicate trades from one person’s account to another person’s account;
   • Manage accounts for third parties for compensation;
   • Provide signal services to third parties;
   • Operate as a copy trading service or signal subscription service;
   unless Recipient holds appropriate registrations and licenses (e.g., Registered Investment Adviser, Commodity Trading Advisor, Commodity Pool Operator) and has provided written notice to Author and obtained Author’s written acknowledgment.

B.4 Multi-Account Disclosures

Recipient specifically acknowledges:

1. Latency. Trade replication occurs as quickly as technically feasible but is not instantaneous. Latency between master and follower accounts may result in different fill prices, partial fills, missed trades, or one account filling while others do not.
2. Slippage. Slippage between master and follower accounts is expected and may be material, especially during volatile or thin markets. Slippage is not a Software defect.
3. Position Sizing. Position sizing across multiple accounts may be subject to rounding, contract multiplier mismatches, account-specific risk limits, and configuration choices. Recipient is responsible for configuring appropriate sizing rules.
4. Broker Variation. Different brokers may have different order routing, fill quality, execution speeds, commission structures, margin requirements, and rejection behaviors.
5. Connection Failures. Network outages, broker disconnections, Trading Platform crashes, or Software errors may cause some accounts to receive trades while others do not, resulting in unhedged or unequal positions.
6. One-Way Replication. Manual interventions on follower accounts (such as manually closing positions) are not replicated back to the master account or other follower accounts.
7. Reconciliation. Recipient is responsible for periodically reconciling positions and balances across all linked accounts.

B.5 Configuration Responsibility

Recipient is solely responsible for:

1. Designating master and follower accounts;
2. Setting position sizing rules per account;
3. Setting risk parameters per account;
4. Configuring permitted instruments and trading sessions;
5. Verifying that the Software is functioning as intended;
6. Monitoring positions and balances across all linked accounts;
7. Promptly halting trading if any account behaves unexpectedly.

B.6 Prop Firm Specific Risks

Specific risks of using the Trade Copier with Prop Firm accounts:

1. Some Prop Firms prohibit or restrict copy trading services, multi-account synchronization, or trade replication. Recipient must verify compatibility with each Prop Firm’s rules.
2. Replication failures between Prop Firm accounts can result in violations of one or more accounts’ daily loss limits or trailing drawdown rules.
3. Replication delays can result in position size discrepancies that violate account-specific rules.
4. Author makes NO REPRESENTATION that the Trade Copier complies with any Prop Firm’s rules.
5. Recipient is solely responsible for any Prop Firm violations, terminations, or revoked payouts arising from Trade Copier use.

B.7 No Liability for Multi-Account Losses

Author shall have no liability for any loss arising from the Software’s behavior across multiple accounts, including but not limited to losses from latency, slippage, partial replication, failed replication, position size discrepancies, or one-way intervention.

B.8 Trade Data Handling

Trade Data processed by the Trade Copier is subject to Section 11.3 (Trade Data Confidentiality) and Section 18 (Data Collection) of the Master Agreement.

B.9 Account Credentials

Recipient is responsible for the security of any broker credentials, API keys, or account identifiers configured in the Trade Copier. Author has no liability for unauthorized access resulting from Recipient’s failure to secure such credentials.

B.10 Instrument Compatibility

The Trade Copier may not support all instruments offered by all brokers. Recipient is responsible for verifying instrument compatibility before live use.

B.11 Testing in Simulation

Author strongly recommends that Recipient test the Trade Copier extensively in simulated environments before deploying to live or funded accounts. Use in live or funded accounts without prior simulation testing is at Recipient’s sole risk.

Schedule C — Risk Manager

C.1 Applicability

This Schedule C governs Author’s Risk Manager software, a risk management and account protection tool.

C.2 License Tiers

The Risk Manager is offered in the following tiers (pricing subject to change):

1. Free Tier — limited functionality, no charge;
2. Paid Tier — full functionality, pricing as listed on MyDailyTake.com.

C.3 Nature of the Tool

The Risk Manager is a software-based aid for managing trading risk. IT IS NOT A GUARANTEE THAT LOSSES WILL BE LIMITED. The Risk Manager may, depending on configuration:

1. Display warnings and alerts;
2. Block new orders that exceed configured limits;
3. Flatten positions when configured thresholds are reached;
4. Disconnect from broker accounts under specified conditions;
5. Log trading activity for review.

