Service Agreement
Copy Trading Terms
TraderWagon
Last Revised: November 22nd, 2021
Welcome to the Copy Trading services owned and operated by TraderWagon Ltd., whose address is at Victoria Corporate Agents (Proprietary) Limited, Suite 108, Premier Building, Victoria, Mahe, Seychelles (“Company”, “we”, “us”, or “our”). These Copy Trading terms and conditions (“Copy Trading Terms”) constitute a legally binding agreement between Company and Copy Trader and Lead Trader (each, a “User”, “you” or “your”) of the Copy Trading services located at https://traderwagon-1.gitbook.io/traderwagon-1/ or such other URL as may be designated by Company from time to time, as well as any mobile apps or other related services or applications thereto (collectively, the “Copy Trading”).
Company is an “ Operator” under these Copy Trading Terms. You acknowledge and accept that: (i) the Company is only providing a technology service and that you may use services provided by third parties such as liquidity, execution and trading services; and (ii) the scope of the relationship between you and the Company shall be as of technology and software services.
BY ACCESSING AND USING COPY TRADING SERVICES, YOU REPRESENT AND WARRANT THAT YOU HAVE NOT BEEN INCLUDED IN ANY TRADE EMBARGOES OR ECONOMIC SANCTIONS LIST (SUCH AS THE UNITED NATIONS SECURITY COUNCIL SANCTIONS LIST), THE LIST OF SPECIALLY DESIGNATED NATIONALS MAINTAINED BY OFAC (THE OFFICE OF FOREIGN ASSETS CONTROL OF THE U.S. DEPARTMENT OF THE TREASURY), OR THE DENIED PERSONS OR ENTITY LIST OF THE U.S. DEPARTMENT OF COMMERCE. THE COMPANY RESERVES THE RIGHT TO CHOOSE MARKETS AND JURISDICTIONS TO CONDUCT BUSINESS, AND MAY RESTRICT OR REFUSE, IN ITS DISCRETION, THE PROVISION OF SERVICES IN CERTAIN COUNTRIES OR REGIONS AND ITS USERS.
1. Acceptance and modification of Copy Trading Terms
1.1 Please carefully review these Copy Trading Terms. If you become a Copy Trader or a Lead Trader, you are deemed to have read, accepted and agreed to be bound by these Copy Trading Terms. We may change or amend these Copy Trading Terms at any time at our sole and absolute discretion. Any changes to these Copy Trading Terms will be in effect as of the “LAST REVISED” date referred to at the top of this page. You acknowledge and agree that the form and nature of Copy Trading, and any part of it, may change from time to time without prior notice to you, and that we may add new or remove existing features and change any part of Copy Trading services. You are responsible for checking these documents periodically to review its current version. Your continued access and use of Copy Trading services will be considered as acceptance of Copy Trading Terms.
1.2 IF ANY PROVISION OF THESE COPY TRADING TERMS OR ANY FUTURE CHANGES IN THESE DOCUMENTS ARE UNACCEPTABLE TO YOU, DO NOT USE OR CONTINUE TO USE COPY TRADING SERVICES. YOUR CONTINUED USE OF COPY TRADING SERVICES FOLLOWING THE POSTING OF ANY NOTICE OF ANY CHANGE TO THESE TERMS SHALL CONSTITUTE YOUR ACCEPTANCE AND AGREEMENT TO SUCH CHANGE.
1.3 ARBITRATION NOTICE: TERMS CONTAIN AN ARBITRATION CLAUSE. EXCEPT FOR CERTAIN TYPES OF DISPUTES MENTIONED IN THAT ARBITRATION CLAUSE, YOU AND COMPANY AGREE THAT DISPUTES BETWEEN US WILL BE RESOLVED BY MANDATORY BINDING ARBITRATION, AND YOU AND COMPANY WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS-ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.
2. Overview of Copy Trading
2.1 Copy Trading provides you with the opportunity to interact, follow and copy the portfolios of other traders. It allows users to analyse financial data by comparing and copying trades and techniques. You will be able to make investment decisions on crypto assets based on information provided by 'Lead Traders' (who may be anonymous or unidentifiable) such as details of trades made by them on the platform. Notwithstanding the above, Copy Trading was not developed to provide personalised investment recommendations, investment advice, tax related advice or other financial related advice of any kind. Any information related to copy trade, or about the performance of the copy trade is not intended to be, and should not be considered as investment advice. All the information available on the platform is provided by us solely for informational purposes and such information should be used as a starting point for your own independent research and investment decision making. Copy Trading shall not be considered as advice or recommendations or endorsements by or on behalf of the Company and/or its affiliates.
