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NinjaTrader End User License Agreement

Last updated: October 28, 2022

NinjaTrader, LLC (“NinjaTrader”) grants a license to its Client Portal, along with any hardware, systems, communications links, and related services, made available online through the Client Portal (“System”) on the condition that you accept all of the terms and conditions of this End User License Agreement (“EULA”).

Please read this EULA carefully. By clicking “accept” below or otherwise accessing or using the System, you agree to and accept all the terms and conditions of this EULA as well as (i) and disclosures available at https://www.NinjaTrader.com/Risk and (ii) all other terms and conditions applicable to your access to the NinjaTrader website, all as may be updated by NinjaTrader from time to time. You agree that you will not contest the validity or enforceability of this EULA because it was accepted in electronic form.

If you have any questions regarding this EULA, please contact NinjaTrader by emailing support@NinjaTrader.com.

In order to use the System, you must agree to all of the terms and conditions applicable to such usage, including the NinjaTrader Terms and Conditions (“Terms”) and disclosures available at https://www.NinjaTrader.com/Risk.

If you do not agree to the Terms or this EULA, you should not click “accept” and should cease all access to and use of the System.

GRANT OF ACCESS

Subject to the terms and conditions of this EULA and the Terms, NinjaTrader grants you a limited, non-exclusive, and non-transferable revocable right to access and use the System as well as any other material we make available to you online or otherwise,, such as user guides or training material, solely for your personal use. This EULA, together with the Terms and the terms and conditions in the Customer Agreement entered into between you and NinjaTrader (the “Customer Agreement”), if any, will govern your access to and use of the System.

In connection with your access to and use of the System, you will:

Comply with this EULA, the Terms, the Customer Agreement with your Broker, and all applicable laws, rules, regulations, or orders, including the rules and regulations of all applicable self-regulatory organizations.
Not attempt to view or use the System Source Code in any way.
Not copy, modify, create derivative works of, reverse engineer, decompile, tamper with, clone, pirate, ghost copy or disassemble the System or any of the information contained in the System or modify or remove any proprietary (e.g., copyright or trademark) or other notices.
Not distribute, share, rent, sell, retransmit, redistribute, release or license the System or any part of the System to any third party.
Not use any device, software, or routine, including but not limited to any viruses or other malware, intended to damage or interfere with the operation of the NinjaTrader web site or the System.
Not take any action that imposes an unreasonable or disproportionately large load on the NinjaTrader web site or the System.
Provide NinjaTrader with complete and accurate information related to your use of the System at NinjaTrader’s reasonable request.

RESERVATION OF RIGHTS

As between NinjaTrader and you, NinjaTrader reserves all rights in the System, including all intellectual property rights such as copyright, patent, trademark, and trade secret rights. Except for the limited right to access and use the System granted above, no other rights are granted to you.

NinjaTrader reserves the right to temporarily suspend or limit all or part of the Custom Indicators, System or your access to the System, without notice, for maintenance or other reasons (including reasons outside NinjaTrader’s control). You acknowledge that NinjaTrader will have no liability to you or to any third party in connection with such suspension or limitation.

NinjaTrader reserves the right to monitor your access to and use of the System.

If You provide any ideas, suggestions or recommendations to NinjaTrader regarding the System of other NinjaTrader products or services (“Feedback”), NinjaTrader shall have sole and exclusive ownership of such Feedback and You hereby assign all right, title and interest to such Feedback to NinjaTrader. For purposes of clarity, NinjaTrader is free to retain, use make, have made, distribute, sell, offer to sell, import, and incorporate such Feedback in the System and NinjaTrader’s products and/or services, without payment of royalties or other consideration to You.

