Terms of Use

These terms govern your use of this website and of any software provided by Vivalatesse (“we”, “us”). Read section 3 even if you read nothing else: it sets out what we are not, and it is the section most likely to matter to you.

1. Who we are

Vivalatesse, of [registered address — to be completed], supplies dealing-desk and customer-relationship-management software to businesses. Our customers are brokerages. Our software is licensed to those businesses for their internal operations and for surfaces they choose to make available to their own clients.

2. Who these terms apply to

They apply to anyone who accesses this website. Where you use our software through a brokerage, your relationship with that brokerage is governed by its agreement with you, not by these terms, and nothing here varies, replaces or limits any right you have against that brokerage or under any law protecting you as a consumer or retail client.

3. What we are not — and what we never do

This section is a statement of fact about our role, not merely a disclaimer of it. Each line below describes something we are not built to do, not merely something we promise to avoid.

• We supply technology. We do not advise. We are not an investment adviser, asset manager, portfolio manager or signal provider. We do not operate managed accounts, discretionary mandates, copy-trading programmes or any advisory service, and we do not receive performance fees. Nothing we publish or display — prices, analytics, indicators, model output or educational material — is investment, legal, tax or accounting advice, a recommendation, or an offer or solicitation to buy or sell any instrument. Any earlier or third-party description of us as offering an advisory or managed-account service is superseded by this document and should be treated as withdrawn.
• We are not a broker, dealer or investment firm. We do not execute orders, act as counterparty to any trade, make markets, or quote prices on our own account.
• We never hold, control or custody client money. We are not a custodian, trustee, escrow agent, payment institution, e-money issuer or money transmitter, of any kind, at any time. We take no custody, possession, title or control of client funds, and we hold no float, no omnibus account and no client account. Payments move between the client, their brokerage and that brokerage's own payment providers and banks. Our software records and displays those movements; it never receives the money and cannot be used by us to take it.
• We have no clients of our own among traders. Our customers are brokerages. If you trade, you are your brokerage's client, not ours. We do not onboard, accept, approve or reject traders, and we have no authority to act on any trading account.
• We do not perform KYC, AML or compliance decisions. Identity verification, sanctions and PEP screening, source-of-funds checks, transaction monitoring, suspicious-activity reporting and the decision to accept or refuse any client are carried out by the brokerage under its own authorisation and its own regulator. Where our software provides workflow tooling for those tasks, it is a place to record a decision the brokerage makes — never the maker of it, and never a substitute for the brokerage's own obligations.
• We do not set trading terms. Spreads, commissions, swaps, leverage, margin policy, execution, slippage, stop-out levels and the decision to open or close any position are configured and controlled by the brokerage operating the software, not by us.

If you have deposited money and cannot access it, your claim is against your brokerage and, where applicable, its regulator or compensation scheme. We have no authority over client accounts and cannot move, release, freeze or refund client funds — not as a matter of policy, but because no such capability exists on our side of the boundary.

3a. Data separation

Each brand operates on its own separate database. Client records are not pooled into a shared store, and one brokerage's data is not accessible to another. Where we process personal data at all, we do so as a processor acting on the documented instructions of the brokerage, which is the controller of its own client data and determines what is collected and why.

We do not sell, rent, license or trade client data, and we do not use one customer's client data to serve another. Access by our personnel is limited to what support and operation of the software require, and is logged.

4. Our customers are licensed firms

We license our software only to firms that hold a valid authorisation from a financial services regulator covering the activities they carry on, and that evidence that authorisation to us before onboarding and on request thereafter. If a customer's authorisation lapses, is withdrawn, or is found never to have covered its activities, we may suspend or terminate its licence.

We are not that firm's regulator, auditor or guarantor. Verifying an authorisation is a check on our customers, not a warranty to you about their conduct, solvency or compliance. You should confirm any firm's status directly with the relevant regulator's public register before depositing money with it.

5. Acceptable use, and grounds for immediate termination

You may not use this website or our software to:

• break any law, regulation or sanctions regime that applies to you, or facilitate anyone else doing so;
• offer regulated financial services without the authorisation required in the jurisdictions where you offer them, or continue offering them after an authorisation lapses, is suspended or is withdrawn;
• launder money, finance terrorism, evade sanctions or tax, or process the proceeds of crime or of fraud;
• operate a Ponzi, pyramid or other fraudulent scheme, misappropriate client funds, or misrepresent to clients the nature, risk, custody or regulatory status of what they are buying;
• gain unauthorised access to any account, system or data, exfiltrate another brand's records, or interfere with the integrity or availability of the service;
• misrepresent your identity, your authorisation status, or your relationship with us — including describing our software as conferring regulatory status, custody, insurance or a guarantee it does not.

We terminate for this, and we do not wait for a conviction. Where we reasonably believe the software is being used for any of the above, we may suspend or permanently terminate access immediately and without notice or refund, and may retain and disclose relevant records to law enforcement, a regulator or a court where the law requires or permits it. Suspension for suspected illegality is not a breach of our obligations to the customer: it is one of them.

Nothing in this section makes us responsible for policing a brokerage's clients. Detecting and reporting client-level misconduct is the brokerage's duty under its own authorisation; this section governs the brokerage's own conduct toward us.

6. Availability and change

We do not warrant that the website or the software will be uninterrupted, error-free, or available at any particular time. Markets, data feeds, payment providers and trading venues are operated by third parties, and their outages are not within our control. Figures displayed by our software — balances, prices, exposure, profit and loss — are informational, may be delayed or incorrect, and are not a statement of account. The brokerage's own books and records govern.

7. Liability

Nothing in these terms excludes or limits liability that cannot lawfully be excluded or limited, including for death or personal injury caused by negligence, or for fraud or fraudulent misrepresentation.

Subject to that, and to the fullest extent permitted by law: we are not liable to you for trading losses, lost profits, lost opportunity, loss of data, or any indirect or consequential loss; and we are not liable for the acts, omissions, insolvency or misconduct of any brokerage, payment provider, liquidity provider, data vendor or other third party. Our relationship with a brokerage is contractual and commercial; it does not make us responsible for how that brokerage treats you.

8. Risk

Trading leveraged instruments, including CFDs, carries a high risk of loss. The full statement is in the Risk Disclosure and Waiver, which forms part of these terms.

9. Intellectual property

The software, this website and their content are owned by us or our licensors. Use of the software is permitted only under a current licence agreement, and nothing here transfers ownership of anything.

10. Changes to these terms

We may update these terms. The version published here, bearing the date shown at the foot of the page, is the current one. Continued use after a change constitutes acceptance of it.

11. Governing law

These terms and any dispute arising out of them are governed by [governing law and jurisdiction — to be completed]. Mandatory protections available to you as a consumer in your country of residence are unaffected.

12. Contact

Legal notices: [legal contact email — to be completed].