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Terms of use

Introduction

Please read these Terms of Use (the "Agreement") carefully, as they contain the legal terms and conditions that govern your use and access of the site http://tradewave.net ("Tradewave" or the "Site"). This Agreement governs your use of Tradewave and constitutes a legally-binding agreement between you and Tradewave, Inc. ("We", "Us", or "Our"). If you have any questions about this Agreement, please contact us.

For humans

Everything below this section constitutes a legally binding contract and we encourage you to read it. These are the main points, in plain English:

  • Trading on any exchange can be risky. If you use this Site, you should be aware that we will not be liable for any losses, financial or otherwise, that you may incur while using Tradewave. You trade and use the Site entirely at your own risk.
  • The use of Tradewave does not create a fiduciary relationship with Tradewave. We do not provide financial advice and cannot guarantee the accuracy of any of the financial information or data presented on the site.
  • You cannot use Tradewave to commit any wrongful or unlawful acts in any jurisdiction.
  • We will never access your strategies, unless it is for maintenance or support purposes, and we respect your intellectual property.

Acceptance of agreement

By accessing Tradewave or otherwise browsing, searching, or using Tradewave, you acknowledge that you have read, understood and agree to this Agreement and any future modifications or additions thereto.

We reserve the right to revise and amend this Agreement from time to time in our sole discretion. Any changes to this Agreement will be posted on https://tradewave.net. If you are a registered user of Tradewave, we will attempt to notify you of material modifications to this Agreement when you log onto the Site. However, you should periodically check this Agreement for any modifications. If you do not agree to any modifications to this Agreement, your sole remedy is not to use Tradewave.

Acknowledgement of risks (including trading risks)

Tradewave provides: (i) a trading platform that allows you to create trading strategies; (ii) the ability to copy public trading strategies shared by others (iii) servers for running the trading strategies; (iv) the ability to backtest trading strategies; (v) the ability to execute buys and sells on an exchange according to a chosen trading strategy; (vi) access to discussion forums; and (vii) access to coding and other reference material related to trading.

Use of Tradewave carries with it significant risk. Cryptocurrencies are highly speculative and volatile and may result in significant losses. Prices of cryptocurrencies can (and do) fluctuate. Due to price fluctuations, you may increase or lose value in your asset at any given moment. Cryptocurrencies also have special risks not generally shared by official currencies backed by central governments. Unlike the US Dollar, Pound Sterling, Euro, Yen, and other currencies, cryptocurrencies are built using open source technologies that are backed only by technology and trust. There is no central bank that can take corrective measures to protect the value of cryptocurrencies in a time of crisis. The value of cryptocurrencies may collapse because of unexpected changes imposed by developers of the open source software, a government regulation or prohibition, or the creation of superior or competing alternative currencies. The value of cryptocurrencies might also collapse because of technical problems, security issues, as well as other risks not specified in this Agreement. It is entirely possible that purchasing cryptocurrencies will lead to significant loss.

By using this Site or any information listed on Tradewave, you affirm that you will assume all financial risks and other hazards. YOU FURTHER AGREE THAT YOU WILL NOT HOLD US RESPONSIBLE FOR ANY LOSSES INCURRED AS A RESULT OF YOUR USE OF TRADEWAVE.

User account

In order to use Tradewave, you must be over the age of 18 and must create a user account by providing your email address and creating a password. By creating a user account, you represent and warrant that:

  • The information you provide to us is accurate and complete;
  • You will keep your password secure; and
  • You will notify us of any suspected breach of security or unauthorized use of your account.

You are solely responsible for all activities that occur under your account and are obligated to take full responsibility for your own use of the site and of any third party use of your account information. We are not responsible, and will not be liable for, any losses, damages, or causes of action arising from your failure to protect and safeguard your account or password. Moreover, you cannot transfer your Tradewave account or any rights to another Tradewave username.

