ORCHIMATE TERMS OF USE

Introduction

Welcome to orchimate.org and our library of Orchestra Specifications (together referred to in these Terms of Use as “Orchimate”).

Please note that your access and use of Orchimate are subject to these Terms of Use.  Please read these Terms of Use carefully.  By accessing, browsing or using Orchimate, you confirm that you accept these Terms of Use and that you agree to comply with them.

We may update these Terms of Use from time to time.  Before accessing or using Orchimate please check if there have been any changes to the Terms of Use since your last visit.  Your continued use of Orchimate constitutes acceptance of the most recent version of the Terms of Use.

If you have any questions or concerns about Orchimate or these Terms of Use please contact us at orchimate@atomicwire.io.

1. Definitions

   
   

   In these Terms of Use the following terms have the following meanings:

   
   

   “Atomic Wire”, “we”, “our”, “us” means Atomic Wire Technology Limited, a company registered in England & Wales with number 11606227 and its registered office at 7 Bell Yard, London, WC2A 2JR.

   
   

   “Content” means (including but not limited to) any text, graphics, logos, icons, images, audio, video, software, data compilations, page layout and any other form of information capable of being stored in a computer that appears on or forms part of Orchimate, and for the avoidance of doubt includes Orchestra Specifications.

   
   

   “Orchestra Specification” means a technical specification published by Atomic Wire, a standards body, exchange, regulator or other market participant which prescribes machine readable rules of engagement in conformance with the FIX Orchestra Technical Specification.

   
   

   “Orchestra Specification Licence” means the additional terms applicable to an Orchestra Specification as specified by the publisher or licensor of the Orchestra Specification.

   
   

   “User” means any third party that accesses Orchimate.

   
   

2. General Licence

   1. Subject to these Terms of Use and the terms of the applicable Orchestra Specification Licence(s), Atomic Wire grants to you revocable, non-exclusive, non-transferable licences:

      (a)  to access and use Orchimate; and

      (b) to download Orchestra Specifications solely for use within your organisation or for the purpose of conducting your organisation’s business.  You irrevocably and unconditionally agree to comply with all the requirements of the Orchestra Specification Licence applicable to any Orchestra Specification that you download or use, including (without limitation) those related to attribution and derivative works.

   2. In the case of Orchestra Specifications published by Atomic Wire, you acknowledge and agree that Atomic Wire retains all right, title, and interest in and to the Orchestra Specifications, including all copyrights, trade marks and other proprietary and/or intellectual property rights.

   3. In the case of Orchestra Specifications published by any persons other than Atomic Wire (“Third Party Publishers”), you acknowledge and agree that the Third Party Publisher or their licensor (as specified in the Orchestra Specification) retains all right, title, and interest in and to the Orchestra Specification, including all copyrights, trade marks and other proprietary and/or intellectual property rights.

   4. Orchimate is protected by intellectual property laws, including the copyright laws of England and Wales and international intellectual property laws and treaties.

   5. In the event of a conflict between the terms and conditions of these Terms of Use and the terms of an Orchestra Specification Licence, the terms of the Orchestra Specification Licence prevail.

   
   

3. Use of Orchimate

   1. When accessing and using Orchimate (including without limitation any Orchestra Specification), you must comply with all applicable laws, including without limitation, the rules and regulations of the FCA, the Financial Services and Markets Act 2000, the Financial Promotions Order 2005, the European Union Markets in Financial Instruments Directive (MiFID) (2003/39/EC), U.S. Securities and Exchange Commission (all as updated or replaced from time to time) and the national or other securities exchanges of any jurisdiction in which you are located or operate, or which apply to your activities, including compliance with rules against making false or misleading statements to manipulate the price of a security and any requirements regarding the promotion of investments or the listing of primary securities.

   2. You agree that you will not, and will not permit anyone else to:

      1. store, copy, modify, distribute, sell, rent, lease or loan any of the Orchestra Specifications made available via Orchimate or compile or collect any Orchestra Specifications as part of a collection, compilation, directory or database or other work, except to the extent that an Orchestra Specification Licence expressly permits such use;

      2. use any automated tool (e.g., robots, spiders) to access or use Orchimate, or store, copy, modify, distribute, or resell any Orchestra Specifications, except where an Orchestra Specification Licence expressly permits such use;

      3. rent, lease, or sublicense your access to Orchimate to another person;

      4. circumvent or disable any digital rights management, usage rules, or other security features of Orchimate;

      5. use Orchimate in a manner that prevents or restricts its integrity, performance, or availability;

      6. remove, alter or obscure any copyright or other proprietary notices on any part of Orchimate;

      7. use Orchimate in a manner which breaches any applicable laws or regulations; or

      8. not use any automated processes to interact with Orchimate (such as scripts to harvest data) or to undertake unauthorised security probing activities or other attempts to evaluate the security integrity of Orchimate or its hosting infrastructure.

