Memorandum of Understanding (MOU), Terms of Service & Comprehensive Risk Waiver

1. PARTIES & PREAMBLE

This Memorandum of Understanding and Software Licensing Agreement (the "Agreement" or "MOU") constitutes a legally binding contract entered into by and between Precision Algo (together with its developers, quantitative engineers, operators, contractors, and affiliates, hereinafter referred to as the "Provider", "Company", "We", or "Us") and the individual, entity, or representative accessing our services (hereinafter referred to as the "User", "Client", "Licensee", or "You").

This Agreement governs your use of all digital assets, quantitative algorithms (including "Precision Bot" .ex5/.set files), copy-trading telemetry signals, VPS cloud subscriptions, the official website (precisionalgo.org), and communications across VIP Telegram channels.

2. NON-FINANCIAL ADVISORY & REGULATORY EXEMPTION

2.1. Strictly a Software & Technology Provider: Precision Algo is strictly a quantitative financial technology developer and algorithmic software provider. Precision Algo is NOT a registered broker-dealer, financial institution, custodian, investment adviser, Commodity Trading Advisor (CTA), Commodity Pool Operator (CPO), or Portfolio Manager under the regulatory jurisdiction of the US Securities and Exchange Commission (SEC), US Commodity Futures Trading Commission (CFTC), UK Financial Conduct Authority (FCA), European Securities and Markets Authority (ESMA), Australian Securities and Investments Commission (ASIC), South African FSCA, or any other global regulator.

2.2. No Individualized Investment Advice: No information, backtest report, Traderwaves statement, telegram broadcast, or software parameter provided by Precision Algo constitutes personalized investment, tax, legal, or financial advice. All tools and presets are designed for educational, analytical, and execution-only algorithmic demonstration.

3. NON-CUSTODIAL STRUCTURE & BROKER SEPARATION

3.1. Zero Custody of Capital: Precision Algo never receives, handles, custodies, or maintains control over client investment capital. All trading accounts are held directly and independently in the User's name with an authorized, third-party regulated brokerage firm (such as Kohle Capital Markets Limited / KCM Trade).

3.2. Sole Withdrawal Authority: The User retains 100% exclusive authority over their deposits, withdrawals, equity allocations, and account credentials. Precision Algo possesses zero access to client balances and cannot process, withhold, or initiate financial transactions on behalf of the User.

3.3. Independent Broker Terms: The relationship between the User and their broker is governed exclusively by the broker's terms. Precision Algo bears zero liability for broker insolvency, account freezes, spread spikes, liquidity gaps, leverage limitations, or execution failures originating at the brokerage level.

4. HIGH-RISK SPECULATION & SPOT GOLD (XAU/USD) DISCLAIMER

4.1. Total Capital Loss Exposure: The User acknowledges and unreservedly accepts that market conditions in spot Gold (XAU/USD) can be abnormally turbulent, unpredictable, and subject to severe slippage during macroeconomic releases (CPI, Non-Farm Payrolls, FOMC, geopolitical escalations). You may lose some or all of your deposited funds.

4.2. Risk Capital Certification: The User formally warrants that all funds deployed on accounts linked to Precision Algo constitute purely disposable Risk Capital—funds whose total loss would not jeopardize the User's personal solvency, living expenses, retirement, or business operations.

5. 100% ZERO PROFIT GUARANTEE & PAST PERFORMANCE WAIVER

5.1. No Future Performance Representations: The Provider makes absolutely zero guarantees, warranties, or representations that the software, presets, or copy-trading signals will generate profits, preserve capital, or limit drawdowns. Historical performance—including audited 3+ year records, 34 consecutive winning months, or Traderwaves statistics—is strictly historical and has zero predictive certainty regarding future market conditions.

5.2. CFTC Rule 4.41 Compliance Equivalent: Hypothetical or simulated performance results possess inherent mathematical limitations. Unlike an actual performance record, simulated results do not represent actual trading. Furthermore, simulated trading is designed with the benefit of hindsight. No representation is made that any account will or is likely to achieve profits or losses similar to those shown.

6. TECHNICAL EXECUTION, LATENCY & INFRASTRUCTURE RISKS

Algorithmic execution relies upon complex multi-node telecommunications networks, internet service providers (ISPs), cloud virtual private servers (VPS), broker application programming interfaces (APIs), and MetaTrader 5 execution engines. The User explicitly exempts Precision Algo from liability arising from:

• Execution Latency & Price Slippage: Difference between requested trade price and actual broker fill price due to volatility clustering or market order book depth.
• Third-Party Broker Downtime: Server outages, maintenance windows, or copy-trade disconnections at KCM Trade or any user-selected broker.
• Cloud VPS Outages & Data Center Disruptions: Hardware failures, fiber cuts, operating system crashes, automated OS updates, or power outages on hosting infrastructure.
• Local Hardware & Connection Failures: Power outages, internet disconnects, or sleep mode activations on the User's private terminal.
• Software Bugs & Force Majeure: Glitches, unexpected MT5 platform updates, exchange closures, market halts, or cyber interruptions beyond the Provider's reasonable control.

