Zyrova Chart License Agreement

1. This agreement

This Zyrova Chart License Agreement ("Agreement") is between you and Zyrova Technologies LLC ("Zyrova," "we," "us"). It covers the Zyrova Chart desktop app, its updates, and the license keys and trial keys for it (together, the "Software"). You accept it by ticking the box in the Software and continuing. The Zyrova Terms of Service at zyrova.com/terms and the Privacy Policy at zyrova.com/privacy also apply. This Agreement controls for licensing of the Software and for the Software's product-specific terms and risks, and controls if it conflicts with the Terms of Service about the Software. The Terms of Service govern everything this Agreement does not specifically address. Section 10 of this Agreement and Section 16 of the Terms of Service set one combined limit of liability for the Software; they are not separate or additional caps.

2. Your license

While your trial or subscription is active, Zyrova gives you a personal, non-exclusive, non-transferable, revocable license to install and use the Software on 1 Windows computer at a time, for your own trading research and charting. You must be at least 18 and able to make a binding contract.

A trial key works on the one computer that asked for it, for 7 days from when it is first used. There is one trial per person, per email address and per computer.

The Software is licensed, not sold. Zyrova keeps all rights not expressly given to you.

3. What you may not do

You may not share, publish, sell, rent, lend or transfer a license key, or use one key on more computers than allowed. You may not copy, modify, decompile, reverse engineer or repackage the Software, or remove, disable or get around its license checks, except where the law allows it despite this limit. You may not use the Software to store, resell or redistribute market data in breach of your market data agreements.

4. License checks and what the Software sends

The Software checks your key with Zyrova's license service when it starts and from time to time, and works offline for up to 7 days between checks. It sends only the license key, a one-way code made from your computer's ID, your computer's name, the version of this Agreement you accepted, and the app version. When you ask for a trial or for your key to be emailed again, it also sends the email address you enter. Like any internet request, these requests and the update checks in Section 8 also carry your IP address, which Zyrova's servers log, together with the time of each request.

The Software does not send Zyrova your trades, orders, positions, account numbers, balances, profit and loss, charts or drawings. Your charts, layouts, drawings, alerts and settings stay on your computer.

If a key ends, is canceled, unpaid, shared, suspended or revoked, or can't be checked for 7 days, the Software stops working. It never stops between 9:30 AM and 4:00 PM New York time on a trading day; it waits until after the close or the next start.

5. Market data comes from your own broker

The Software shows market data from your own Interactive Brokers account through Trader Workstation (TWS) on your computer. Zyrova does not supply, license or resell market data. You are responsible for your broker account, your market data subscriptions and their fees, and using that data only as your agreements allow.

5A. Third-party services and dependencies

The Software may depend on third-party services, platforms, infrastructure, and technologies, including Interactive Brokers, Trader Workstation (TWS), market data providers, payment processors, hosting providers, internet connectivity, operating systems, and computer hardware.

These third-party services are independently operated and may change their functionality, availability, performance, security, terms, or policies without notice to Zyrova. Interruptions, delays, errors, outages, restrictions, or changes affecting those services may affect the Software, including its ability to receive, process, display, or update market data and other information.

Zyrova does not control the operation or availability of independent third-party services and is not responsible for failures caused by those services to the extent such failures are outside Zyrova's reasonable control. Zyrova remains responsible for its own Software and obligations to the extent provided under this Agreement and applicable law. This Section, and any general third-party provision in the Terms of Service, does not excuse a failure to the extent it is caused by the Software or by systems or services that Zyrova controls.

You are responsible for maintaining your own supported broker account, required market data subscriptions, compatible software, computer, and internet connection.

Nothing in this Section excludes or limits any responsibility that cannot legally be excluded or limited.

6. Software only, not advice: you trade at your own risk

Zyrova Chart is software only. It has no order entry and does not place, change or cancel orders. Levels, expected moves, market readings, alerts, sounds, trend and volume readings, replays and every other output describe market data. They are not investment advice, trading advice, a recommendation, a signal to trade, or a prediction, and they may be late, wrong or missing.

Zyrova Technologies LLC is not a broker-dealer, investment adviser, commodity trading adviser, fiduciary or trade-execution service, and is not registered as one with the SEC, CFTC, FINRA, NFA or any state. The Software gives the same output to every user and is not tailored to you, your account or your goals.

Trading, and especially options, 0DTE options, futures and other leveraged products, involves substantial risk of loss, including the loss of all money committed and, for some strategies, more than that. Replay results, practice P&L, past levels and examples do not show future results.

By using the Software you agree that: (a) you alone decide whether, what, when and how much to trade, and you are responsible for every result; (b) you manage all your own risks, including position size, stop losses, account limits, broker settings, margin and taxes; (c) you will check prices and information with your broker before acting and will not rely only on the Software or its alerts; (d) the Software, your computer, internet, TWS, your broker or data providers can fail, freeze, disconnect or show wrong or late data at any time, and you keep your own way to see and manage your positions without the Software; (e) you only trade money you can afford to lose and get your own professional advice where you need it; and (f) you use the Software at your own risk.

