TERMS OF SERVICE
1. Acceptance of the Terms of Service
The following terms and conditions (these “Terms of Service”) govern your access to and use of https://apiaryfund.com (the “Website”), including any content, information, resources, software, functionality and services offered on or through or accessed or downloaded from the Website, as well as your access to and use of any other websites or devices, technologies, software, online platforms or services, whether owned and/or licensed and/or operated by us or by third parties, which are in any way connected or linked to, or associated or integrated with, or otherwise a part of or related to the Website (including the Website, collectively the “Service”).
2. Accessing the Service and Account Security
You hereby represent and warrant that you are of the age of majority (not a minor) in your state and country of residence; that you are legally able and competent to enter into and be bound by the Agreement; that you reside or have a valid address in the United States, a U.S. territory, Canada or country of residence; and that you have a valid Social Security Number, Federal Tax ID Number, or Taxpayer Identification Number (TIN/EIN) for your country of legal residence.
To access or use the Service or portions thereof, you may be asked to provide certain registration details or other information. It is a condition of your access to and use of the Service that all the information you provide is accurate, true, current and complete, and that you maintain and update this information so it will continue to be accurate, true current and complete at all times.
If you choose, or are provided with, a user name, password or any other piece of information as part of our security procedures (collectively, “Account Access”), you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your Account Access is personal to you and agree not to provide any other person with access to the Service or portions of it using your user name, password or other security information. We advise you to change your password frequently and to take extra care in safeguarding your password.
You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information. You agree, confirm and acknowledge that we will not be liable for any loss or damage that incurred as a result of someone else using your Account Access, either with or without your consent and/or knowledge.
You agree and acknowledge that you are solely and fully liable and responsible for all activities that are made by using your Account Access. You further acknowledge and agree that we will hold you liable and responsible for any damage or loss incurred as a result of the use of your Account Access by any person whether authorized by you or not, and you agree to indemnify us for any such damage or loss.
You agree not to use the account or Account Access of any other person for any reason. You agree and confirm that your access to and use of the Service are made directly by you and that you are not using the Service for or behalf of any other person or entity.
3. Prohibited Uses
You may access and use the Service only for lawful purposes and in accordance with these Terms of Service. You hereby agree not to:
- Use the Service in any way that violates any applicable federal, state, local or international law, statute, ordinance, rule, regulation or market convention, including without limitation intellectual property laws and the rules and regulations of the SEC, CFTC or any government or self-regulatory organization (especially and including rules against making false or misleading statements to manipulate the price of any security);
- Post, link to, or transmit any information, statement or claim that could be considered or otherwise construed to be investment advice.
- Solicit investment from other visitors or users or offer to make trades on another person’s behalf or give unauthorized investment advice or financial promotions.
- Post, link to, transmit, or procure the sending or delivery of any content that is disruptive, uncivil, abusive, vulgar, profane, obscene, sexually explicit, racist, hateful, fraudulent, threatening, harassing, defamatory, or that discloses private or personal matters, or that in our sole judgment is objectionable or which restricts or inhibits any other person from using or enjoying the Service.
- Post, link to, transmit, or procure the sending or delivery of any unsolicited advertising or promotional material, or other forms of solicitation, whether personal or commercial, including chain letters, pyramid schemes, and links or URLs to third party websites deemed as commercial;
- Impersonate or attempt to impersonate us or another user or any other person or entity (including, without limitation, by using e-mail addresses or screen names associated with any of the foregoing), or falsely state or otherwise misrepresent your affiliation with a person or entity, or use the Account Access of another user.
- Forge headers or manipulate identifiers or other data in order to disguise the origin of any content posted, linked to, or transmitted through the Service or to manipulate your presence, access, or use of the Service;
- Reverse engineer, decompile, or disassemble any software, code, or functionality of the Service, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this express limitation.