2.2 Company has the right to evaluate your knowledge, experience, adaptability and assess whether Copy Trading is a suitable investment for you. This assessment will be determined by information and documents provided by you, and you can update it at any time. Company will not hold any liability for your losses as a result of providing false or deceptive information as part of your assessment.
2.3 Copy Trading only provides a copy trading order service, sending the trader order synchronized to the market under the user's authorization to deal with the counterparty market. There is no guarantee that the copied orders will have the same opening/closing price, opening/closing time and profit/loss ratio due to changes in market conditions, changes in market depth and time-delayed execution of system instructions.
2.4 Company will monitor the performance of any user and we reserve the right, at our own discretion, to: (i) open and close user accounts; (ii) include or exclude Lead Traders, Copy Traders and/or portfolios; (iii) block, stop or pause any Lead Trader from being copied under and/or any portfolio from being copied in platform; (iv) cancel or reject any orders placed by any third party on your behalf for security and/or legal reasons; (v) terminate the relationship with you.
2.4.1 For Lead Traders:
(i) Lead Trader must keep its account active. No trading behavior indicates: (a) the desire to resign from being a Lead Trader; (b) lack of guidance with its Copy Traders that rely on Lead Trader orders. In this event, Copy Trading platform will automatically delete Lead Trader permissions.
(ii) Lead Trader trading strategy description on Copy Trading platform must be accurate so that Copy Traders can follow the investment based on this description. The Lead Trader's trading behavior and actions must be consistent with the trading strategy previously indicated by Lead Trader to prevent mislead orders from its Copy Traders. If the actual trading method of Lead Trader is different from the strategy description, the Company may not approve the adoption of this trading method. If the trading behavior leads to serious consequences, such as losses or other financial consequences, Company will take relevant actions including, but not limited to suspension or deactivating Lead Trader account or cutting off its Copy Traders.
(iii) Lead Trader agrees to abide the Copy Trading platform's rules such as: (a) Copy Trading functions unavailable; (b) cancellation of relationship with its Copy Traders; (c) limitation on the number of Copy Traders; (d) limitation on portfolio creation; (e) limitation on trading volume of its Copy Traders along with the minimum cap of capital required per portfolio; (f) limitation on the trading pair varieties or limited leverage accessibility or both.
(iv) Lead Trader also agrees that Copy Trading platform has the right to adjust some features, including but not limited to: (a) Lead Trader‘s public trading information; (b) the percentage of Lead Trader’s profit share or the percentage of the profit share from recommending some traders; (c) settlement cycle of Lead Trader‘s profit share; (d) Lead Trader's ranking rules adjusting the trading fees of Copy Trading orders; (e) hide some and/or all key information related to Copy Trading orders on the Copy Trader's position page.
(v) Lead Trader is prohibited from (a) using multiple accounts to get profit shares by sharing trading activity; (b) plagiarizing the orders of other Lead Traders such as copying other Lead Trader's trading strategies; (c) conducting ultra-short-term transactions and/or scalping trades (opening and closing orders in less than 2 minutes); (d) conduct malicious operations, including but not limited to malicious orders to increase the number of Copy Traders or funds.
2.4.2 For Copy Traders:
(i) Copy Traders shall share 10% (ten percent) of its portfolio profits with its Lead Traders.
(ii) Copy Trader agrees to abide the Copy Trading platform's rules such as: (a) Copy Trading functions unavailable; (b) cancellation of relationship with Lead Traders; (c) limitation on the number of Lead Traders to be followed; (d) limitation on portfolio creation; (e) limitation on minimum and maximum deposit per portfolio; (f) limitation on maximum number of portfolios to be copied; (g) price volatility due to trading exchange liquidity.
(iii) Copy Trader also agrees that Copy Trading platform has the right to adjust some features, including but not limited to: (a) Copy Trader‘s public trading information; (b) settlement cycle of Copy Trader‘s profit share; (c) hide some and/or all key information related to Copy Trading orders on the Copy Trader's position page.