ACKNOWLEDGEMENT

You acknowledge that:

Futures and options trading involves substantial risk of loss and is not suitable for all investors. You understand the risks involved in trading and have considered and will continue to carefully consider whether trading is suitable in light of your financial circumstances and resources.
Investments are subject to investment risks including the possible loss of more than the principal amount invested. If the investment is denominated in a foreign currency, factors including but not limited to changes in exchange rates may have an adverse effect on the value or price of an investment. Past performance figures, are not necessarily indicative of future or likely performance of any investment products
Your use of the System involves the electronic transmission of data and information, which may include transmission across wireless and other networks. You acknowledge and agree that NinjaTrader does not operate or control the networks used to access the System and is not responsible or liable for the privacy and security of your data and information transmissions. You agree that it is your sole responsibility to confirm the privacy and security practices of the networks you use as well as take necessary steps to protect to ensure that unauthorized individuals do not access the System

DISCLAIMER OF WARRANTY

NINJATRADER IS PROVIDING THE SYSTEM “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND. Your use of or reliance on the System or any information made available through the System including Custom Indicators is entirely at your own risk.

NINJATRADER HEREBY EXPRESSLY DISCLAIMS, FOR ITSELF AND ITS LICENSORS, ANY FUTURES TRADING EXCHANGE, OR ANY AFFILIATE OF THE FOREGOING ALL EXPRESS OR IMPLIED REPRESENTATIONS AND WARRANTIES TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, INCLUDING ANY WARRANTY OF PARTICULAR QUALITY, TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, OR THAT THE SYSTEM WILL OPERATE WITHOUT INTERRUPTION OR ERROR OR THAT ANY DEFECTS WILL BE CORRECTED.

Further, NinjaTrader cannot and does not guarantee or make any representation or warranty, express or implied, as to the availability or operation of the System, or the accuracy, timeliness, completeness, or continued availability of any information made available through the System.

No NinjaTrader employee, representative, or agent is authorized to offer any warranty.

LIMITATION OF LIABILITY

TO THE FULLEST EXTENT NOT PROHIBITED BY LAW, IN NO EVENT WILL NINJATRADER, ITS LICENSORS, OR ANY AFFILIATE OF THE FOREGOING, OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, MEMBERS, EMPLOYEES, AGENTS, VENDORS, OR INFORMATION PROVIDERS, BE LIABLE TO YOU OR ANY PERSON FOR ANY LOSSES, DAMAGES, COSTS OR EXPENSES, INCLUDING BUT NOT LIMITED TO LOST REVENUE, PROFITS, DATA, OR USE; DIRECT, SPECIAL, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, OR PUNITIVE DAMAGES ARISING OUT OF YOUR ACCESS TO AND USE OF THE SYSTEM OR INFORMATION MADE AVAILABLE THROUGH THE SYSTEM , REGARDLESS OF THE CAUSE, INCLUDING BUT NOT LIMITED TO ANY DELAY, INACCURACY, ERROR OR OMISSION IN ANY ASPECT OF THE SYSTEM, IN TRANSMISSION, OR FOR NONPERFORMANCE, DISCONTINUANCE, TERMINATION, OR INTERRUPTION OF THE SYSTEM , EVEN IF NINJATRADER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Without limiting the foregoing, in no event will NinjaTrader’s liability to you, whether in contract, tort, or otherwise, exceed the Pricing Plan fees you have paid to NinjaTrader during the six months prior to the event that resulted in the liability. This limitation shall apply even if the above disclaimer of warranty or limitation of liability is limited in any way.

To the maximum extent permitted by applicable law, you agree that any cause of action arising out of or relating to this EULA or your access to or use of the System must commence within one year after the cause of action accrues. Otherwise, the cause of action is permanently barred.

TERMINATION

This EULA will terminate on termination of your System Access for any reason and may be terminated by NinjaTrader upon notice to you. Notwithstanding termination of this EULA, the disclaimer of warranty, limitation of liability, governing law, severability, integration, indemnification, and any other provision that should naturally extend beyond the termination shall survive.

ASSIGNMENT

You may not transfer or assign your NinjaTrader access or any rights or obligations under this EULA without the prior written consent of NinjaTrader. Any attempted assignment or transfer without such prior written consent from NinjaTrader shall be void and of no effect.

GOVERNING LAW

This EULA will be governed by the laws of the State of Illinois without regard to its conflict of law principals. Subject to any arbitration agreement between the parties or any other arbitration rights you may have, you submit to the exclusive jurisdiction and venue of the federal and state courts located in Cook County, Illinois to hear any claims, disputes or causes of actions arising out of or relating to this EULA. You hereby waive any right to a change of venue and any and all objections to the jurisdiction of the state and federal courts of Cook County, Illinois.

