This End User License and Services Agreement (this “Agreement”) is an agreement between you (“You”) and BluStar AI, LLC (“BluStar AI”). BluStar AI reserves the right to modify the terms and conditions contained herein. Your use of the BluStar AI website, software, content, and information (the “Software”) constitutes YOUR ACCEPTANCE OF THE TERMS AND CONDITIONS OF USE, which may be modified from time to time. IF YOU DO NOT UNDERSTAND AND/OR WISH TO ACCEPT THE TERMS AND CONDITIONS OF USE CONTAINED HEREIN, DO NOT USE THE BLUSTAR AI SERVICES.

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BY USING THE BLUSTAR AI SERVICES YOU REPRESENT AND AGREE THAT YOU HAVE THE CAPACITY AND AUTHORITY TO BIND YOURSELF OR THE APPLICABLE ENTITY (AS THE CASE MAY BE), TO THE TERMS AND CONDITIONS OF THIS AGREEMENT. YOU HAVE READ ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT, UNDERSTAND THEM, AND AGREE TO BE BOUND BY THEM. IF YOU DO NOT AGREE WITH ALL THE TERMS OF THIS AGREEMENT, YOU MUST ADVISE BLUSTAR AI IMMEDIATELY AND IMMEDIATELY CEASE USING THE BLUSTAR AI SERVICES. PLEASE READ THIS AGREEMENT CAREFULLY AS IT CONTAINS IMPORTANT INFORMATION ABOUT YOUR LEGAL RIGHTS AND OBLIGATIONS. THIS AGREEMENT CONTAINS AN ARBITRATION PROVISION AND NOTICE AND CLASS ACTION WAIVER. PLEASE REFER TO THE “GOVERNING LAW AND ARBITRATION” SECTION FOR MORE DETAILS. BY AGREEING TO THE TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT, YOU AGREE THAT ANY AND ALL DISPUTES BETWEEN YOU AND BLUSTAR AI (AS WELL AS BLUSTAR AI’S AFFILIATES, AGENTS, EMPLOYEES, CONTRACTORS, OFFICERS, AND/OR DIRECTORS) WILL BE RESOLVED BY BINDING ARBITRATION AND YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.

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1. DEFINITIONS

1.1. “Account” has the meaning set forth in Section 3.2.2.

1.2. “Documentation” means any technical manuals, instructions, user information or manuals, training materials, and any and all other materials and documentation that may accompany the Software or that is otherwise provided by BluStar AI, and as may be amended or updated from time to time by BluStar AI.

 

1.3. “Software” means BluStar AI’s algorithmic trading software, which is made accessible to You in association with and subject to this Agreement, and which consists of BluStar AI’s stand-alone software that You download to Your personal electronic device(s).

 

1.4. “Person” has the meaning set forth in Section 2.2.

1.5. “Privacy Laws” has the meaning set forth in Section 4.

1.6. “Privacy Policy” means the BluStar AI Privacy Policy found at https://www.blustar.ai/privacypolicy.

 

1.7. “Proprietary Information” means all information disclosed by BluStar AI to You hereunder or otherwise in connection with the Software or Documentation related thereto, excluding information which is in the public domain through no action or omission by You.

1.8. “BluStar AI” means BluStar AI, LLC.

1.9. “Services” has the meaning set forth in Section 2.3.

1.10. “Third Party Services” has the meaning set forth in Section 2.4.

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2. LICENSE AND SERVICES

2.1. License.
Subject to the terms and conditions of this Agreement, BluStar AI hereby grants to You, for the term of this Agreement, a non-exclusive, non-transferable, revocable, non-sublicensable license to utilize the Software during the Term, solely by You, in the ordinary course of your personal use and subject to the restrictions contained herein. The Software shall not be used for any purpose other than as expressly authorized by this Agreement. In particular, but without limitation, You agree that You will not: (i) attempt in any way to reverse engineer the Software or any source code used to operate the Software; or (ii) develop a competing product or service based upon the Software. Nothing in this Agreement shall be deemed to grant You, either directly or by implication, estoppel, or otherwise, any license or rights other than those expressly granted in this Section 2.1.

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2.2. Rights to Software.
By virtue of this Agreement, You acquire only the right to use the Software and do not acquire any other rights or ownership interests. All rights, title, and interest in the Software and any improvements thereto (including without limitation any improvements suggested by You or by Your usage of the Software), shall at all times remain the property of BluStar AI.