(iv) Copy Trader acknowledges and agrees that placing an order following a Lead Trader or other investors on Copy Trading platform may result in a risk of loss, and the entire account may lose money which shall be borne solely by the Copy Trader.
2.5 In case you fail to comply with Copy Trading Terms, the following restrictions may apply depending on the severity of the cases: (a) warning; (b) reduction of community rankings; (c) reduction of your maximum trading leverage and/or the maximum trading volume; (d) inability to use Copy Trading services; (e) non-payment of the profit share earned from the violation trading; (f) permanent suspension of the account.
3. Representations and Warranties
3.1 When using Copy Trading services, you represent and warrant that:
(i) You have capacity to enter into the Copy Trading Terms;
(ii) You have all necessary consent and authority to enter into the Copy Trading Terms and use Copy Trading services;
(iii) You acknowledge and agree that you may be registered as KYC person which may include politically exposed person and sanctions screening;
(iv) You acknowledge and agree to provide personal information and documents that is true, reliable, accurate, complete and not misleading;
(v) You understand that you need to keep your account information (such as user ID, password, personal data, etc.) confidential and you will solely bear all liability of sharing this information;
(vi) You act at your own behalf and benefit and not as the agent, attorney, trustee or representative of any other person;
(vii) You will not use third party's information (such as name, ID number, phone number, email address). If the information you provide is inaccurate, illegal, or invalid, the Company will prohibit you from using the Copy Trading platform;
(viii) You agree to keep your personal information updated and if you want to change the account type, you agree to apply for it at customer service by submitting a work order. If you fail to timely inform the Company about the change of personal information, the Company will not be responsible for any loss caused by the change.
(ix) You understand and agree to inform the Copy Trading platform of any errors that have occurred within seventy-two (72) hours after trades are executed.
(x) You have not and will not upload or transmit any malicious code to Copy Trading platform or otherwise use any electronic device, software, algorithm, and/or dealing method or strategy that aims to manipulate any aspect of Copy Trading platform or Copy Trading services;
(xi) You agree to only post information in the Copy Trading platform that is in compliance with the relevant laws and regulations. You shall not maliciously publish or spread bad information that violates laws and regulations and that may be unethical, including but not limited to text, pictures, audio, video, etc.
(xii) You will only invest money through Copy Trading services that is not originated or in any way associated with drug trafficking, abduction, terrorist activity or any other criminal activity that is unlawful or could be considered unlawful by any relevant authority and/or jurisdiction;
3.2 If you breach any warranty or representation made under this Agreement: (i) Company may close any orders or trades that you have made, and/or close or freeze your account; (ii) you will solely assume all losses and damages caused.
4. Assumption of risks
4.1 Crypto assets are volatile virtual products with a high risk of losing money quickly. Prices can fluctuate significantly on any given day. Due to these price fluctuations, your holdings may significantly increase or decrease in value at any given moment, and this may result in a loss of all the capital you have invested in a transaction.
4.2 Therefore you should not trade or invest money that you cannot afford to lose. It is important that you fully understand the risks involved before deciding to trade with us in light of your financial resources, level of experience, and risk appetite. If required, you should seek advice from an independent financial advisor. The actual returns and losses experienced by you will vary depending on many factors, including, but not limited to, market behaviour, market movement, and your trade size. Past performance is not a guide to future performance. The value of your investments may go up or down.
4.3 When you trade on Copy Trading platform, there is a risk that Copy Trading activity may be unavailable and/or you may lose money as a result of:
(i) the failure of your computer, mobile, digital device (including its battery);
(ii) a weak internet or mobile connection, including transmission errors, delays, interruptions of network signals, errors caused by the stability of the device connection, which means you may not be able to connect to platform, or if you are able to connect there may be a delay;
(iii) hacking or the use of malicious software that allows a third party to gain access to your information and/or assets;
(iv) your device being incompatible with platform or system specifications, including due to incorrect settings or system specifications;
(v) any incidents that occur beyond the control of the platform.