Proprietary rights

The design and layout of the Site are proprietary to Tradewave, Inc. and are protected by copyright, trademark, or other laws. You acknowledge and agree that nothing in this Agreement provides you any rights or ownership in our copyrights, trademarks or trade secrets ("IP Rights"). The IP Rights are our exclusive property, and this Agreement does not transfer any IP Rights to you or vest any IP Rights in you.

Your intellectual property rights

You retain ownership over any source code or trading strategies that you generate while using the Site. Tradewave agrees to restrict its internal access to any source code or trading strategy created by a user, except: (i) when prior permission has been granted by you; (ii) to provide technical or other customer support; (iii) to maintain the Site; or (iv) as required by law.

Non-exclusive license

Subject to the terms and conditions of this Agreement, we grant you a limited, revocable, non-exclusive, non-assignable, non-transferable, non-sublicensable license to use Tradewave so long as we permit you to use the Site and do not terminate your account. Without limiting the foregoing, you agree not to (and agree not to allow any third party to):

  • Sublicense, distribute, or use Tradewave outside of the scope of the license granted in this Agreement;
  • Copy, modify, adapt, translate, prepare derivative works from, reverse engineer, disassemble, or decompile Tradewave or otherwise attempt to discover any source code or trade secrets related to Site;
  • Rent, lease, sell, assign, or otherwise transfer rights in or to Tradewave;
  • Use, post, transmit, or introduce any device, software, or routine which interferes or attempts to interfere with the operation of the Site;
  • Use the trademarks, trade names, service marks, logos, domain names, and other distinctive brand features or exploit any copyright or other proprietary rights associated with the Site for any purpose without the express written consent of Tradewave;
  • Register, attempt to register, or assist anyone else to register any trademark, trade name, service marks, logos, domain names, and other distinctive brand features, copyright or other proprietary rights associated with Tradewave or the Site; and
  • Remove, obscure, or alter any notice of copyright, trademark, or other proprietary rights appearing in or on any item included with the Site.

User conduct

Tradewave permits you to create and run trading strategies. However, you are solely responsible and liable for any content that you upload, post, or otherwise provide to Tradewave. You agree to use Tradewave in a lawful manner and agree:

  • Not to upload any content that violates the rights of any third parties, including, but not limited to, copyright, trademark, statutory, and other proprietary rights;
  • Not to introduce any malicious software, viruses, worms, Trojan horses, or other harmful code onto the website that are designed or intended to disrupt, damage, limit, or interfere with the proper function of any software, hardware, or telecommunications equipment or to damage or obtain unauthorized access to any system, data, password, or other information of Tradewave or any third party;
  • Not to impersonate any person or entity, including any of our employees or representatives of Tradewave;
  • Not to circumvent any security-related features of the Site, including those designed to limit copying or reproduction;
  • Not to take any action that imposes or may impose (as determined by us in our sole discretion) an unreasonable or disproportionately large burden or load on Tradewave’s or its third-party providers’ infrastructure;
  • Not to interfere or attempt to interfere with the proper working of the Site or any activities conducted using the Site;
  • Not to bypass any measures we may use to prevent or restrict access to the Site (or other accounts, computer systems, or networks connected to the Site);
  • Not to engage in any harassing, intimidating, predatory, behavior or stalk any other user of the Tradewave;
  • Not to use manual or automated software, devices, or other processes to "crawl" or "spider" any page of the website;
  • Not to directly or indirectly: (i) decipher, decompile, disassemble, reverse engineer, or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of Tradewave, except to the limited extent applicable laws specifically prohibit such restriction; (ii) modify, translate, or otherwise create derivative works of any part of Tradewave; or (iii) copy, rent, lease, distribute, or otherwise transfer any of the rights that you receive hereunder; and
  • Not to violate any applicable local, state, national, and international laws or regulations, including, but not limited to, relevant securities laws.

