Elave Software Licence Agreement

DRAFT — needs review by a qualified lawyer before anyone relies on it. Version 2026-10-04-draft1. Placeholders in [SQUARE BRACKETS] must be completed.

This End-User Licence Agreement ("Licence") is between [ELAVE LEGAL ENTITY] ("Elave", "we", "us") and you, the holder of an Elave account ("you"). It governs the Elave Connector helper application, the Elave expert advisors and indicators for MetaTrader 4 and MetaTrader 5, the Elave NinjaTrader 8 add-on, the Elave cTrader cBot, the Elave trade copier and any Strategy EA, together with their updates, files and documentation (together, the "Software").

By clicking "I agree" in the installer, ticking the acceptance box on elavefx.com, or installing or using the Software, you accept this Licence. If you do not accept it, do not install or use the Software.

1. Licence, not sale

1.1 The Software is licensed, not sold. Elave and its licensors keep all rights, title and intellectual property in the Software, including its source code, algorithms, trade logic, parameters, file formats and protocols.

1.2 Elave grants you a personal, revocable, non-exclusive, non-transferable, non-sublicensable licence to install and use the Software in object-code form only, for your own trading, on devices you control, while your Elave account is in good standing.

1.3 The licence is bound to your Elave account. Each installation is linked to your account through a device token, and each expert advisor activation is linked to the trading account number(s) you register. Elave may limit the number of devices and trading accounts.

2. Restrictions

You must not, and must not allow anyone else to:

• copy the Software, except as needed for the installation that Elave's installer performs;
• reverse engineer, decompile, disassemble, decrypt or otherwise try to derive the source code, trade logic or protocols of the Software, except to the extent that applicable law expressly allows this despite this restriction;
• modify, adapt, translate, or create derivative works of the Software;
• remove, bypass or interfere with any licence check, account binding, version check, tamper check or other technical protection measure;
• redistribute, resell, rent, lease, lend, share, publish, sublicense or make the Software available to any third party, including through file sharing, signal-selling, "EA marketplaces", or managed-account services;
• use the Software to provide trading, copy-trading or account-management services to others;
• use the Software in breach of any law or of the terms of your broker or prop firm.

3. Your account, your trades

3.1 You are solely responsible for every order placed, modified or closed on your trading accounts, whether you place it manually or the Software places it automatically (including through the copier, guard rails, news blocks, break-even and trailing functions, or any Strategy EA).

3.2 You are solely responsible for complying with the rules of your broker and of any prop firm (including daily loss, maximum drawdown, consistency, news-trading, copy-trading, hedging, minimum-trading-day and EA-use rules). The Software's rule presets and limits are aids only. They may be incomplete, out of date or wrong, and a prop firm may interpret its rules differently. Elave is not responsible if a broker or prop firm restricts, fails, closes or refuses to pay out an account.

3.3 The Software is not investment advice and is not a portfolio-management service. See the Elave Risk Disclosure.

4. Automated trading and copier risk

4.1 Automated software can place, size and close trades without your involvement. It can malfunction, misread prices, duplicate or miss orders, act on stale data, or behave differently on different brokers, symbols, contract sizes, servers and time zones.

4.2 The trade copier relays trades between your accounts. Copied trades may be delayed, partially filled, filled at different prices, sized differently, or not copied at all, for example when a computer sleeps, a terminal closes, a connection drops, or a broker rejects an order. A copied loss can be larger than the original loss.

4.3 You must supervise the Software, keep your computer, terminal and internet connection running, and be able to intervene manually.

5. Coach rails and risk-limit consent

5.1 The Software includes "rails": guardian limits, daily loss and drawdown stops, news blocks, lot-size caps, and settings that an Elave coach or bootcamp programme may recommend or pre-configure for you ("Coach Rails").

5.2 By enabling Coach Rails you consent to the Software applying those limits to your accounts automatically, which can include blocking new entries, closing positions, or disabling trading for the rest of a session. You may change or disable Coach Rails in your settings, unless you have agreed to a programme that locks them for its duration.