4.4 While Copy Trading will use reasonable efforts to ensure that the services run stably and effectively, the Company can't guarantee that there will be no network delay, computer system failures, technical problems associated with the use of computers or data feed systems relied upon by the Company and/or its partners and vendors, failure of hardware, software or communication lines or systems or other force majeure events, which may lead to delay, suspension, interruption of service, short-notice maintenance work or deviation of Copy Trading services execution that does not match your expectations. You acknowledge that in case of any such failures (whether or not described above), the Company does not take any responsibility and shall not be liable for any resulting losses.
4.5 Company shall not be responsible for any claims and losses arising from any of the cases described above whether directly or indirectly related to the Company and/or its partners and vendors.
5. Copy Trading Content
5.1 When using Copy Trading, you may be able to post, comment, and/or submit content to be made available through the Copy Trading platform (“Your Content”). You are fully responsible for Your Content that you post, comment, submit, or otherwise make available through the Copy Trading. Accordingly, by using Copy Trading and uploading Your Content or otherwise make Your Content available, you grant us a license to access, use, host, cache, store, copy, reproduce, transmit, display, publish, distribute, adapt and modify (for technical purposes, e.g., making sure content is viewable on smartphones as well as computers and other devices). Your Content in any and all media or distribution methods (now known or later developed) but solely as required to be able to operate and provide services of Copy Trading.
5.2 You agree that the license you grant includes the right for us to provide, promote, and improve Copy Trading and to make Your Content available to other companies, organizations or individuals for the distribution, promotion or publication of Your Content on other media and services. You agree that these rights and licenses are non-exclusive, royalty-free, transferable, sub-licensable, irrevocable and worldwide (for so long as Your Content is stored with us), and include a right for us to make Your Content available to, and pass these rights along to, others with whom we have contractual relationships related to the provision of Copy Trading, and solely for purpose of providing Copy Trading, and to otherwise permit access to disclose Your Content to third parties if we determine such access is necessary to comply with our legal obligations. You are fully responsible for keeping your account safe. Never post and/or share your personal data or security information, password and other information that may put your account at risk. Company may review and monitor Your Content on the Copy Trading platform. Notwithstanding the above, the Company may not agree and/or share the terms of Your Content.
5.3 When you post, comment and/or submit Your Content on Copy Trading platform you will need to in accordance with Content Guidelines. You must make sure that Your Content belongs to you or that you have a right to post that information and that you do not violate the copyright, contract rights, publicity rights, privacy rights, or any other rights of any individual or entity.
5.4 You shall be liable for any and all damages resulting from any infringement or other violation of the copyright, trademarks or other proprietary rights of any individual or entity, and for any other harm or losses resulting from Your Content. You acknowledge and agree that Company shall remove and take all legal appropriate measures related to Your Content and you: (i) must not provide investment advice, portfolio management services or any other type of service; (ii) must not post that Company endorse or warrant Your Content; (iii) must not advertise, indicate and/or promote another business or service, or any type of commercial and/or advertising content including but not limited to spam; and (iv) must not post anything which is illegal, violent, racist, abusive, offensive, insulting, inciteful, threatening, defamatory, harassing, sexually explicit, rude, or hateful.
5.5 Company may share Your Content if required by law enforcement or government authorities, assisting such entities in any investigation about a breach.
5.6 Company may post information such as news, graphs, links to other websites, newsletters or information from third parties, etc. There is no guarantee that such information is accurate, correct and, in no event, such information shall be considered as financial advice. Company is not responsible nor holds any liability for any decision you take or not take based on such information. You bear all risks when using such information to make your own investment decisions.