You further confirm that you will not use Tradewave to:

  • Operate an unlicensed money transmitter, money service, payment service provider, e-money, or any other financial services business, which requires licensure, including, but not limited to, exchanges of virtual currencies, sales of money orders or traveler's checks, and escrow services;
  • Enter into gambling transactions, or perform sports forecasting or odds making;
  • Facilitate prostitution or illegal escort services;
  • Perpetrate violent acts towards self or others, or activities or items that encourage; promote, facilitate or instruct others regarding the same;
  • Fund any of the items referenced in this section; or
  • Extort, blackmail, or induce unearned payments from others.

Payments and pricing

Not all of the services provided on Tradewave are free. While creating and backtesting your strategies using Tradewave is available without charge, in order to engage in live trading, you will be charged a monthly fee (the "Monthly Membership Fee"). By upgrading to engage in live trading and providing or designating a payment method, you authorize us to charge you a Monthly Membership Fee at the then current rate, and any other charges you may incur in connection with your use of the Tradewave services.

We provide a 7 day money-back guarantee to enable you to test and evaluate the Site. If you do not cancel your account within this seven day period, you your first month's Monthly Membership Fee will not be refundable. We will continue to bill you the Monthly Membership Fee each month, until you cancel your Tradewave subscription.

If a payment is not successfully settled, due to expiration, insufficient funds, or otherwise, and you do not cancel your account, you may remain responsible for any uncollected amounts and authorize us to continue billing the payment method that you have provided to us.

We reserve the right to adjust pricing for our services or any components thereof in any manner and at any time as we may determine in our sole and absolute discretion. Except as otherwise expressly provided for in this Agreement, any price changes to the Tradewave services will take effect following email notice to you.

You agree that the Monthly Membership Fee will be paid in Bitcoin and that the dollar equivalent to our Monthly Membership Fee will be determined at the time of checkout by our payment processor, BitPay.

Cancellation and termination

We may terminate your account or otherwise prevent you from using Tradewave at our discretion, with or without cause, at any time and without notice, and without any liability to you for doing so.

If we terminate your account, you must immediately stop using Tradewave and you agree not to attempt to regain access to the Site without our express permission. Termination will result in the suspension or deletion of your account and access to your account. Tradewave reserves the right to block access to the Site to anyone for any reason at any time. In the event of termination of your account, the provisions of this Agreement shall remain in effect.

You agree that Tradewave, in its sole discretion, may suspend or terminate its operation of the Site or your use of the Site (or any services or portions thereof), and may remove and discard any any information, data, text, software, music, sound, photographs, graphics, video, messages or other materials, that you, or any other user of the Site, uploads, posts or transmits to or through the Site (the "User Content") within the Site, for any reason. In the event you fail to comply with the Terms, your right to use the Site will automatically terminate. You agree that Tradewave shall not be liable to you or any third-party for any termination of the Site, your access to the Site or any removal of any User Content from the Site.

We will endeavour to provide a reasonable prior notification to all users if operation of the Site will be terminted. However, we strongly encourage users to create occasional backups of their strategies in the unlikely event that they are lost.

Use of third party exchanges

Use of Tradewave may involve the use of third party cryptocurrency exchanges, such as Kraken, Bitstamp, OKCoin, BTC-e, and BitFinex ("Third Party Exchanges") to enable us to execute trading strategies and buy, sell, and exchange cryptocurrencies for other cryptocurrencies or fiat money.

We do not own or operate any of these Third Party Exchanges and we are not responsible for any fees, charges, or other disputes incurred as a result of your use of these services. Moreover, we have no control over the terms of service, terms of use, operation, or policies of these Third Party Exchanges. You are solely responsible for complying with any such conditions and policies when using these Third Party Exchanges through Tradewave, and will not hold us liable for any losses resulting from your use of these services.