The Risk Manager is not a regulated risk control system, not a broker-side hard stop, and not a guarantee of any specific outcome.

C.4 Failure Modes

Recipient acknowledges that the Risk Manager may fail to perform its intended functions due to:

1. Trading Platform crashes or outages;
2. Broker connectivity issues, including data feed disconnections and order rejection;
3. Internet or network outages;
4. Hardware failures;
5. Software bugs or errors;
6. Configuration mistakes by Recipient;
7. Latency between the Risk Manager’s detection of a risk condition and broker-side enforcement;
8. Open positions held by the broker independent of platform connectivity;
9. Slippage on flatten orders during fast markets;
10. Liquidity gaps that prevent immediate position closure;
11. Markets that move faster than the Risk Manager’s reaction time;
12. Orders placed outside the Trading Platform (e.g., directly with the broker).

C.5 Independent Risk Discipline Required

RECIPIENT MUST NOT RELY SOLELY ON THE RISK MANAGER FOR RISK CONTROL.

Recipient is responsible for:

1. Maintaining independent risk discipline and judgment;
2. Manually monitoring positions and account balances;
3. Maintaining broker-level risk controls (e.g., hard stops, broker-side daily loss limits, broker-side position limits);
4. Verifying that the Risk Manager is configured correctly and functioning;
5. Promptly addressing any failure or error of the Risk Manager;
6. Not relying on the Risk Manager during periods of platform instability or network outage.

C.6 No Liability for Risk Failures

Author shall have no liability whatsoever for:

1. Trades that exceeded Recipient’s risk limits due to Risk Manager failure;
2. Losses sustained while the Risk Manager was offline, malfunctioning, or otherwise unavailable;
3. Losses sustained due to Recipient’s misconfiguration of the Risk Manager;
4. Losses sustained due to latency between detection and enforcement;
5. Slippage on flatten orders;
6. Failure to flatten positions held with brokers not supported by the Risk Manager;
7. Losses from positions opened outside the Risk Manager’s monitoring;
8. Inability to flatten positions due to market illiquidity or broker rejection;
9. Any other failure to limit losses to Recipient’s configured thresholds.

C.7 Prop Firm Daily Loss Compliance

Some Prop Firms enforce strict daily loss limits that, if exceeded, result in immediate account termination. While the Risk Manager can be configured to help avoid such violations, Author does NOT guarantee compliance with any Prop Firm’s loss limits. Recipient is solely responsible for compliance, including the configuration, monitoring, and verification of the Risk Manager’s behavior.

C.8 No Substitute for Broker-Side Controls

Where available, Recipient should use broker-side risk controls (hard stops, broker-enforced daily loss limits, broker-enforced position limits) in addition to the Risk Manager. The Risk Manager is a platform-side tool and is subject to the limitations of operating at the platform layer.

C.9 Free Tier Limitations

The Free Tier may have reduced functionality, fewer features, or limits on the number of accounts, instruments, or rules supported. Free Tier users have no claim to features available only in the Paid Tier. Author may modify, suspend, or discontinue the Free Tier at any time without notice.

Schedule D — Focus Manager

D.1 Applicability

This Schedule D governs Author’s Focus Manager software, a workspace and trading focus management tool for NinjaTrader® 8.

D.2 License Tiers

The Focus Manager is offered in the following tiers (pricing subject to change):

1. Monthly Subscription — $29/month, recurring, with a seven (7) day free Trial as set forth below;
2. Lifetime License — $79, one-time payment, subject to Section 6 of the Master Agreement.