   
   

4. Availability of Orchimate

   
   

   Atomic Wire provides Orchimate on an “as is” and “as available” basis.  Accordingly, Atomic Wire accepts no liability for any disruption or non-availability of Orchimate resulting from external causes including, but not limited to, ISP equipment failure, hosting provider failure, communications network failure, power failure, natural events, acts of war or legal restrictions and censorship.

   
   

5. No recommendations or advice

   
   

   Orchimate must be used for information purposes only.  Atomic Wire is not a financial adviser and is not regulated by the UK Financial Conduct Authority (“FCA”) or any other regulatory body.  If you make investment decisions in reliance on information you acquire in connection with your use of Orchimate, you do so at your own risk and Atomic Wire will not be liable for any losses that you may incur.

   
   

6. Disclaimers

   1. Atomic Wire makes no warranty or representation that Orchimate will meet your requirements, that it will be of satisfactory quality, that it will be fit for a particular purpose, that it will not infringe the rights of third parties, that it will be compatible with all systems, that it will be secure and that all Content provided will be accurate. We make no guarantee of any specific results from the use of Orchimate. Atomic Wire may update Orchimate from time to time, and may change the Content at any time. However, Atomic Wire makes no warranty or representation that Orchimate will be up to date at any given time.

   2. Your use of Orchimate is at your sole risk. Orchimate is provided on an “as is” and “as available” basis. To the maximum extent permitted by law, Atomic Wire expressly disclaims all warranties of any kind, whether express or implied, including, but not limited to the implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement.  We do not guarantee the accuracy, completeness, or usefulness of Orchimate, and you rely on Orchimate at your own risk.  No advice or information, whether oral or written, obtained by you from Atomic Wire will create any warranty not expressly stated in these Terms of Use.

   3. Without prejudice to the generality of section 6.2, Atomic Wire will not be liable in any way or under any circumstances for any loss or damage that you may incur as a result of:

      1. your use of any Orchestra Specifications; or

      2. any errors or omissions in any Orchestra Specifications as made available by Atomic Wire.

   
   

7. Limitation of Liability

   1. Whilst every effort is made to keep viruses or similar malicious software or code out of Orchimate, Atomic Wire accepts no liability for any damage done by viruses or similar malicious software code.  It is your sole responsibility to ensure that you have adequate and regularly updated virus protection for your own systems.

   2. Nothing in these Terms of Use excludes or limits Atomic Wire’s liability for death or personal injury arising from our negligence, or fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited by English law.

   3. Atomic Wire will not be liable for any loss or damage, whether in contract, tort (including negligence), for breach of statutory duty, or otherwise, even if foreseeable, for any:

      1. indirect, incidental, special, consequential, or exemplary loss or damage; or

      2. direct or indirect (a) loss of profits, sales, business or revenue, (b) business interruption, (c) loss of anticipated savings, or (d) loss of business opportunity, goodwill or reputation,

      resulting from your use of Orchimate, or arising under or in connection with these Terms of Use.

   4. Subject to sections 7.2 and 7.3, under no circumstances will Atomic Wire’s total liability of all kinds resulting from your use of Orchimate, or arising under or in connection with these Terms of Use (including but not limited to warranty claims), regardless of the forum and regardless of whether any action or claim is based on contract, tort (including negligence), or otherwise, exceed £1,000.

   
   

8. Indemnity

   
   

   You will indemnify and hold Atomic Wire, and its subsidiaries, affiliates, officers, agents, and employees, harmless from any costs, damages, expenses, and liability caused by your use of Orchimate, your breach of these Terms of Use, or your infringement of any rights of a third party through use of Orchimate.

   
   

9. Law and Jurisdiction

   
   

   These Terms of Use and the relationship between you and Atomic Wire shall be governed by and construed in accordance with the laws of England and Wales and Atomic Wire and you agree to submit to the exclusive jurisdiction of the English courts.

   
   

10. Links to other websites

    
    

    Orchimate may contain links to other websites. These websites are not under the control of Atomic Wire, and we disclaim liability for any and all forms of loss or damage arising out of the use of them.  Links to other websites on Orchimate does not imply any endorsement.