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2.3. Services.
BluStar AI shall provide You the following services during the term of Your use of the Software, subject to BluStar AI’s right to discontinue any of the services in its sole discretion (the “Services”): (i) general instructions on using and installing the Software; (ii) feedback on technical issues based on logs/algo cache; and (iii) diagnosing software problems related to running the Software. For the avoidance of doubt, BluStar AI is not responsible for any fees of any kind incurred directly or indirectly by You in the course of utilizing the Software with any third-party broker. BluStar AI does not, and will not, provide You with any financial trading advice, and You agree that You will not ask BluStar AI for any such advice in connection with Your use of the Software.

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2.4. Third-Party Services.
The BluStar AI Software may be used in conjunction with third-party services, however BluStar AI does not endorse or approve such services nor provide any guarantee of the Software’s performance when used with them. In some instances, a customer may choose to utilize a percentage allocation money management account (“PAMM Account”) in connection with such services. BluStar AI does not make any representation or warranties with respect to any PAMM Account that you may choose, and you are solely responsible for managing and overseeing any third-party services you engage with. ALL USE OF THIRD-PARTY SERVICES IS SUBJECT TO THE TERMS AND CONDITIONS OF THE THIRD-PARTY PROVIDER. YOU HEREBY RELEASE BLUSTAR AI FROM ANY CLAIMS, DAMAGES, COSTS OR FEES RELATED TO THIRD-PARTY SERVICES AND INDEMNIFY BLUSTAR AI AGAINST ANY CLAIMS ARISING FROM YOUR USE THEREOF.

 

2.5. Prohibited Activities.
Without BluStar AI’s express prior written consent in each case, You will not, and will not direct or allow any third party to:
(i) transfer, assign, rent, lease, distribute, loan, export, or provide further permission to use the Software to any person or entity;
(ii) copy the Software, in whole or in part;
(iii) decipher, reverse translate, decompile, disassemble or otherwise reverse engineer the Software or attempt to reconstruct or discover any source code, underlying ideas, file formats, or programming interfaces of the Software by any means;
(iv) modify the Software or incorporate any portion of the Software into any other software or create derivative works of any part of the Software, except as otherwise permitted under this Agreement;
(v) breach the security of the Software or perform any form of scanning, probing, scraping, bulk extraction, or unauthorized access;
(vi) use the Software in any manner other than what is authorized by BluStar AI or outlined in the Documentation;
(vii) use the Software for any commercial use, resale, or public display;
(viii) violate any laws, regulations, contracts, or third-party rights (including intellectual property rights) while using the Software;
(ix) use the Software for any unlawful purposes, including but not limited to money laundering, terrorist financing, or fraud; or
(x) use the Software beyond the subscription scope or create any system that alters, exceeds, or bypasses such limitations.

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2.6. Compliance with Laws.
You represent and warrant to BluStar AI that You will not use or allow the use of the Software or any portion thereof in violation of any applicable laws or regulations. By using the Software, You agree to abide by all applicable laws and to the terms of this Agreement.

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2.7. Indemnification.
You agree to indemnify, defend, and hold BluStar AI harmless from any and all claims, losses, damages, liabilities, or costs (including reasonable attorneys’ fees) arising from:
(i) Your use or misuse of the Software; and
(ii) Your breach of any provision, representation, or warranty under this Agreement.
BluStar AI reserves the right, but not the obligation, to assume the exclusive defense and control of any matter subject to indemnification, in which case You agree to cooperate with BluStar AI in the defense. You may not settle any such matter without BluStar AI’s prior written consent.

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2.8. Software Access.
To use the Software, You must have compatible hardware, internet access (fees may apply), and possibly an active account with a third-party broker. The Software's functionality may be affected by external factors, including the performance or availability of third-party platforms. BluStar AI cannot guarantee uninterrupted access and reserves the right to suspend the Software temporarily or permanently for maintenance, legal compliance, or any reason it deems appropriate.

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BluStar AI may also be required by law to request additional identification or information from You. If You do not comply, BluStar AI reserves the right to limit or terminate Your access to the Software.

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3. SERVICE TERMS

3.1. Software Description.
BluStar AI offers algorithmic trading software that You download and connect to Your selected third-party brokerage account. The Software allows You to automate trading strategies based on parameters You configure. BluStar AI does not hold or access user funds. Your brokerage relationship remains between You and Your chosen financial institution. The software is self-hosted, and You are solely responsible for protecting your own device, network, and trading credentials.