D.3 Trial Terms

1. A seven (7) day free Trial of the Monthly Subscription is offered to new Recipients.
2. Trial activation requires a valid payment method on file.
3. At the end of the Trial, the account automatically converts to a paid Monthly Subscription, and Recipient’s payment method is charged $29.
4. Recipient may cancel the Trial at any time before its expiration through the account portal. Cancellation during the Trial avoids the conversion charge.
5. Only one Trial per Recipient per product. Recipients who have previously held a paid or Trial Focus Manager license are not eligible for a new Trial.
6. Trial abuse, including but not limited to creating multiple accounts to obtain additional Trials, using VPNs or proxy services, or any other circumvention of the one-Trial limit, constitutes a breach of this Agreement and may result in immediate termination, forfeiture of all licenses, and pursuit of all remedies available to Author.
7. Author may modify, suspend, or discontinue the Trial offer at any time in its sole discretion.
8. Author will use commercially reasonable efforts to send Recipient an email reminder approximately forty-eight (48) hours prior to Trial conversion, but failure of such email to be delivered does not relieve Recipient of the obligation to cancel before the Trial ends and is not grounds for refund.
9. Any violation of this Agreement during the Trial period results in immediate forfeiture of the Trial without refund.

D.4 Functionality

The Focus Manager assists Recipient in managing trading workspaces, focus periods, and platform configurations. It is NOT a trading system, signal service, copy trading tool, or risk management tool. Specific functionality is described in the product documentation and may change with updates.

D.5 Activation

Each Focus Manager license entitles Recipient to install the Software on one (1) NinjaTrader 8 installation at a time, with up to three (3) deactivation/reactivation transfers per calendar year per Section 8 of the Master Agreement.

D.6 Settings and Data

The Focus Manager may store local settings, configurations, and workspace data on Recipient’s machine. Author is not responsible for backup, recovery, or migration of such local data. Recipient should maintain their own backups.

Schedule E — Premium Indicators and Early Access

E.1 Applicability

This Schedule E governs Author’s Premium Indicators, including any indicators offered for paid purchase, subscription, or early access.

E.2 License Tiers

Premium Indicators may be offered as:

1. Individual purchase (one-time);
2. Bundle or package (one-time);
3. Subscription access to a library (recurring);
4. Lifetime License (one-time, subject to Section 6 of the Master Agreement);
5. Early Access or Beta release prior to general availability.

Pricing is as listed on MyDailyTake.com at the time of purchase.

E.3 Early Access and Beta Terms

1. Early Access and Beta versions are pre-release Software that may contain bugs, errors, incomplete features, performance issues, or breaking changes.
2. Author makes no warranty regarding Early Access or Beta versions, beyond the warranties set forth in the Master Agreement (which themselves disclaim most warranties).
3. Recipients of Early Access or Beta versions are expected to provide feedback and bug reports as a condition of access.
4. Early Access and Beta features may be modified, replaced, or removed without notice prior to general release.
5. Early Access and Beta licenses do not automatically convert to general availability licenses. Conversion terms, if any, will be specified at the time of Early Access enrollment.
6. No Refunds for Early Access. Fees paid for Early Access or Beta participation are non-refundable.
7. Limited Liability. Author’s liability for Early Access and Beta is further reduced to the maximum extent permitted by law. Aggregate liability for Early Access is capped at fees paid for the specific Early Access program.

E.4 Confidentiality of Beta Features

Recipients of Early Access or Beta versions may receive information about features not yet publicly disclosed. Such information is confidential under Section 11 of the Master Agreement. Recipient agrees not to disclose, publish, demonstrate, or screenshot Beta features without Author’s prior written consent. Breach of this provision is subject to liquidated damages under Section 25.2.

E.5 Closed Source

Unlike Free Software under Schedule A, Premium Indicators are distributed in compiled, obfuscated, or DLL form. Section 4 (Restricted Uses) of the Master Agreement applies in full, including prohibitions on modification, reverse engineering, and distribution.

E.6 Premium Indicator Updates

Updates to Premium Indicators are included with active Subscriptions and Lifetime Licenses, subject to Section 6 of the Master Agreement and Section 9 of the Master Agreement.

E.7 Indicator Library Subscriptions

Where Premium Indicators are offered as a library Subscription:

1. Access to all indicators in the library is provided during the active Subscription;
2. Indicators added to the library during the Subscription term are accessible at no additional charge;
3. Indicators removed from the library remain accessible only during the current paid period;
4. Upon Subscription cancellation, access to all library indicators ceases.

E.8 Discontinuation of Specific Indicators

Author may discontinue or remove specific Premium Indicators from the catalog at any time in its sole discretion. For one-time purchase indicators, Recipients retain access to previously downloaded versions but receive no further updates. For Subscription library access, see Section E.7.