5.3 Coach Rails are risk-reduction aids, not guarantees. A coach's recommendation is educational and is not personal investment advice.

6. Data the Software collects

6.1 To work, the Software collects and sends to Elave: your Elave device identifier; the operating system, version and name of your computer; which trading platforms are installed; trading account numbers, broker and server names, account currency, balance and equity; positions, orders and trade history; Software logs and error reports; and the IP address of each request.

6.2 The Software does not collect your broker passwords when you use the desktop connectors. For cloud connectors you choose to link, credentials are stored encrypted as described in the Privacy Policy.

6.3 Elave processes this data as described in the Elave Privacy Policy, to provide the journal, analytics, guardian, copier and licence checks, to secure the service, and to enforce this Licence.

7. Licence checks, updates and activation

7.1 The Software periodically contacts Elave to confirm that your licence is valid for the device and trading account in use. If the Software cannot reach Elave, it keeps working for a limited grace period (currently 24 hours) and then stops placing new trades until it can confirm the licence.

7.2 Elave may deliver updates automatically. Elave may require you to update, and may stop older versions from working.

7.3 You must not tamper with licence checks. Elave may refuse to serve or may disable a copy that has been altered.

8. Strategy EA

Any Strategy EA is licensed only under the separate Strategy EA Addendum, in addition to this Licence. Access is by application only.

9. Fees

The Connector, journal sync and standard EAs are provided without a licence fee as part of your Elave account. Paid features (such as a cloud copier or a Strategy EA) are subject to the fees and terms shown when you buy them.

10. Term and termination

10.1 This Licence lasts until terminated.

10.2 You may terminate it at any time by uninstalling the Software and closing your account.

10.3 Elave may suspend or terminate this Licence, revoke device tokens and deactivate EAs, with immediate effect, if you breach this Licence, if your account is closed or suspended, if required by law, or if Elave stops offering the Software. Elave will give notice where reasonably practicable.

10.4 On termination you must stop using and uninstall the Software. Sections 2, 3, 4, 11, 12, 13 and 15 survive termination.

11. No warranty

To the maximum extent permitted by law, the Software is provided "as is" and "as available", without warranty of any kind, express or implied, including warranties of merchantability, fitness for a particular purpose, accuracy, non-infringement, uninterrupted operation, or that the Software will be error-free, will execute any order, or will produce any result.

12. Limitation of liability

12.1 To the maximum extent permitted by law, Elave is not liable for any trading losses, lost profits, lost prop-firm evaluations, challenge fees, lost payouts, account closures, slippage, missed or duplicated trades, data loss, or any indirect, incidental, special, consequential or punitive damages, however caused, even if advised of the possibility.

12.2 To the maximum extent permitted by law, Elave's total liability arising out of or in connection with the Software is limited to the greater of (a) the amounts you paid Elave for the Software in the twelve months before the claim and (b) [AMOUNT — e.g. USD 100].

12.3 Nothing in this Licence limits liability that cannot be limited by law, such as liability for death or personal injury caused by negligence, or for fraud. [LAWYER: consumer-law carve-outs per governing law.]

13. Indemnity

You will indemnify Elave against claims, losses and costs arising from your breach of this Licence, your misuse of the Software, or your breach of a broker's or prop firm's terms.

14. Changes

Elave may change this Licence. Material changes will be shown to you, and you may be asked to accept the new version before you can keep using or reinstall the Software. Each accepted version, with the time of acceptance, is recorded against your account.

15. Governing law

This Licence is governed by the laws of [GOVERNING LAW — jurisdiction], and the courts of [VENUE] have exclusive jurisdiction, without prejudice to any mandatory consumer-protection rights you have where you live.

16. General

If any provision is unenforceable, the rest remains in effect. This Licence, the Terms of Service, the Privacy Policy, the Risk Disclosure and (where applicable) the Strategy EA Addendum are the entire agreement about the Software. Contact: [LEGAL CONTACT EMAIL].