SEVERABILITY

If any term of this EULA is held to be invalid, illegal, or unenforceable, the remainder of the EULA will remain in full force and effect.

INTEGRATION

This EULA, , the disclosures available at https://www.NinjaTrader.com/Risk, the Terms, and any other documents referred to in the EULA constitute the entire agreement between the parties in respect of the use of the System and supersede all other oral or written communications relating to their subject matter.

The provision of any service or products provided by NinjaTrader LLC and/or its related companies or your Broker are expressly subject to the particular terms and conditions as contained in the contract for the supply of such service or product. Any warranties or representations made in relation to the provision of such service or product are as made in the separate contract(s) only and NinjaTrader LLC and/or its related companies make no separate warranty or representation through these general terms of use. For clarification purposes this means your use of the System is governed by this EULA and your trading account(s) are governed by separate agreements with your Broker(s).

INDEMNIFICATION

You shall indemnify, defend and hold NinjaTrader and its affiliates and the officers, directors, members, employees, and agents of each harmless from any claims, lawsuits, liability, damages (both direct and indirect), expenses and costs (including costs and attorneys’ fees) arising from or related to your use of the NinjaTrader website, the System.

RISKS

You must safeguard your log in credentials and are required to notify NinjaTrader in writing immediately if you become aware of any loss, theft or unauthorized use of your log in credentials. You are responsible for any activity resulting from the use of your credentials.

You are bound by all reports of executed orders as they appear in the records of the relevant exchange, notwithstanding any typographical or keystroke errors made when orders are entered and notwithstanding any corruption or distortion of orders that may occur when they are transmitted to NinjaTrader, its clearing firm, or the relevant exchange. If you see an error in the information reported regarding your account, it is imperative that you contact NinjaTrader immediately.

NinjaTrader shall not be responsible for the accuracy, completeness, timeliness, or correct sequencing of any information concerning your trading and account activity, quotes, and market information, or for any decision made or action taken by you in reliance on any such information.

There may be an interruption of data, information, or communications, such that you may not know the status of your orders. You accept this risk, and understand that NinjaTrader is not responsible for any resulting losses.

NinjaTrader will establish risk-based limits on the orders that will be accepted for your account based on position size, order size, margin requirements or similar factors and may also impose limits based on government or exchange-imposed credit, risk, or position limits, or based on other requirements in NinjaTrader’s sole discretion.

NinjaTrader Terms and Conditions

Effective Date: October 22, 2021

TERMS AND CONDITIONS

By checking “I agree” you signify that you have read, understand and agree to be bound by these Terms and Conditions (“Terms”) of NinjaTrader, LLC (“NinjaTrader”), in effect at the time of your agreement and as amended or revised from time to time thereafter. Your purchases through NinjaTrader’s website and your use of NinjaTrader’s services are also governed by NinjaTrader’s customer agreement (which is incorporated by reference in these Terms), as well as the disclosures available at https://www.NinjaTrader.com/Risk and all other applicable terms, conditions, limitations, and requirements on NinjaTrader’s website. If you do not agree to these Terms, please do not purchase a membership or any other services.

Except as otherwise stated, these Terms are subject to change at any time and in NinjaTrader’s sole discretion. Any changes are effective thirty (30) days after we post such revised Terms to our website (indicated by revising the date at the top of these Terms), or upon your acceptance if we provide a mechanism for your immediate acceptance of the revised Terms (such as a click-through confirmation or acceptance button). It is your responsibility to check the website regularly for changes to these Terms. Your continued use of the System after any such changes are effective constitutes your consent to be bound to such changes.

If you have any questions regarding these Terms, please contact NinjaTrader by emailing support@NinjaTrader.com.

PURCHASE AND ACCOUNT SECURITY

In order to access NinjaTrader’s live environment, you must set up a registered trading account with a NinjaTrader affiliate. You agree to provide and maintain accurate and complete information in your NinjaTrader trading account at all times, including, but not limited to, your billing address, email address, telephone number, account number, and payment information. You are solely responsible for maintaining the security of, and restricting access to, your account, username and password.