- Use the Service in any manner that could disable, overburden, damage, or impair the site or interfere with any other party’s use of the Service, including their ability to engage in real time activities through the Service, or use any device, software or routine that interferes with the proper working of the Service.
- Use any robot, spider or other automatic device, process or means, or any manual process, to access the Service for any purpose, including monitoring or copying any content or material or data on or available through any part of the Service.
- Introduce any viruses, trojan horses, worms, logic bombs or other material which is malicious or technologically harmful.
- Attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of the Service, the server(s) on which the Service is stored/run, or any account, network, server, computer, or database connected to the Service.
- Take any action that imposes an unreasonably or disproportionately large load on our infrastructure or disrupts the functioning of our systems or Service.
- Take any action that damages or disrupts the functioning of our systems or Service or otherwise attempt to interfere with the proper working of our systems or Service.
- Rent, lease or lend or directly or indirectly transfer your access or rights to the Service to any third party.
- Sell or otherwise transfer your profile.
- Copy, modify, adapt, publish, retransmit, redistribute, lend, sell, sublicense, or otherwise use or transfer any of the information, material, content, available through the Service except as otherwise permitted in these Terms of Service.
4. Reservation of Rights
We reserve the right to investigate complaints or reported violations of these Terms of Service and to take any action we deem appropriate, including but not limited to reporting any suspected unlawful activity to law enforcement officials, regulators, or other third-parties or authorities, and disclosing any information necessary or appropriate to such persons or entities relating to your profile, email address, usage history, posted materials, IP addresses and traffic information.
We reserve the right to disable any user name, password or other identifier, whether chosen by you or provided by us, at any time in our sole discretion if, in our opinion, you have violated any provision of these Terms of Service.
5. Software and Downloads
If we provide you with software or access to software, you are granted a limited, revocable, non-exclusive, non-transferable right to use any such software, and may only use the software in accordance with the instructions, terms and conditions of such software and in connection with the Services.
YOU ARE RESPONSIBLE FOR ENSURING THAT YOUR COMPUTER ENVIRONMENT IS PROPERLY PREPARED TO RECEIVE ANY DOWNLOAD OF SOFTWARE FROM OR THROUGH THE WEBSITE. WE DO NOT GUARANTEE THAT ANY SOFTWARE WILL PERFORM SATISFACTORILY WITH ANY HARDWARE OR SOFTWARE USED BY YOU. YOU AGREE THAT WE WILL NOT BE RESPONSIBLE FOR ANY REDUCED PERFORMANCE OF ANY SERVICE OR LOSS (INCLUDING LOSS OF DATA) OR DAMAGE WHICH IS DUE TO YOUR ADDING TO OR ACCESSING ANY SOFTWARE DOWNLOADED FROM OR THROUGH THE WEBSITE IN CONJUNCTION WITH ANY SYSTEM, SOFTWARE, DATA OR EQUIPMENT.
6. Intellectual Property Rights
The Service, including but not limited to all content, information, resources, software, functionality text, displays, images, video and audio, and the design, selection and arrangement thereof, are owned by the Company, its licensors or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws. No right, title or interest in or to the Service is transferred to you, and the Company reserves all rights not expressly granted.
The Company name, the Company logo, and all related names, logos, product and service names, designs and slogans are trademarks of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. All other names, logos, product and service names, designs and slogans on the Service are the trademarks of their respective owners. You will not remove, conceal, use or amend any copyright, trademark or other proprietary notice incorporated in the Service without the owner’s prior written consent.
Any access to or use of the Service not expressly permitted by these Terms of Service is a breach of these Terms of Service and may violate copyright, trademark and other laws. Any infringement of the rights of the Company or its licensors may result in legal action.
7. Copyright Violations
As set forth in our Copyright Policy, available at https://apiaryfund.com/copyright-policy, we have a policy of limiting access to the Service and terminating the accounts of users who infringe the intellectual property rights of others, including but not limited to those users who are repeat infringes or are repeatedly charged with infringement. Please see the section above regarding our reservation of rights.