Third party content and research

Tradewave offers content from third-party providers on the Site. This content includes, but is not limited to, financial market data and quotes ("Third Party Content"). Tradewave makes the Third Party Content available to you only as a service and convenience, and for informational purposes only. THE INFORMATION ON TRADEWAVE IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. WE DO NOT ACCEPT ANY RESPONSIBILITY OR LIABILITY FOR THE ACCURACY, CONTENT, COMPLETENESS, LEGALITY, OR RELIABILITY OF THE INFORMATION CONTAINED ON THIS WEBSITE. NO WARRANTIES, PROMISES AND/OR REPRESENTATIONS OF ANY KIND, EXPRESSED OR IMPLIED, ARE GIVEN AS TO THE NATURE, STANDARD, ACCURACY OR OTHERWISE OF THE INFORMATION PROVIDED IN THIS WEBSITE NOR TO THE SUITABILITY OR OTHERWISE OF THE INFORMATION TO YOUR PARTICULAR CIRCUMSTANCES. TRADEWAVE DOES NOT GUARANTEE THE ACCURACY, TIMELINESS, COMPLETENESS OR CORRECT SEQUENCING OF THE THIRD PARTY CONTENT OR WARRANT ANY RESULTS FROM YOUR USE OR RELIANCE ON THE THIRD PARTY CONTENT. THE THIRD PARTY CONTENT MAY QUICKLY BECOME UNRELIABLE FOR VARIOUS REASONS INCLUDING, FOR EXAMPLE, CHANGES IN MARKET CONDITIONS OR ECONOMIC CIRCUMSTANCES. You use Third Party Content only at your own risk.

We may discontinue offering any content on the Website at any time without notice. You agree that neither Tradewave nor the third-party providers will be liable to you in any way for the termination, interruption, delay or inaccuracy of any of the Third Party Content on the Website. The Third Party Content is protected by copyright pursuant to United States laws and international treaties and is owned or licensed by the Third Party Content provider(s) credited. You will not redistribute or facilitate the redistribution of any Third Party Content, nor will you provide access to the Third Party Content to anyone who is not authorized by Tradewave to receive the Third Party Content.

We do not provide financial advice

The information found on Tradewave does not constitute either general or personal financial product advice. It is for informational and educational purposes only. Any information found on the Site is not a recommendation that you should take a particular course of action and should not be regarded as financial advice. IF YOU DECIDE TO ENTER INTO A CRYPTOCURRENCY TRANSACTION, YOU DO SO AT YOUR OWN RISK. WE WILL NOT BE LIABLE FOR ANY LOSSES RESULTING FROM YOUR USE OF THE SITE OR YOUR DECISION TO ENTER INTO ANY CRYPTOCURRENCY TRANSACTION.

Use of tradewave does not create a fiduciary relationship

We are not a registered investment advisor nor a broker-dealer and do not serve as a consultant or personalized advisor. As such, we assume no fiduciary obligations to you, and you specifically disclaim and waive the formation of a fiduciary relationship with us. We encourage you to get personal advice from a professional investment advisor and to make independent investigations before deciding to: (i) purchase any cryptocurrency; or (ii) engage in any cryptocurrency transaction.

Taxes

It is your sole responsibility to determine whether, and to what extent, any taxes apply to any transactions associated with your receipt or transfer of a cryptocurrency, and/or to the cryptocurrency transactions you conduct using Tradewave, and to withhold, collect, report and remit the correct amounts of taxes to the appropriate tax authorities. WE ARE NOT RESPONSIBLE FOR ANY TAXES INCURRED ON ANY GAINS.

Data usage

Electronic communications and transactions executed through the Tradewave Site may not be encrypted. You acknowledge that there is a risk that data or other information that you provide to us while using Tradewave may be accessed by unauthorized third parties.

DMCA takedown policy

We enable you to upload Python code and other content to Tradewave. If a user has uploaded a script that infringes your intellectual property rights, you should send us a request to take down the content at hello@tradewave.net. Any such complaints or requests should include your name, your mailing address, your telephone number, your email address, and your physical or electronic signature.