5.7 You are not allowed and shall not share the information posted by the Company outside of the Copy Trading platform.
6. Disclaimer of Warranties
TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, COMPANY SERVICES AND PRODUCTS ARE OFFERED ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND COMPANY EXPRESSLY DISCLAIMS, AND YOU WAIVE, ANY AND ALL OTHER WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT OR WARRANTIES ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE IN TRADE. WITHOUT LIMITING THE FOREGOING, COMPANY DOES NOT REPRESENT OR WARRANT THAT THE PLATFORM, SERVICES OR PRODUCTS ARE ACCURATE, COMPLETE, RELIABLE, CURRENT, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. COMPANY DOES NOT GUARANTEE THAT ANY ORDER WILL BE EXECUTED, ACCEPTED, RECORDED OR REMAIN OPEN. EXCEPT FOR THE EXPRESS STATEMENTS, AGREEMENTS AND RULES SET FORTH IN THESE COPY TRADING TERMS, YOU HEREBY ACKNOWLEDGE AND AGREE THAT YOU HAVE NOT RELIED UPON ANY OTHER STATEMENT OR AGREEMENT, WHETHER WRITTEN OR ORAL, WITH RESPECT TO YOUR USE AND ACCESS OF COMPANY SERVICES. WITHOUT LIMITING THE FOREGOING, YOU HEREBY UNDERSTAND AND AGREE THAT COMPANY WILL NOT BE LIABLE FOR ANY LOSSES OR DAMAGES ARISING OUT OF OR RELATING TO: (A) ANY INACCURACY, DEFECT OR OMISSION OF DIGITAL ASSETS PRICE DATA; (B) ANY ERROR OR DELAY IN THE TRANSMISSION OF SUCH DATA; (C) INTERRUPTION IN ANY SUCH DATA; (D) REGULAR OR UNSCHEDULED MAINTENANCE CARRIED OUT BY COMPANY AND SERVICE INTERRUPTION AND CHANGE RESULTING FROM SUCH MAINTENANCE; (E) ANY DAMAGES INCURRED BY OTHER USERS’ ACTIONS, OMISSIONS OR VIOLATION OF THESE COPY TRADING TERMS; (F) ANY DAMAGE CAUSED BY ILLEGAL ACTIONS OF OTHER THIRD PARTIES OR ACTIONS WITHOUT COMPANY'S AUTHORIZATION; AND (G) OTHER EXEMPTIONS MENTIONED IN DISCLAIMERS AND PLATFORM RULES ISSUED BY COMPANY.
THE DISCLAIMER OF IMPLIED WARRANTIES CONTAINED HEREIN MAY NOT APPLY IF AND TO THE EXTENT IT IS PROHIBITED BY APPLICABLE LAW OF THE JURISDICTION IN WHICH YOU RESIDE.
7. Disclaimer of Damages and Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL COMPANY, ITS AFFILIATES AND THEIR RESPECTIVE SHAREHOLDERS, MEMBERS, DIRECTORS, OFFICERS, EMPLOYEES, ATTORNEYS, AGENTS, REPRESENTATIVES, SUPPLIERS OR CONTRACTORS BE LIABLE FOR ANY INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL OR SIMILAR DAMAGES OR LIABILITIES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF DATA, INFORMATION, REVENUE, PROFITS OR OTHER BUSINESSES OR FINANCIAL BENEFITS) ARISING OUT OF COMPANY SERVICES, ANY PERFORMANCE OR NON-PERFORMANCE OF COMPANY SERVICES, OR ANY OTHER PRODUCT, SERVICE OR OTHER ITEM PROVIDED BY OR ON BEHALF OF COMPANY AND ITS AFFILIATES, WHETHER UNDER CONTRACT, STATUTE, STRICT LIABILITY OR OTHER THEORY EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES EXCEPT TO THE EXTENT OF A FINAL JUDICIAL DETERMINATION THAT SUCH DAMAGES WERE A RESULT OF COMPANY’S GROSS NEGLIGENCE, FRAUD, WILLFUL MISCONDUCT OR INTENTIONAL VIOLATION OF LAW. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
NOTWITHSTANDING THE FOREGOING, IN NO EVENT WILL THE LIABILITY OF COMPANY, ITS AFFILIATES AND THEIR RESPECTIVE SHAREHOLDERS, MEMBERS, DIRECTORS, OFFICERS, EMPLOYEES, ATTORNEYS, AGENTS, REPRESENTATIVES, SUPPLIERS OR CONTRACTORS ARISING OUT OF SERVICES OFFERED BY OR ON BEHALF OF COMPANY AND ITS AFFILIATES, ANY PERFORMANCE OR NON-PERFORMANCE OF COMPANY SERVICES, OR ANY OTHER PRODUCT, SERVICE OR OTHER ITEM, WHETHER UNDER CONTRACT, STATUTE, STRICT LIABILITY OR OTHER THEORY, EXCEED THE AMOUNT OF THE FEES PAID BY YOU TO COMPANY UNDER THESE COPY TRADING TERMS IN THE TWELVE-MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM FOR LIABILITY.
