ZeroTouch · Traducción al español (referencia)

Software License and Subscription Agreement

Version 2026-10-06

This Software License and Subscription Agreement (the "Agreement") is entered into between ZEROTOUCH LLC, doing business as ZeroTouch ("Licensor"), and the person or entity identified in the order form ("Licensee"). By typing their name and accepting electronically, Licensee agrees to be bound by this Agreement.

1. THE SOFTWARE. ZeroTouch Core (distributed until October 2026 under the name ZeroTouch HedgeFund; it is the same program), ZeroTouch Momentum and ZeroTouch Master (the "Software") are desktop applications that run on Licensee's own computer and connect to Licensee's own brokerage account through the broker's application programming interface. The Software executes pre-defined, rules-based trading strategies that are identical for every licensee and are publicly described at zerotouchbots.com. The Software is not customized to Licensee's financial situation, objectives or risk tolerance.

2. LICENSE GRANT. Subject to payment of the fees, Licensor grants Licensee a limited, non-exclusive, non-transferable, revocable license to install and use the Software on one (1) computer, for Licensee's own brokerage account(s), during the subscription term. Each installation code is valid for one computer at a time; Licensor may transfer it to a new computer upon request.

3. LICENSEE CONTROL. Licensee alone decides whether to use the Software, which strategies and portfolios to enable, which securities to include, how much capital to allocate, the caps, and when to pause or stop the Software. Licensee keeps full control of the brokerage account at all times and may cancel orders or close positions directly with the broker. Licensor never receives, stores or uses Licensee's brokerage credentials, never has access to Licensee's funds and does not place orders on Licensee's behalf.

4. NO INVESTMENT ADVICE. Licensor is not a broker-dealer or an investment adviser and does not provide investment, legal, tax or accounting advice. Nothing in the Software, the website, emails or support constitutes a recommendation to buy or sell any security or to use any strategy. Support is limited to technical matters (installation, configuration, connectivity and software errors).

5. FEES. The subscription fee (monthly or annual) and any one-time onboarding fee are stated in the order form and invoice. Fees are fixed and are not based on the value, performance or profits of Licensee's account. Fees are payable in advance by bank wire transfer or Zelle to the account indicated on the invoice. Except as required by law, fees are non-refundable, including in case of trading losses.

6. TERM, RENEWAL AND SUSPENSION. The subscription starts on the date the installation code is issued and lasts for the purchased period. A renewal invoice is sent before the end of each period. If payment is not received by the end of the period plus a grace period of seven (7) days, the Software enters a paused state. WHILE PAUSED, THE SOFTWARE DOES NOT MANAGE THE ACCOUNT IN ANY WAY: it does not open, close, sell or roll positions, does not sell shares received from exercised options, and does not send trade notices; it only continues to display existing positions. Positions left open while the Software is paused, stopped, uninstalled or not running may, among other outcomes, expire worthless (total loss of the premium paid), be exercised or assigned automatically by the broker (resulting in stock positions that require cash or margin), or remain in the account without any exit being executed. Licensee is solely responsible for monitoring and managing those positions directly with the broker, and Licensor has no responsibility or liability for any loss, cost or consequence arising from positions that remain open during any period in which the license is unpaid, expired or paused, or in which the Software is not running. The Software resumes automatically once the payment is registered; it does not retroactively perform any action it did not perform while paused.

7. UPDATES AND DATA. The Software may download signed updates and sends to Licensor's server the installed version, a masked account identifier, account and portfolio values, positions and notifications, solely to operate the service (licensing, notifications, updates and support). Licensor does not sell this data.

8. INTELLECTUAL PROPERTY. The Software, strategies, documentation and website are the property of Licensor. Licensee shall not copy, distribute, sublicense, rent, reverse engineer, decompile or attempt to extract the source code of the Software, nor share installation codes.

9. RISK ACKNOWLEDGEMENT. Licensee has read and accepted the Risk Disclosure Statement, which is part of this Agreement. Trading options involves substantial risk and Licensee may lose all capital allocated. Past or hypothetical (backtested) performance does not guarantee future results.

10. DISCLAIMER OF WARRANTIES. THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE", WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. LICENSOR DOES NOT WARRANT THAT THE SOFTWARE WILL BE ERROR-FREE OR UNINTERRUPTED, OR THAT IT WILL PRODUCE ANY PARTICULAR RESULT.

11. LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY LAW, LICENSOR SHALL NOT BE LIABLE FOR ANY TRADING LOSSES, LOST PROFITS OR INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, INCLUDING THOSE CAUSED BY SOFTWARE ERRORS, CONNECTIVITY FAILURES, BROKER OR MARKET-DATA OUTAGES, OR ORDER EXECUTION. LICENSOR'S TOTAL LIABILITY SHALL NOT EXCEED THE FEES PAID BY LICENSEE IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

12. INDEMNIFICATION. Licensee shall indemnify and hold Licensor harmless from claims arising from Licensee's use of the Software, trading decisions or breach of this Agreement.

13. TERMINATION. Either party may terminate at the end of the current period by not renewing. Licensor may terminate immediately for breach, including sharing codes or non-payment.

14. GOVERNING LAW. This Agreement is governed by the laws of the State of Florida, USA. Any dispute shall be resolved exclusively in the state or federal courts located in Miami-Dade County, Florida.

15. ELECTRONIC SIGNATURE. The parties agree that electronic acceptance of this Agreement constitutes a valid signature under the U.S. Electronic Signatures in Global and National Commerce Act (E-SIGN) and applicable state law. This Agreement, the Risk Disclosure Statement and, if purchased, the Support Services Agreement constitute the entire agreement between the parties.

16. AUTOMATED OPERATION AND TECHNICAL REQUIREMENTS.
(a) Automated trading software. The Software is automated trading software. Once Licensee starts it, it submits, modifies and cancels orders in Licensee's brokerage account automatically, according to its pre-defined rules and the settings chosen by Licensee, without asking Licensee to confirm each order. Licensee authorizes this operation and may pause or stop it at any time.
(b) No guarantee of execution. Orders are received and executed by Licensee's broker, not by Licensor. Licensor does not guarantee that any order will be submitted, accepted, executed, filled at any price, rolled or closed, nor that any position will be opened or exited at any particular time or price. Orders may remain unfilled or be rejected, among other reasons, because of lack of liquidity, wide bid-ask spreads, missing trading permissions, insufficient funds or decisions of the broker or the exchanges.
(c) Broker requirements and market data. The Software requires a brokerage account in good standing with options trading permissions, the broker's connection software running and logged in, and active real-time market-data subscriptions from the broker for the securities traded. Licensee contracts these directly with the broker, pays the broker for them and is responsible for maintaining them. Without them the Software cannot see prices or trade.
(d) Periods when the Software is not running. The Software acts only while it is running, connected to the broker and licensed. It does not act while it is paused, stopped, closed or disconnected. What happens in the account during that time (for example, an option that expires or is exercised, or a purchase, sale or roll that is not placed at its scheduled time) is not undone, and may not be made up for afterwards. When the Software runs again, it continues from the state of the account at that moment, under its rules.
(e) System requirements. Licensee is responsible for providing and maintaining a working computer with a supported version of Windows, turned on during the hours the Software needs to operate, a stable internet connection and power supply, and for keeping the broker's connection software open. Licensor is not responsible for orders not placed or positions not managed because of failures of Licensee's computer, power supply, internet connection or connection to the broker.

Contact: contacto@zerotouchbots.com · 848 Brickell Ave Suite PH5, Miami FL 33131