Copyright Infringement

If you send us a request to take down content that infringes upon your copyright, your request should include:

  • A description of the content that you believe infringes upon your copyright;
  • The name of the copyrighted work that you believe is being infringed;
  • The website URL that contains or is associated with the infringing content;
  • A short explanation of how the content infringes your rights;
  • A statement that you have a good faith belief that the use of the copyrighted work is not authorized by the copyright owner, its agent, or under the law; and
  • A statement that the information included in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of the copyright.

Copyright complaints or requests under the Digital Millennium Copyright Act ("DMCA") can be sent directly to hello@tradewave.net. To learn more about the policies and requirements of the DMCA, please visit http://www.copyright.gov/legislation/dmca.pdf.

Other Intellectual Property Infringement

If you send us a request to take down content that infringes upon any other intellectual property rights (e.g., trademarks, patents, trade secrets, a right of publicity, etc.), your complaint or request should include:

  • The intellectual property you own that is being infringed;
  • A description of the content you believe infringes upon your intellectual property;
  • The website URL that contains or is associated with the infringing content; and
  • A short explanation of how the content infringes your rights.

Fake Accounts

If someone has created an account in which he or she pretends to be you, and you send us a request to take down that account, please be sure that you have included the URL or username of your account and the fake account, and please indicate which is the fake account.

Next Steps

Once we receive a complaint, we will make best efforts to review the complaint as soon as possible. If you have provided all of the information above, we will promptly remove or block access to the content or the fake profile, and will send a notice to the other Tradewave user indicating that we have done so. We will terminate the accounts of any repeat infringers at our discretion.

Counter Notice

If you receive a notice that we have removed infringing or false content, and you believe that we have acted as a result of misidentification or error, you can lodge a Counter Notice by emailing us at hello@tradewave.net. Any Counter Notice should include:

  • Your name, address, telephone number and email address;
  • An identification of the material that we have taken down;
  • A statement under penalty of perjury that you have a good faith belief that the material was removed as a result of mistake or misidentification;
  • A statement that you consent to the jurisdiction of the U.S. District Court for the federal district in which you reside, and that you will accept service of process from the complaining party or its agent in the event that a lawsuit is filed against you relating to such content; and
  • Your physical or electronic signature.

If we receive such a Counter Notice, we will put the removed content back on your profile, unless we first receive notice from the complaining party that it has filed a lawsuit or other action seeking a court order to keep you from engaging in the allegedly infringing activity.

Tradewave message board and discussion group

We maintain a Tradewave message board and discussion group. Message boards and discussion groups, by their nature, may contain offensive, harmful, deceptive, misleading, inaccurate or otherwise inappropriate material, and you acknowledge and agree that we shall not have any responsibility for the content of any discussion group, or materials or articles contained therein, that may be accessed on or through this Site. You understand that Tradewave acts as a passive conduit for, and does not control, or attempt to control, any information, data, text, software, music, sound, photographs, graphics, video, messages or other materials, that you, or any other user of the Site, uploads, posts or transmits to or through the Site (the "User Content"). We may, but are not obligated to, monitor or review the User Content and retain the right to delete any User Content at any time.

You acknowledge and agree that you are solely responsible for any User Content that you upload, post or transmit to or through the Site, including, but not limited to, its legality, reliability, accuracy, integrity, appropriateness and originality. In no event shall we have any liability related to the User Content, whether arising under the laws of copyright, libel, privacy, obscenity, or otherwise.

You represent and warrant that you will not upload, post or otherwise transmit any User Content to or through the Site that infringes, misappropriates or otherwise violates any copyright, trademark or other intellectual property right, right of privacy, right of publicity or any other right of any entity or person; or that is unlawful, threatening, libelous, defamatory, obscene, scandalous, inflammatory pornographic, or profane, or that could constitute or encourage conduct that would be considered a criminal offense, give rise to civil liability, or otherwise violate any law or Tradewave rule or policy.