7. Subscription, renewal and cancellation

Prices, renewal and cancellation are shown at checkout and on zyrova.com/zyrova-chart. Subscriptions renew until canceled. You can cancel from the Manage subscription link in the Software or in your Stripe billing page; access runs to the end of the period you paid for. If a payment fails, the key keeps working for 3 days while it is retried.

There is no long-term commitment. When you cancel, you keep full access until the end of the billing period you paid for, so there are no prorated or partial refunds. Any other refund request (email hello@zyrova.com from the email you bought with) is reviewed case by case at Zyrova's sole discretion. The full Cancellation and refund policy is Section 4A of the Terms of Service. This does not limit any refund right the law gives you.

8. Updates and changes

Zyrova may update the Software and may add, change or remove features. Some updates may be needed to keep using it. If this Agreement changes in a way you need to accept again, the Software asks you once, outside market hours.

The Software checks Zyrova's update service about once an hour. When a newer version is available, it offers it outside 9:30 AM to 4:00 PM New York time on trading days, and installs it only when you choose Install now. Each update is signed by Zyrova, and the Software checks that signature before installing. Your charts, settings and license stay in place.

9. Ending this agreement

This Agreement ends when your trial or subscription ends, or if you break it. Zyrova may suspend or revoke a key that is shared, used against this Agreement, or connected to fraud or a payment reversal. When it ends, stop using the Software. Sections 3, 5, 5A, 6, 10 and 11 continue after it ends.

10. No warranty, limited liability, indemnity and disputes

THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE", WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY AND NON-INFRINGEMENT, TO THE FULLEST EXTENT THE LAW ALLOWS. Zyrova does not promise that the Software will be error-free, uninterrupted, secure or accurate, or that it will work with every broker, data feed or computer.

TO THE FULLEST EXTENT THE LAW ALLOWS, ZYROVA AND ITS OWNERS, MANAGERS, EMPLOYEES AND CONTRACTORS ARE NOT LIABLE FOR ANY TRADING OR INVESTMENT LOSSES, MISSED TRADES, LOST PROFITS, OR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING ANY CAUSED BY LATE, WRONG OR MISSING DATA, ALERTS, LEVELS, UPDATES OR LICENSE CHECKS. THEIR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ABOUT THE SOFTWARE, INCLUDING ALL RELATED CLAIMS AND PROCEEDINGS TOGETHER, IS LIMITED TO THE AMOUNT YOU PAID FOR THE SOFTWARE IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE FIRST CLAIM, OR US $100 IF GREATER, AND NEVER MORE THAN US $1,000 IN TOTAL. THIS IS ONE LIMIT FOR ALL CLAIMS, NOT A SEPARATE LIMIT FOR EACH CLAIM.

You agree to defend and indemnify Zyrova Technologies LLC and its owners, managers, employees, and contractors against third-party claims, damages, losses, liabilities, and reasonable attorneys' fees to the extent arising from your unlawful use of the Software, your material breach of this Agreement, your violation of applicable broker or market data provider agreements, your infringement of another party's rights, or your unauthorized redistribution or misuse of market data.

This obligation does not require you to indemnify Zyrova for claims to the extent caused by Zyrova's own breach of this Agreement, negligence, gross negligence, willful misconduct, or other conduct for which indemnification cannot legally be required.

If Zyrova seeks indemnity, it will give you prompt written notice of the claim (a delay excuses you only to the extent it actually harms your defense). Zyrova may control the defense and settlement of the claim with counsel of its choice, and you will cooperate reasonably at Zyrova's expense for your reasonable out-of-pocket costs. You may not settle a claim in a way that admits fault for Zyrova or imposes any obligation on Zyrova without Zyrova's written consent, and Zyrova will not settle a claim in a way that imposes liability or an obligation on you without your written consent. Neither consent will be unreasonably withheld. Where a claim arises partly from matters you must indemnify and partly from other causes, including Zyrova's own conduct, your obligation, including for defense costs, covers only the share that arises from the matters you must indemnify. If your interests and Zyrova's conflict in a way that makes a joint defense inappropriate, each of us may use separate counsel, and you pay only for the defense of the matters you must indemnify.

Any dispute about the Software is handled as set out in the Zyrova Terms of Service, including informal resolution first, binding individual arbitration, the waiver of jury trials and class actions, Georgia law, and the time limit for claims. Those Terms also apply their full disclaimers and limits to the Software. If any part of this Agreement can't be enforced, the rest still applies, and that part is enforced as far as the law allows. Nothing in this Agreement excludes or limits any responsibility that cannot legally be excluded or limited.

11. Contact

Questions about this Agreement or your license: hello@zyrova.com, or the contact page at zyrova.com/contact.