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3.2. Service Usage

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3.2.1. Agreement to Terms.
To access the Software, You must agree to this Agreement and any related policies, including BluStar AI’s Terms and Conditions, Privacy Policy, Risk Disclosures, and Disclaimers.

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3.2.2. Account Creation.
You may be required to create an account with a third-party broker to fully use the Software. You must be at least 18 years old. You agree to provide accurate and current information during registration and to update it as needed. You are responsible for maintaining the confidentiality of Your credentials. BluStar AI will not ask for Your login credentials to any broker or trading account. If You believe Your account has been compromised, You must notify BluStar AI immediately.

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BluStar AI may suspend or terminate Your access to the Software at any time, for any reason, including violations of this Agreement.

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3.2.3. Processing Payments.
Payments for the Software may be processed through third-party services. When redirected to an external site, BluStar AI’s Privacy Policy no longer applies, and You are subject to the third party’s policies. In some cases, BluStar AI may allow alternative payment methods. By completing any such payment, You agree to all terms and conditions associated with the transaction.

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3.2.4. Suspension or Termination for Non-Payment.
If BluStar AI has not received timely payment from You for Software access, BluStar AI may suspend or terminate Your access to the Software without notice or liability.

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3.3. Service Disclaimers

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3.3.1. No Investment Advice or Brokerage.
BluStar AI does not provide investment, tax, or legal advice. You are solely responsible for determining whether any investment strategy, trade, or transaction is suitable for you based on your financial circumstances and objectives. Nothing provided via the Software, website, or any communications from BluStar AI constitutes investment advice or a recommendation to buy, sell, or hold any asset. All actions taken using the Software are done at your own risk and discretion.

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3.3.2. No Custody.
BluStar AI does not act as a broker or custodian and does not hold, access, or control any user assets. All trades are executed through your chosen third-party brokerage, and all asset custody remains with your broker or custodial institution.

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3.3.3. No Licenses or Registrations.
BluStar AI is not registered or licensed with any securities or financial regulatory authority in any jurisdiction. Use of the Software is not a substitute for services from licensed professionals.

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3.3.4. Acknowledgement of Risk.
All forms of financial trading involve significant risk. Forex and digital asset markets are volatile and unpredictable, and using algorithmic trading software may lead to rapid financial losses. You acknowledge and accept full responsibility for the risks associated with using the Software. You are responsible for reviewing, selecting, and monitoring any trading strategy or third-party service used, including but not limited to PAMM accounts. BluStar AI does not manage any trading accounts or make any guarantees of profitability. You may lose your entire investment. Seek professional financial, legal, and tax advice before trading.

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4. YOUR DATA SECURITY AND PRIVACY RESPONSIBILITIES; LICENSE TO YOUR DATA

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4.1. Privacy Laws.
Your use of the Software may involve the collection or handling of personal or sensitive data subject to applicable privacy laws (“Privacy Laws”). You are solely responsible for ensuring that your use of the Software complies with all relevant Privacy Laws in your jurisdiction.

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4.2. Data Usage & Retention.
By using the Software, you authorize BluStar AI to store, process, and use your data in accordance with this Agreement and BluStar AI’s Privacy Policy. Your data may be stored or accessed from servers located in other countries, subject to applicable data protection laws.

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4.3. License to Use Your Data.
You grant BluStar AI a non-exclusive, irrevocable, royalty-free, worldwide license to use your data for purposes including but not limited to system performance, analytics, support, service improvement, and anonymized research. Ownership of your original data remains with you.

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5. INTELLECTUAL PROPERTY AND CONFIDENTIALITY

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5.1. Proprietary Notices.
You agree not to remove or obscure any copyright, trademark, or other proprietary rights notices displayed within the Software or its Documentation.

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5.2. Proprietary Information.
You agree to treat all non-public information disclosed by BluStar AI (“Proprietary Information”) as confidential. You will take reasonable steps to protect such information, using at least the same degree of care that you use to protect your own confidential data. You agree not to disclose BluStar AI’s Proprietary Information to third parties and to use it solely in connection with your authorized use of the Software.

This obligation does not apply to information that:
(i) is publicly available without your breach;
(ii) was lawfully known to you before disclosure by BluStar AI;
(iii) was independently developed without reference to BluStar AI's information; or
(iv) is disclosed under legal obligation, provided you give BluStar AI prompt notice (unless prohibited by law) and cooperate in seeking protection of the information.