You further grant us a perpetual, irrevocable, worldwide, royalty-free, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, publicly perform and publicly display the User Content (except trading strategies) that you upload, post or transmit to the Site (in whole or in part) and/or to incorporate it in other works in any form, media, or technology now known or later developed. You also grant each user of this Site the right to access, display, view, and reproduce such User Content for personal use. You represent and warrant that you have the right to grant the licenses stated above. You acknowledge and agree that you may not upload, post, reproduce, or distribute any User Content on or through this Site that is protected by copyright or other proprietary right of a third party, without obtaining permission of the owner of such right. Any copyrighted or other proprietary content distributed with the consent of the owner must contain the appropriate copyright or other proprietary rights notice. The unauthorized submission or distribution of copyrighted or other proprietary content is illegal and could subject you to personal liability or criminal prosecution.

Other third party services

We utilize links and other tools to connect users to third party services and websites. We have no control over the content and policies of such third parties, and in no event shall we be held responsible or liable for the accuracy, reliability, or currentness of such third party content and policies. Users who access such third party services and websites through Tradewave are solely responsible for complying with the terms and policies of these third parties.

In no event shall a description or reference to a third party’s product or service (including, but not limited to, providing a description or reference via hyperlink) be construed as an endorsement of such third party product or service by us. We retain the exclusive right to add to, modify, or cancel the availability of any third party products or services.

Open source software

Tradewave uses third party software licensed under various open source licenses (the "Open Source Software"). OPEN SOURCE SOFTWARE IS INCLUDED FOR USE AT YOUR OPTION. YOUR USE OF ANY SUCH SOFTWARE SHALL BE GOVERNED BY THE SOFTWARE’S LICENSING AGREEMENT. Nothing in this Agreement limits your rights under, or grants you rights with respect to, the terms of the Open Source Software’s licensing agreement. We bear no responsibility for your use of the Open Source Software and we shall have no liability for your use of such software.

DISCLAIMER

YOU UNDERSTAND AND AGREE THAT WE MAKE NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO THE SITE OR ANY OTHER SOFTWARE REFERENCED IN THIS AGREEMENT, ALL OF WHICH ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING ANY WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AVAILABILITY, ACCURACY, COMPLETENESS, SECURITY, COMPATIBILITY, RELIABILITY, OR OTHERWISE, WITH RESPECT TO ALL SUCH SOFTWARE.

OUR OFFICERS, DIRECTORS, REPRESENTATIVES, AGENTS, SERVANTS, COUNSEL, EMPLOYEES, CONSULTANTS, AND OTHER PERSONNEL AUTHORIZED TO ACT, ACTING, OR PURPORTING TO ACT ON OUR BEHALF (THE "TRADEWAVE PARTIES") DO NOT WARRANT THAT THE SITE WILL BE ERROR-FREE OR THAT DEFECTS WITH THE SITE WILL BE CORRECTED. MOREOVER, YOU EXPRESSLY AGREE THAT USE OF THE SITE IS RISKY AND THAT ALL RISKS RELATED TO YOUR USE OF THE SITE AND ANY THIRD PARTY SOFTWARE ARE ASSUMED SOLELY BY YOU.

SOME STATES DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES, SO THE FOREGOING DISCLAIMERS MAY NOT APPLY TO YOU. THIS PARAGRAPH GIVES YOU SPECIFIC LEGAL RIGHTS AND YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM STATE TO STATE.

LIMITATION ON LIABILITY

IN NO EVENT SHALL THE TRADEWAVE PARTIES BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE SITE OR THIS AGREEMENT (HOWEVER ARISING, INCLUDING NEGLIGENCE).

SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. THE LIABILITY OF THE TRADEWAVE PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO THE ACTUAL AMOUNT OF DIRECT DAMAGES.

Indemnity

To the extent permitted by applicable law, you agree to defend, indemnify and hold harmless the Tradewave Parties from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorneys’ fees) arising from: (i) your use of and access to the Site; (ii) your violation of any term of this Agreement; (iii) your violation of any law, rule or regulation, or the rights of any third party.