If you believe that anything on our Service infringes any copyright that you own or control, you may notify the Company’s Designated Agent. Please see 17 U.S.C. §512(c)(3) for the requirements of a proper notification. Also, please note that if you knowingly misrepresent that any activity or material on our Service is infringing, you may be liable for any damages, including costs and attorneys’ fees, incurred by us or the alleged infringer. You may submit a proper notification to our Designated Agent using the contact information below:
Designated Agent: Copyright Agent
Address: 383 W Lakeview Rd, Lindon, UT 84042
Telephone Number: 801-701-1650
8. Third Party Content
The Service may contain other content, products or services offered or provided by third parties (“Third Party Content”), hypertext or links to Third Party Content (including but not limited to links to other websites), or advertisements which are related to Third Party Content. You confirm and acknowledge that we have no responsibility over any such Third Party Content, including but not limited to any related products, practices, terms or policies, and that we will not be liable for any damage or loss caused by any Third Party Content. The provision by us of a link to another site or Third Party Content does not constitute an authorization by us to access materials at that site or an endorsement by us of any such Third Party Content.
9. Third- Party Rights
You understand and acknowledge that third-party information and software providers may have rights in the information and/or software which they supply and they or another user and/or its affiliated companies may be a third-party beneficiary of these Terms of Service (including, without limitation, any warranty, disclaimer or limitation of liability) with the right to enforce and enjoy the protection of these Terms of Service in their own name. We can, however, change or terminate these Terms of Service without the consent of such third-parties. Apart from these provisions and provisions relating to digital signatures, a person who is not a party to the agreement formed by these Terms of Service shall have no rights under the Contracts (Rights of Third-Parties) Act 1999 to enforce any of its terms.
You agree to comply with any reasonable restrictions or conditions imposed on the use and access of information and/or software imposed by the relevant third-party provider in order to protect such third-party’s legitimate interests. These may be notified to you by us or by such third-party. If any restriction or conditions imposed after your acceptance of these Terms of Service substantially reduces your ability to use the Service, you may terminate these Terms of Service with effect from (a) the first day of the next Billing Cycle where your Billing Cycle is monthly or (b) where your Billing Cycle is annual, thirty (30) days after we notify you of such restriction or conditions. You may be required to enter into a separate agreement with a third-party in order to receive a Service that contains third-party content or software, and in doing so shall be bound by the terms and conditions of such agreement. As used in this Agreement, the term “Billing Cycle” means each monthly or annual period commencing on the date we accept your registration details and send you an email containing your user id and password (the “Registration Date”).
You will be responsible for the payment of all online charges and for the communication facilities which enable you to access the Service and any other applicable VAT, sales taxes or similar taxes (collectively, “Fees”). We may adjust or change the basis of calculation of the Fees by giving you notice on or before the commencement of your next Billing Cycle. Such change will be effective on the first day of the next Billing Cycle.
Apiary Fund will use reasonable endeavors to provide reasonable notice of any change to Fees which relate to fees imposed by a third-party but you agree that these may change without notice if a change is imposed on us by any such third- party. We shall be entitled to charge you interest at 1% per month or the maximum allowed by law (whichever shall be the lower) on any overdue Fees.
Payment for the Service can only be made via a credit/debit card or an automated electronic account withdrawal (available for U.S. customers only). Monthly and annual subscription will be billed to your credit card or withdrawn from your account on the first day of each Billing Cycle. Monthly and annual subscriptions will automatically renew unless you notify us that you want to terminate your service. Due to the nature of educational products and services, charges for any training course, program or technology fees, monthly or annual subscriptions are not refundable once billed. Termination of your access to the Service will take effect on the first day of the next Billing Cycle. Your credit card will be charged immediately following any applicable free trial period associated with the product you purchased. TO PREVENT YOUR CARD FROM BEING AUTOMATICALLY CHARGED FOLLOWING YOUR FREE TRIAL PERIOD, YOU MUST SEND AN EMAIL TO ACCOUNTING@APIARYFUND.COM BEFORE THE CONCLUSION OF YOUR FREE TRIAL PERIOD. CHARGES FOR ANY ANNUAL SUBSCRIPTIONS WHERE A BILLING CYCLE HAS COMPLETED ARE NOT REFUNDABLE.