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5.3. Intellectual Property Ownership.
All intellectual property related to the Software, including any modifications, integrations, enhancements, or feedback provided by you, is and will remain the exclusive property of BluStar AI. This includes all copyrights, trademarks, patents, and trade secrets associated with the Software and its components. Nothing in this Agreement transfers ownership or grants you any right or interest in BluStar AI’s intellectual property, except for the limited license set forth in Section 2.1.

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Any unsolicited ideas, feedback, or submissions you provide to BluStar AI may be used by BluStar AI without compensation or restriction. You waive any claim to ownership or compensation for such submissions.

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5.4. Remedies.
You acknowledge that a breach of BluStar AI’s confidentiality or intellectual property rights would cause irreparable harm for which monetary damages may not be sufficient. Therefore, BluStar AI is entitled to seek injunctive or equitable relief without posting bond, in addition to any other remedies available by law.

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6. WARRANTY

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6.1. Information and Data.
You are solely responsible for selecting appropriate devices, maintaining data backups, and managing the security of your information systems. BluStar AI does not guarantee the accuracy, completeness, or reliability of data accessed through the Software. The performance and results of the Software may be impacted by various external factors including internet connectivity, hardware limitations, third-party service interruptions, and user configurations.

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6.2. NO WARRANTY; DISCLAIMERS.
EXCEPT WHERE PROHIBITED BY LAW, THE SOFTWARE AND ANY SERVICES PROVIDED BY BLUSTAR AI ARE OFFERED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. YOU ASSUME ALL RISK RELATED TO YOUR USE OF THE SOFTWARE AND ANY THIRD-PARTY SERVICES ACCESSED THROUGH IT.

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BLUSTAR AI DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO:

• IMPLIED WARRANTIES OF MERCHANTABILITY,

• FITNESS FOR A PARTICULAR PURPOSE,

• NON-INFRINGEMENT,

• AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

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BLUSTAR AI MAKES NO GUARANTEES THAT:
(A) THE SOFTWARE WILL FUNCTION WITHOUT INTERRUPTION OR ERROR,
(B) THE SOFTWARE OR SERVICES WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS,
(C) DATA OR RESULTS PRODUCED BY THE SOFTWARE WILL BE ACCURATE OR RELIABLE,
(D) DEFECTS WILL BE CORRECTED,
(E) THE SOFTWARE OR RELATED SERVERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR
(F) THIRD-PARTY SERVICES WILL BE COMPATIBLE OR SECURE.

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NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY BLUSTAR AI OR ITS REPRESENTATIVES WILL CREATE ANY WARRANTY.

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YOU AGREE THAT ANY ACCESS TO THIRD-PARTY SERVICES IS DONE AT YOUR OWN RISK AND THAT BLUSTAR AI IS NOT RESPONSIBLE FOR ANY BREACHES, LOSS OF DATA, OR SECURITY FAILURES ASSOCIATED WITH THIRD-PARTY SERVICES.

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IN SOME JURISDICTIONS, CERTAIN WARRANTY LIMITATIONS MAY NOT APPLY. IN THOSE CASES, BLUSTAR AI’S LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.

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6.3. Basis of Bargain.
You acknowledge that BluStar AI’s pricing and the terms of this Agreement are based in part on the disclaimers and limitations of liability stated herein. These disclaimers are essential to the agreement between you and BluStar AI and have been factored into the decision to offer the Software and Services to you.

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7. LIMITATION OF LIABILITY

IN NO EVENT SHALL BLUSTAR AI, ITS AFFILIATES, OFFICERS, EMPLOYEES, OR CONTRACTORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION:

• LOSS OF PROFITS,

• LOSS OF REVENUE,

• LOSS OF DATA,

• BUSINESS INTERRUPTION,

• OR COSTS OF SUBSTITUTE GOODS OR SERVICES.

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THIS LIMITATION APPLIES TO ANY CLAIM ARISING UNDER CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE—EVEN IF BLUSTAR AI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN JURISDICTIONS THAT DO NOT ALLOW LIMITATIONS ON LIABILITY FOR CONSEQUENTIAL DAMAGES, THIS LIMITATION MAY NOT APPLY TO YOU. IN SUCH CASES, BLUSTAR AI’S TOTAL LIABILITY FOR ANY CLAIM ARISING OUT OF OR RELATED TO THIS AGREEMENT SHALL NOT EXCEED THE AMOUNT YOU PAID TO BLUSTAR AI IN THE TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO THE CLAIM.