PRICES AND AVAILABILITY

NinjaTrader offers various pricing plans (each, a “Pricing Plan”) and subscription term lengths (“Subscription Term”). The fees for Pricing Plans and available Subscription Terms are stated on the pricing page of NinjaTrader’s website found at the following URL: https://www.NinjaTrader.com/BuyPlatform. From time to time, NinjaTrader may offer different Pricing Plans and Subscription Terms and the fees for such Pricing Plans and Subscription Terms may vary.

All prices are shown in U.S. dollars. While NinjaTrader has the right to change the prices at any time, the prices associated with your Pricing Plan at the time of purchase will remain effective during your Subscription Term, but will be subject to the renewal provisions below, which provide for the Pricing Plan fee applicable at the renewal date to be charged in connection with the renewal.

PAYMENT OPTIONS

NinjaTrader may accept payments by deducting fees from your trading account or charging your credit card. By submitting your order, you acknowledge that you authorize NinjaTrader to charge your order (including taxes and any other amounts described on NinjaTrader’s website) to that trading account, credit card, or bank account.

CANCELLATIONS AND REFUNDS

You may terminate or modify your Pricing Plan any time by visiting NinjaTrader’s trading platform and adjusting your subscription settings.

The Pricing Plan fee is non-refundable, except as expressly set forth in these Terms or as required by law. You understand that charges for the service must be paid in advance.

RENEWALS

At the expiration of your Subscription Term, NinjaTrader will automatically bill your account for an additional service term equal to the length of time of your original Subscription Term unless you notify NinjaTrader prior to the renewal date that you wish to cancel or do not wish to renew your Pricing Plan. Thus, your Pricing Plan will automatically renew (without notice to you, unless required by applicable law) and you authorize NinjaTrader to collect the then-applicable Pricing Plan fee using any payment sources on record. If adequate funds are not available in your trading account or credit card, your Pricing Plan may be suspended or cancelled automatically, and your account set to Membership-Free. In the event of a suspended or automatically cancelled Pricing Plan due to insufficient funds or rejected payment processing, any open market positions may be closed and working orders cancelled in your trading account at NinjaTrader’s sole discretion.

Cancellation processing fees, liquidation fees, and other fees may apply if adequate funds are not available in the account by the time NinjaTrader submits the charges for a renewal.

For all Pricing Plans, the renewal fees will be equal to the highest published fees for your subscription selection as published by NinjaTrader at the renewal date.

PRORATED BILLING

All rates are based on the full Subscription Term and no prorated billing credit will be applied for a Pricing Plan after the start of the billing period. No prorated credit will be given for unused time after a Pricing Plan has been terminated. Prorated credit will be applied to upgrades to the Pricing Plan and Subscription Term by calculating the difference in remaining value between the current Pricing Plan and Subscription Term and the upgraded Pricing Plan and Subscription Term.

PROMOTIONAL TRIAL ACCESS

NinjaTrader offers certain customers various trial or other promotional access, which are subject to these Terms, except as otherwise stated in the promotional offers. Trial subscribers may at any time choose not to continue to a Pricing Plan at the end of the trial period by allowing their trial to expire. If you use the System for a promotional trail access period, you are bound to the same terms and conditions and are prohibited from using the System to effect any trades or transactions.

OTHER LIMITATIONS

NinjaTrader affiliates reserve the right to accept or refuse trading accounts in their discretion
You may not transfer or assign your NinjaTrader access or any rights or obligations under these Terms without the prior written consent of NinjaTrader. Any attempted assignment or transfer without such prior written consent from NinjaTrader shall be void and of no effect.
From time to time, NinjaTrader may choose in its sole discretion to add or remove benefits from Pricing Plans

LIQUIDATION POLICY FOR

YOUR BROKERAGE ACCOUNT The margin and risk parameters set for any trading account through which you use the System to trade are set by your Broker and not NinjaTrader, LLC. In order to avoid liquidations of your positions by your Broker, you must remain diligent in monitoring your trades and account balance to ensure compliance with your Broker’s margin polices.

PRIVACY POLICY

By agreeing to the Terms of Service and EULA, you are agreeing to the privacy policies of both NinjaTrader Clearing, LLC and NinjaTrader Brokerage, LLC which are available at https://ninjatrader.com/Privacy

Last updated: 28 October 2022