The Billing Cycle will immediately commence following any applicable free trial period associated with the product you purchased. If a free trial period is not associated with your purchase, the Billing Cycle will take effect 30 days from the Registration Date.
Your participation and activity with the Service is voluntary and either you or we may terminate your access to and use of the Service at any time during a Billing Cycle. Such notice of cancellation will be effective from the first day of the next Billing Cycle. You may terminate your service by emailing your request to firstname.lastname@example.org.
We may terminate or suspend your access to the Service or any part immediately if you are in breach of any of these Terms of Service. Failure to make payment of the Fees when due constitutes a breach of these Terms of Service. We may terminate or suspend your access to a Service if you cease to meet the published eligibility criteria or if any related Service is ended. We may, without notice, suspend yours or everyone’s access to the Service, for security reasons or where it is reasonable to do so to protect its or another’s legitimate interests.
14. Form and Content
We may modify or cancel the Service or part of the Service. We will use reasonable endeavors to give you a minimum of 30 days’ notice of a material modification or cancellation. However, you recognize that where the modification or cancellation is imposed by a third-party information or software provider, then we may give you less notice of a change or modification. If we cancel or substantially modify the Service or part of the Service, you may terminate your access to the Service with effect from (a) the first day of the next Billing Cycle where your Billing Cycle is monthly or (b) where your Billing Cycle is yearly, thirty (30) days after we notify you of such change or modification.
15. Associates are Independent Contractors
Users who are authorized to use the Service to manage money (“Associates”) do so as independent contractors and are entirely responsible for their own personal taxes respective to their state and country. We do not guarantee employment or income and do not provide benefits (i.e. insurance or bonuses) to Associates.
16. Order Routing and Cancellation/Modification
Unless otherwise directed, we will select the liquidity provider to which to route orders. For products traded at multiple markets, we may provide smart routing, which seeks the best market for each order through a computerized algorithm. We cannot guarantee execution of every order at the best-posted price. Indeed, we may not have access to every liquidity provider quote; other orders may trade ahead; liquidity providers may not honor posted prices or may re-route orders for manual handling; or market rules, decisions or system failures may prevent/delay execution of orders or cause orders not to receive the best price. You understand and acknowledge that it may not be possible to cancel/modify an order and that we do not guarantee order executions notwithstanding a cancel/modify request.
17. Order Execution
We execute orders as a principal unless otherwise confirmed to act in the role of an agent. Since we are the principal of all funds, you have no rights or claim or guarantee of trade execution. We may decline, cancel, or reject any order (pending, open or closed) and or terminate your use of the Service at any time and at our sole discretion. All transactions are subject to rules and policies of relevant markets and clearinghouses, and applicable laws and regulations. THE COMPANY IS NOT LIABLE FOR ANY ACTION OR DECISION OF ANY EXCHANGE, MARKET, DEALER, CLEARINGHOUSE OR REGULATOR.
18. Risk of System Failure
Trading through an electronic trading or order routing system exposes you to risks associated with system or component failure. In the event of system or component failure, it is possible that, for a certain time period, you may not be able to enter new orders, execute existing orders, or modify or cancel orders that were previously entered. System or component failure may also result in loss of orders or order priority. We do not guarantee the execution of orders during system failures.