7. WHOP PAYMENT GATEWAY & STRICT NO-REFUND POLICY

7.1. Official Payment Processing: All standalone software licenses (Precision Bot), VPS passes ($25 for 3 months, $130 for 1 year), and digital subscriptions are processed exclusively and securely via the official Whop Payment Gateway (whop.com).

7.2. Irrevocable Digital Delivery: All products delivered by Precision Algo are proprietary digital software (.ex5, .set configurations), immediate cloud server activations, or instant access keys. Delivery occurs automatically upon payment confirmation.

7.3. Strict No-Refund Policy: Consequently, ALL SALES ARE FINAL AND STRICTLY NON-REFUNDABLE under any circumstances. No refunds, partial credits, or chargebacks will be issued on the basis of trading losses, market dissatisfaction, broker incompatibility, failure to utilize the license, or personal financial change.

8. STRICT WHOP-ONLY AFFILIATE PROGRAM TERMS

8.1. Exclusive Portal Requirement: Precision Algo operates an official 10% recurring affiliate partner program. To eliminate fraudulent referrals, cookie hijacking, or manual calculation discrepancies, ALL AFFILIATE REGISTRATIONS, CLICK TRACKING, ATTRIBUTION, AND PAYOUTS ARE EXECUTED STRICTLY AND EXCLUSIVELY VIA THE WHOP AFFILIATE PORTAL (whop.com/precisionalgo-org/affiliates).

8.2. Partner Conduct: Affiliates agree never to misrepresent Precision Algo, promise guaranteed returns, make deceptive claims, or violate marketing regulations. Any breach results in immediate forfeiture of accrued commissions and permanent revocation of affiliate credentials.

9. ABSOLUTE LIMITATION OF LIABILITY

Under all circumstances and legal theories (whether contract, tort, negligence, strict liability, or otherwise), the aggregate financial liability of Precision Algo to the User shall be strictly limited to the actual amount paid by the User to Precision Algo for software licensing within the thirty (30) days preceding the event giving rise to liability, or exactly $0.00 USD if the User utilized sponsored broker copy-trading with zero upfront software fee.

10. USER INDEMNIFICATION & HOLD HARMLESS

The User agrees to defend, indemnify, and hold completely harmless Precision Algo, its principals, quantitative engineers, licensors, and affiliates from and against any and all claims, liabilities, damages, losses, costs, regulatory sanctions, and legal fees resulting from:

• The User's trading activity, account drawdowns, or capital losses.
• The User's breach of this Agreement, broker regulations, or applicable financial laws.
• Third-party claims arising from the User's sharing, sublicensing, or misuse of Precision Algo software.

11. CLASS ACTION WAIVER & BINDING ARBITRATION

11.1. Individual Dispute Resolution: The User and Provider agree that any dispute, claim, or controversy arising out of or relating to this Agreement or Precision Algo software shall be resolved solely through final, binding, and confidential individual arbitration rather than in court.

11.2. Class Action Waiver: THE USER IRREVOCABLY WAIVES ALL RIGHTS TO INITIATE, JOIN, CONSOLIDATE, OR PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, REPRESENTATIVE, OR COLLECTIVE PROCEEDING AGAINST PRECISION ALGO.

12. INTELLECTUAL PROPERTY & PROPRIETARY RIGHTS

All algorithms, mathematical formulations, indicators, logic modules, source code, logos, trademarks, and documentation are the exclusive intellectual property of Precision Algo. Sublicensing, reverse engineering, decompiling, decompiling MetaTrader .ex5 binaries, or reselling Precision Algo proprietary systems is strictly prohibited and subject to international civil and criminal penalties.

13. SEVERABILITY & AMENDMENT

If any clause, sentence, or provision of this Memorandum of Understanding is deemed invalid, illegal, or unenforceable by an arbitrator or court of competent jurisdiction, such invalidity shall not affect any other provision of this Agreement, which shall remain in full legal force and effect. Provider reserves the right to amend this MOU at any time by publishing updated terms on the website.

14. FORMAL ACKNOWLEDGMENT & ELECTRONIC SIGNATURE

By browsing this website, checking out on Whop, opening a broker account through our links, deploying the algorithm on MT5, or accessing the VIP Telegram community, the User confirms under penalty of perjury that:

• They are of legal age (at least 18 years old or legal majority in their jurisdiction).
• They have carefully read, fully understood, and voluntarily accepted every provision of this Memorandum of Understanding.
• They accept 100% total financial responsibility for all trading outcomes and release Precision Algo from all conceivable legal and financial liability.