8. Indemnification
You agree to indemnify and hold harmless Company Operators (such as legal persons, unincorporated organizations and teams that provide services to the Company), their affiliates, contractors, partners, licensors, and their respective directors, officers, employees and agents from and against any claims, actions, proceedings, investigations, demands, suits, costs, expenses and damages (including attorneys’ fees, fines or penalties imposed by any regulatory authority) arising out of or related to (i) your use of, or conduct in connection with, Company Services; (ii) your breach or our enforcement of these Copy Trading Terms; or (iii) your violation of any applicable law, regulation, or rights of any third party during your use of Company Services. If you are obligated to indemnify Company Operators, their affiliates, contractors, licensors, and their respective directors, officers, employees or agents pursuant to these Terms, Company will have the right, in its sole discretion, to control any action or proceeding and to determine whether Company wishes to settle, and if so, on what terms.
9. Announcements
Please be aware of all official announcements and news published on the platform. Users undertake to refer to these materials regularly and promptly. Company will not be held liable or responsible in any manner of compensation that users may incur related to personal losses arising from ignorance or negligence of verifying the content of such announcements.
10. Compliance with Local Laws
It is Users’ responsibility to abide by local laws in relation to the legal usage of Company services in their local jurisdiction as well as other laws and regulations applicable to Users. Users must also factor, to the extent of their local laws, all aspects of taxation, the withholding, collection, reporting and remittance to their appropriate tax authorities. ALL USERS OF COMPANY SERVICES ACKNOWLEDGE AND DECLARE THAT THEIR FUNDS COME FROM LEGITIMATE SOURCES AND DO NOT ORIGINATE FROM ILLEGAL ACTIVITIES. USERS AGREE THAT COMPANY WILL REQUIRE THEM TO PROVIDE OR OTHERWISE COLLECT THE NECESSARY INFORMATION AND MATERIALS AS PER RELEVANT LAWS OR GOVERNMENT ORDERS TO VERIFY THE LEGALITY OF THE SOURCES AND USE OF THEIR FUNDS. Company maintains a stance of cooperation with law enforcement authorities globally and will not hesitate to seize, freeze, terminate Users’ accounts and funds which are flagged out or investigated by legal mandate.
11. Resolving Disputes: Forum, Arbitration, Class Action Waiver
PLEASE READ THIS SECTION CAREFULLY, AS IT INVOLVES A WAIVER OF CERTAIN RIGHTS TO BRING LEGAL PROCEEDINGS, INCLUDING AS A CLASS ACTION.
11.1 Notice of Claim and Dispute Resolution Period. Please contact the Company first! Company wants to address your concerns without resorting to formal legal proceedings, if possible. If you have a dispute with the Company, then you should contact the Company and a ticket number will be assigned. The Company will attempt to resolve your dispute internally as soon as possible. The parties agree to negotiate in good faith to resolve the dispute (which discussions shall remain confidential and be subject to applicable rules protecting settlement discussions from use as evidence in any legal proceeding).
11.2 In the event the dispute cannot be resolved satisfactorily, and you wish to assert a legal claim against the Company, then you agree to set forth the basis of such claim in writing in a “Notice of Claim,” as a form of prior notice to the Company. The Notice of Claim must: (i) describe the nature and basis of the claim or dispute; (ii) set forth the specific relief sought; (iii) provide the original ticket number; and (iv) include your Company account email. The Notice of Claim should be submitted to an email address or hyperlink provided in your correspondence with the Company. After you have provided the Notice of Claim to the Company, the dispute referenced in the Notice of Claim may be submitted by either the Company or you to arbitration in accordance with clause 11.3 below. For the avoidance of doubt, the submission of a dispute to the Company for resolution internally and the delivery of a Notice of Claim to the Company are prerequisites to commencement of an arbitration proceeding (or any other legal proceeding). During the arbitration, the amount of any settlement offer made by you or the Company shall not be disclosed to the arbitrator.