19. Investing Disclaimers
Investing in securities, currencies, and/or contracts associated therewith carries inherent risks. No person, institution, or entity, including the Company, can guarantee a return on investment for such transactions. Neither the Company nor its representatives will recommend the purchase, sale, or transaction advice for a specific security. Only licensed industry representatives may do so including, but not limited to, a broker or dealer, introducing broker, FCM and/or registered investment advisor. We encourage the consultation of such advisors at your discretion and by your choice but do not endorse the opinion of any one particular industry representative.
20. Forex Market Disclaimer
Before deciding to participate in the Forex market, you should carefully consider your investment objectives, level of experience and risk tolerance. Most importantly, do not invest money you cannot afford to lose. There is considerable exposure to risk in any off-exchange foreign exchange transaction, including, but not limited to, leverage, creditworthiness, limited regulatory protection and market volatility that may substantially affect the price, or liquidity of a currency or currency pair. The leveraged nature of forex trading means that any market movement will have an equally proportional effect on your deposited funds. This may work against you as well as for you. The possibility exists that you could sustain a total loss of initial margin funds and be required to deposit additional funds to maintain your position. If you fail to meet any margin requirement, your position may be liquidated and you will be responsible for any resulting losses.
21. Warranty Disclaimer
YOU ACKNOWLEDGE AND AGREE THAT YOUR ACCESS TO AND USE OF THE SERVICE, WHETHER AS A VISITOR/GUEST/UN-REGISTERED USER, OR AS A REGISTERED USER, IS ENTIRELY AT YOUR OWN RISK. NEITHER THE COMPANY NOR ANY THIRD-PARTY INFORMATION OR SOFTWARE PROVIDERS WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE OR HAVE 100% UPTIME, NOR DO THEY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE SERVICE OR AS TO THE ACCURACY OR RELIABILITY OF THE CONTENT OR ANY INFORMATION PROVIDED THROUGH THE SERVICE.
You understand and acknowledge that the internet is publicly accessible and liable to failure and delays and, therefore, we cannot guarantee the arrival of messages over the internet, nor the security of services that use the internet. We are not responsible for any third-party software being used by you in relation to this Service where we do not directly provide such third-party software to you. We are not liable for matters beyond our reasonable control, such as problems with telecommunications networks, computer viruses, unauthorized access or issues related to your security arrangements.
THE SERVICE IS PROVIDED ON AN “AS IS” BASIS WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE SERVICE OR AGAINST INFRINGEMENT, WARRANTIES OF TITLE OR IMPLIED WARRANTIES (BY LAW OR OTHERWISE) OF MERCHANTABILITY, SECURITY, SATISFACTORY QUALITY, OR FITNESS FOR A PARTICULAR PURPOSE, OTHER THAN THOSE WARRANTIES WHICH ARE INCAPABLE OF EXCLUSION, RESTRICTION OR MODIFICATION UNDER THE LAWS APPLICABLE TO THESE TERMS OF SERVICE.
We cannot and will not extend service to anyone and everyone. Minimum performance metrics required for associate account levels are subject to the opinions of our risk managers. The availability and pricing of services offered by us are subject to change at any time. Similarly, availability and size of funded accounts and associate account levels are subject to change at our discretion.
22. Limitations of Liability
THE DISCLAIMER OF LIABILITY SET FORTH IN THIS SECTION APPLIES TO ANY DAMAGES OR INJURY CAUSED BY ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, LABOR DISPUTE, COMMUNICATIONS LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, ALTERATION OF, OR USE OF A RECORD, OR ACT OF GOD, WHETHER FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOUR, NEGLIGENCE OR UNDER ANY OTHER CAUSE OF ACTION.
TO THE MAXIMUM EXTENT PERMITTED BY THE LAWS APPLICABLE TO THESE TERMS OF SERVICE IN NO EVENT SHALL THE COMPANY OR ANY THIRD-PARTY INFORMATION OR SOFTWARE PROVIDERS BE LIABLE FOR ANY DAMAGES INCURRED BY YOU OR ANY THIRD-PARTY ARISING FROM OR RELATING TO THE SERVICE OR INABILITY TO USE THE SERVICE, INCLUDING WITHOUT LIMITATION DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING, WITHOUT LIMITATION, LOSS OF YOUR DATA, ECONOMIC LOSS, LOSS OF REVENUE, LOST PROFITS, PERSONAL INJURY, PAIND AND SUFFERING, EMOTIONAL DISTRESS, WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE.