Time limitation on claims

You agree that any claim you may have arising out of or related to your relationship with us must be filed within one year after such claim arose; otherwise, your claim is permanently barred.

Modification

We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Site (or any part thereof) with or without notice.

Notice

We may provide you with notices, including those regarding changes to this Agreement. Such notices may not be received if you violate this Agreement by accessing Tradewave in an unauthorized manner. You acknowledge that under this Agreement by using the Site you are deemed to have received any and all notices that would have been delivered had you accessed Tradewave in an authorized manner.

Entire agreement

This Agreement sets forth the entire understanding and agreement between you and Tradewave, Inc. as to the subject matter hereof, and supersedes any and all prior discussions, agreements and understandings of any kind (including without limitation any prior versions of this Agreement), and any nature between us. Except as provided for above, any modification to this Agreement must be in writing and must be signed by both parties.

Governing law

This Agreement shall be governed by the laws of the State of New York in the United States, without giving any effect to any conflict of law principles. You waive any objection based on lack of personal jurisdiction, place of residence, improper venue, or forum non conveniens in any such action.

Force majeure

We shall not be held liable for any delays, failure in performance or interruption of service which result directly or indirectly from any cause or condition beyond our reasonable control, including, but not limited to, any delay or failure due to any act of God, act of civil or military authorities, act of terrorism, civil disturbance, war, strike or other labor dispute, fire, interruption in telecommunications or Internet services or network provider services, failure of equipment and/or software, other catastrophe or any other occurrence which is beyond our reasonable control and shall not affect the validity and enforceability of any remaining provisions.

Arbitration/waiver of class action

Arbitration is generally less formal than a trial, and the rules of evidence are often relaxed. A neutral third-party arbiter determines the outcome. ANY DISPUTE ARISING UNDER THIS AGREEMENT SHALL BE FINALLY SETTLED ON AN INDIVIDUAL BASIS IN ACCORDANCE WITH THE AMERICAN ARBITRATION ASSOCIATION'S RULES FOR ARBITRATION OF CONSUMER-RELATED DISPUTES AND YOU HEREBY EXPRESSLY WAIVE TRIAL BY JURY. THE ARBITRATION SHALL TAKE PLACE IN NEW YORK, NEW YORK, IN THE ENGLISH LANGUAGE AND WITH LIMITED DISCOVERY. THE ARBITRAL DECISION MAY BE ENFORCED IN ANY COURT. AT YOUR REQUEST, HEARINGS MAY BE CONDUCTED IN PERSON OR BY TELEPHONE AND THE ARBITRATOR MAY PROVIDE FOR SUBMITTING AND DETERMINING MOTIONS ON BRIEFS, WITHOUT ORAL HEARINGS. THE PREVAILING PARTY IN ANY ACTION OR PROCEEDING TO ENFORCE THIS AGREEMENT SHALL BE ENTITLED TO COSTS AND ATTORNEYS' FEES. ADDITIONALLY, YOU HEREBY WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.

Waiver

Our failure to exercise or delay in exercising any right, power or privilege under this Agreement shall not operate as a waiver; nor shall any single or partial exercise of any right, power or privilege preclude any other or further exercise thereof.

Severability

If any provision of this Agreement shall be determined to be invalid or unenforceable under any rule, law or regulation or any governmental agency, local, state, or federal, such provision will be changed and interpreted to accomplish the objectives of the provision to the greatest extent possible under any applicable law and the validity or enforceability of any other provision of this Agreement shall not be affected.

Note to interational users

Tradewave is hosted in the United States. If you are a user accessing the Site from the European Union, Asia, or any other region with laws or regulations governing personal data collection, use, and disclosure, that differ from United States laws, please be advised that through your continued use of the Site, which are governed by US law, you are transferring your personal information to the United States and you consent to that transfer.

Questions/contact

If you have any questions, comments, or concerns regarding this Agreement, please contact us.

Effective: January 5th, 2015

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