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BLUSTAR AI DOES NOT GUARANTEE THAT THE SOFTWARE OR SERVICES WILL BE FREE OF SECURITY BREACHES, AND YOU ASSUME ALL RISK ASSOCIATED WITH ONLINE DATA TRANSMISSION.

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8.⁠ ⁠REFUND POLICY

BluStar AI values your satisfaction and offers a 30-day refund policy for new users. If you are not satisfied with the Software, you may request a refund within 30 days of purchase or activation—whichever occurs first. You can ask for a refund after 21 days of using the software.
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Refunds are limited to fees paid directly to BluStar AI. BluStar AI is not responsible for losses or fees incurred through third-party services, including trading platforms or brokers. Any refund issued will not include compensation for trading activity or market-related losses.
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To request a refund, please contact support@blustar.ai with your account details and reason for the request. Refunds will be processed to the original payment method within a reasonable timeframe.

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9. TERM AND TERMINATION

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9.1. Term.
This Agreement begins upon your acceptance and remains in effect until terminated. Either party may terminate the Agreement at any time, with or without cause, by providing written notice. BluStar AI may also suspend or revoke access to the Software at any time for any reason, including breach of these terms.

Upon termination:

• Your right to use the Software will cease immediately.

• You must delete all copies of the Software and Documentation.

• You must return or confirm deletion of any BluStar AI proprietary materials upon request.

 

No refund will be issued unless otherwise specified in Section 8.

 

9.2. Survival.
The following sections will survive termination or expiration of this Agreement:
Sections 2, 3, 4, 5, 6, 7, 9, 10, and 11.

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10. GOVERNING LAW AND ARBITRATION

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10.1. Governing Law.
This Agreement is governed by the laws of the State of New York, without regard to conflict of law principles. Any legal suit, action, or proceeding relating to this Agreement shall be initiated in the courts of New York County, New York. Each party irrevocably submits to the exclusive jurisdiction and venue of such courts.

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10.2. Arbitration.
You agree that any dispute, claim, or controversy arising from or related to this Agreement, the Software, or Services will be resolved by final and binding arbitration administered by the Financial Industry Regulatory Authority (FINRA), in accordance with its rules. Arbitration will take place in New York, NY.

There will be no judge or jury, and court review of the arbitration award is limited. The arbitrator may award any relief available in court, but cannot preside over a class action or combine claims without both parties’ consent.

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If any part of this arbitration clause is found unenforceable for a particular claim, that claim may proceed in court, while the remainder continues in arbitration.

10.3. Jury Waiver.

YOU AND BLUSTAR AI WAIVE THE RIGHT TO TRIAL BY JURY IN ANY LEGAL PROCEEDING RELATED TO THIS AGREEMENT OR THE SERVICES.

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11. MISCELLANEOUS

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11.1. Assignment.
You may not assign, transfer, or delegate any of your rights or obligations under this Agreement without BluStar AI’s prior written consent. Any unauthorized assignment will be null and void. BluStar AI may assign or transfer this Agreement without your consent as part of a corporate reorganization, sale of assets, or other business transaction.

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11.2. Severability.
If any provision of this Agreement is held to be invalid or unenforceable by a court of competent jurisdiction, that provision will be enforced to the maximum extent permissible and the remaining provisions will remain in full force and effect.

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11.3. Entire Agreement.
This Agreement, along with BluStar AI’s Privacy Policy, Terms & Conditions, Risk Disclosures, and any additional legal notices or policies posted on the Site, constitutes the entire agreement between you and BluStar AI. It supersedes all prior or contemporaneous understandings, agreements, and communications, whether oral or written.

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11.4. Communication Preferences.
By using the Software, you agree to receive electronic communications from BluStar AI. These communications may include notices about your account, legal updates, promotional content, or other transactional information. You can opt out of marketing emails at any time by following the unsubscribe instructions provided in each communication. Transactional and account-related notices are mandatory and cannot be opted out of unless your account is deactivated.

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11.5. Third-Party Beneficiaries.
This Agreement is solely between you and BluStar AI. It does not create rights for or in favor of any third party unless expressly stated herein.