YOU FURTHER AGREE, CONFIRM AND ACKNOWLEDGE THAT OUR AGGREGATE LIABILITY FOR DAMAGES ARISING WITH RESPECT TO THIS AGREEMENT AND ANY AND ALL USE OF THE SERVICE WILL NOT EXCEED THE TOTAL OF ALL SERVICE FEES PAID BY YOU IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE DATE OF THE CLAIM, OR IF THE SERVICE IS FREE OF CHARGE THEN $1,000 IN TOTAL, FOR EACH CLAIM OR OF CONNECTED CLAIMS.
You agree to defend, indemnify, and hold harmless the Company and its affiliated companies and its/their shareholders, directors, members, managers, officers, employees, consultants, contractors, subcontractors, agents, representatives, attorneys, advisors, successors and assigns, from and against any and all claims, causes of action, demands, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys’ fees and expenses) arising out of or relating to: (a) your access to and use of the Service, (b) any actions made with your Account Access whether by you or someone else whether with or without your knowledge or permission, (c) your violation of any of the provisions of these Terms of Service, (d) your violation of any third party right, including without limitation, any intellectual property right, publicity, confidentiality, property or privacy right, (e) your breach of any representation, warranty, covenant or agreement to be performed under these Terms of Service; and (f) non-payment of any Fees.
24. Waiver and Severability
No waiver of by us of any term or condition set forth in the Agreement shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of ours to assert a right or provision under the Agreement shall not constitute a waiver of such right or provision. If any provision of the Agreement is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Agreement will continue in full force and effect.
25. Governing Law and Jurisdiction
All matters relating to the Service and the Agreement and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of Utah without giving effect to any choice or conflict of law provision or rule. Any legal suit, action or proceeding arising out of, or related to, the Service or the Agreement shall be instituted exclusively in the federal courts of the United States located in Utah or the courts of the State of Utah, although we retain the right to bring any suit, action or proceeding against you for breach of the Agreement in your state or country of residence or any other relevant state or country. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
You may not assign any of your rights and obligations under these Terms of Service or any part of it and any assignment made by you shall be ineffective. You agree that we may freely assign any or all of our rights and obligations under this Agreement.
We may provide notices or other communications to you regarding this Agreement or any aspect of the Service by email to the email address that we have on record, by regular mail or by posting it online. The date of receipt shall be deemed the date on which such notice is given.
28. Entire Agreement
This Agreement, including any specific rules, code of conduct, rule books, certificate policies or certificate practice statements or similar documentation we issue in relation to the Service, is valid and binding and constitutes the entire agreement between you and us, and supersedes all other prior agreements or understandings relating to the Service or the subject matter of this Agreement. You confirm that you have not relied upon any promise or representation by us except as set forth in the Agreement.
29. Changes to these Terms
We may revise and update these Terms of Service from time to time in our sole discretion. All changes are effective upon the earlier of either (a) the posting of such changes to our Website, or (b) 24 hours after emailing you notice of such changes.
You may terminate your access or use of the Service by written notice to us within seven (7) days of the effective time, if the modification to these Terms of Service results in a substantial change to your ability to use the Service, and such termination shall take effect from (i) the first day of the next Billing Cycle, where your Billing Cycle is monthly or (ii) thirty (30) days after your termination notice, where your Billing Cycle is annual. Otherwise, your continued use of the Service following the effective time of the changes means that you accept and agree to the changes.
You are expected to check this page frequently so you are aware of any changes. The last update date of these Terms of Service is posted at the bottom of these Terms of Service.
Last Updated: May 30, 2018