11.3 Agreement to Arbitrate. You and Company Operators agree that, subject to clause 11.1 above, any dispute, claim, or controversy between you and the Company (and/or Company Operators) arising in connection with or relating in any way to these Copy Trading Terms or to your relationship with Company (and/or Company Operators) as a user of Company services (whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and whether the claims arise during or after the termination of these Copy Trading Terms) will be determined by mandatory final and binding individual (not class) arbitration, except as set forth below under Exceptions to Agreement to Arbitrate. You and Company Operators further agree that the arbitrator shall have the exclusive power to rule on his or her own jurisdiction, including without limitation any objections with respect to the existence, scope or validity of the Agreement to Arbitrate, or to the arbitrability of any claim or counterclaim. Arbitration is more informal than a lawsuit in court. THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN ARBITRATION AWARD IS LIMITED. There may be more limited discovery than in court. The arbitrator must follow this agreement and can award the same damages and relief as a court (including, if applicable, attorney fees), except that the arbitrator may not award declaratory or injunctive relief in favour of anyone but the parties to the arbitration. The arbitration provisions set forth in this Section will survive termination of these Copy Trading Terms.
11.4 Arbitration Rules. he arbitration shall be subject to the HKIAC Administered Arbitration Rules (HKIAC. Rules) in force when the Notice of Arbitration is submitted, as modified by this Section. The arbitration will be administered by the Hong Kong International Arbitration Centre (HKIAC). Unless the parties agree otherwise, there shall be only one arbitrator appointed in accordance with the HKIAC Rules. Any arbitration will be conducted in the English language. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. JUDGMENT ON ANY ARBITRAL AWARD MAY BE GIVEN IN ANY COURT HAVING JURISDICTION OVER THE PARTY (OR OVER THE ASSETS OF THE PARTY) AGAINST WHOM SUCH AN AWARD IS RENDERED. Time for Filing: ANY ARBITRATION AGAINST COMPANY OPERATORS MUST BE COMMENCED BY FILING A REQUEST FOR ARBITRATION WITHIN ONE (1) YEAR, AFTER THE DATE THE PARTY ASSERTING THE CLAIM FIRST KNOWS OR REASONABLY SHOULD KNOW OF THE ACT, OMISSION OR DEFAULT GIVING RISE TO THE CLAIM; AND THERE SHALL BE NO RIGHT TO ANY REMEDY FOR ANY CLAIM NOT ASSERTED WITHIN THAT TIME PERIOD. THIS ONE YEAR LIMITATION PERIOD IS INCLUSIVE OF THE INTERNAL DISPUTE RESOLUTION PROCEDURE SET FORTH IN PARAGRAPH 1 OF THIS SECTION, ABOVE. THERE SHALL BE NO RIGHT TO ANY REMEDY FOR ANY CLAIM NOT ASSERTED WITHIN THAT TIME PERIOD. If applicable law prohibits a one-year limitation period for asserting claims, any claim must be asserted within the shortest time period permitted by applicable law. Process; Notice: The party who intends to seek arbitration after the expiration of the Dispute Resolution Period set forth in paragraph 1, above, must submit a request to the HKIAC in accordance with the HKIAC Rules. If we request arbitration against you, we will give you notice at the email address or mailing address you have provided. You agree that any notice sent to this email or mailing address shall be deemed effective for all purposes, including without limitation to determinations of adequacy of service. It is your obligation to ensure that the email address and/or mailing address on file with Company is up-to-date and accurate. Seat of Arbitration: The seat of the arbitration shall be Hong Kong. Place of Hearing: The location of any in-person arbitration hearing shall be Hong Kong, unless otherwise agreed to by the parties.
11.5 Governing Law. These Copy Trading Terms (including this arbitration agreement) shall be governed by, and construed in accordance with, the laws of Hong Kong. Confidentiality. The parties agree that the arbitration shall be kept confidential. The existence of the arbitration, any nonpublic information provided in the arbitration, and any submissions, orders or awards made in the arbitration (together, the “Confidential Information”) shall not be disclosed to any non-party except the tribunal, the HKIAC, the parties, their counsel, experts, witnesses, accountants and auditors, insurers and reinsurers, and any other person necessary to the conduct of the arbitration. Notwithstanding the foregoing, a party may disclose Confidential Information to the extent that disclosure may be required to fulfill a legal duty, protect or pursue a legal right, or enforce or challenge an award in bona fide legal proceedings. This confidentiality provision shall survive termination of these Terms and of any arbitration brought pursuant to these Terms.
11.6 Class Action Waiver. You and the Company agree that any claims relating to these Copy Trading Terms or to your relationship with Company as a user of Company services (whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and whether the claims arise during or after the termination of these Copy Trading Terms) shall be brought against the other party in an arbitration on an individual basis only and not as a plaintiff or class member in a purported class or representative action. You and Company further agree to waive any right for such claims to be brought, heard, or arbitrated as a class, collective, representative, or private attorney general action, to the extent permissible by applicable law. Combining or consolidating individual arbitrations into a single arbitration is not permitted without the consent of all parties, including Company.
11.7 Modifications. Company reserves the right to update, modify, revise, suspend, or make any future changes to this Section regarding the parties’ Agreement to Arbitrate, subject to applicable law. You hereby consent and agree that it is your responsibility to ensure that your understanding of this Section is up to date. Subject to the applicable law, your continued use of your Company account shall be deemed to be your acceptance of any modifications to this Section regarding the parties’ Agreement to Arbitrate. You agree that if you object to the modifications to this Section, the Company may block access to your account pending closure of your account. In such circumstances, these Copy Trading Terms prior to modification shall remain in full force and effect pending closure of your account.
12. Miscellaneous
12.1 Independent Parties. Company is an independent contractor but not an agent of you in the performance of these Copy Trading Terms. These Copy Trading Terms shall not be interpreted as facts or evidence of an association, joint venture, partnership, or franchise between the parties.
12.2 Entire Agreement. These Copy Trading Terms constitute the entire agreement between the parties regarding use of Company services and will supersede all prior written or oral agreements between the parties. No usage of trade or other regular practice or method of dealing between the parties will be used to modify, interpret, supplement, or alter the terms herein.
12.3 Interpretation and Revision. Company reserves the right to alter, revise, modify, and/or change these Copy Trading Terms at any time. All changes will take effect immediately upon being published on the Company platform. It is your responsibility to regularly check relevant pages on our websites/applications to confirm the latest version of these Copy Trading Terms. If you do not agree to any such modifications, your only remedy is to terminate your usage of Company services and cancel your account. You agree that, unless otherwise expressly provided in these Copy Trading Terms, Company will not be responsible for any modification or termination of Company services by you or any third party, or suspension or termination of your access to Company services.
12.4 Force Majeure. Company will not be liable for any delay or failure to perform as required by these Copy Trading Terms because of any cause or condition beyond Company’s reasonable control.
12.5 Severability. If any portion of these Copy Trading Terms is held invalid or unenforceable, such invalidity or enforceability will not affect the other provisions of these Copy Trading Terms, which will remain in full force and effect, and the invalid or unenforceable portion will be given effect to the greatest extent possible.
12.6 Assignment. You may not assign or transfer any right to use Company services or any of your rights or obligations under these Copy Trading Terms without prior written consent from Company, including any right or obligation related to the enforcement of laws or the change of control. Company may assign or transfer any or all of its rights or obligations under these Copy Trading Terms, in whole or in part, without notice or obtaining your consent or approval.
12.7 Waiver. The failure of one party to require performance of any provision will not affect that party’s right to require performance at any time thereafter. At the same time, the waiver of one party to seek recovery for the other party’s violation of these Copy Trading Terms or any provision of applicable terms shall not constitute a waiver by that party of any subsequent breach or violation by the other party or of the provision itself.
12.8 Third-Party Website Disclaimer. Any links to third-party websites from Company services does not imply endorsement by Company of any product, service, information or disclaimer presented therein, nor does Company guarantee the accuracy of the information contained on them. If you suffer loss from using such third-party product and service, the Company will not be liable for such loss. In addition, since Company has no control over the terms of use or privacy policies of third-party websites, you should read and understand those policies carefully.
13. Contact
13.1 General questions or comments about Copy Trading or these Copy Trading Terms should be sent either by mail to [email protected].
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Contents
Copy Trading Terms
TraderWagon
1. Acceptance and modification of Copy Trading Terms
2. Overview of Copy Trading
3. Representations and Warranties
4. Assumption of risks
5. Copy Trading Content
6. Disclaimer of Warranties
7. Disclaimer of Damages and Limitation of Liability
8. Indemnification
9. Announcements
10. Compliance with Local Laws
11. Resolving Disputes: Forum, Arbitration, Class Action Waiver
12. Miscellaneous
13. Contact