Welcome to ShadowTrader.net. The ShadowTrader service is provided by ShadowTrader Technologies, LLC. (ShadowTrader”). ShadowTrader seeks to create and encourage an on-line community that can be used and enjoyed by all who sign up. This document contains ShadowTrader.net’s Term of Use (the “ST-TOU”); by registering for and using ShadowTrader you are agreeing to the ST-TOU. If you do not wish to be bound by the ST-TOU please do not register or use ShadowTrader. ShadowTrader may revise the ST-TOU at any time, without notice, and by your continued use of ShadowTrader.net website and any other website owned and operated by ShadowTrader Technologies, LLC or its affiliates (collectively, the “Sites”) and the products or services available at the Sites (taken together with the Sites, the “Service”).
The following terms and conditions (the “Terms”) govern all use of the ShadowTrader.net website and any other website owned and operated by ShadowTrader Technologies, LLC or its affiliates (collectively, the “Site” or the “Sites”) and the products and services available at the Sites (taken together with the Sites, the “Service”). In these Terms, “you” or “your” means the person accepting these Terms and the company (if any) on whose behalf he/she is acting, and “we,” “us,” “our,” “ShadowTrader,” or the “Company” means ShadowTrader Technologies, LLC. and its affiliates. By using or accessing any part of the Service, you agree that you are at least eighteen (18) years old and have read, understand, and agree to be bound by all of these terms and conditions. If you do not agree to all of these terms and conditions, you must not use or access the Service. If you are entering into these Terms on behalf of a company, you represent that you have the authority to bind that company to the terms of these Terms. We reserve the right, in our sole discretion, to modify or replace any of the terms or conditions of these Terms at any time. Your continued use of the Service following the posting of any changes to these Terms constitutes your acceptance of those changes and you are responsible for reviewing those terms. Some products or services that become available on the Service may be subject to additional or different terms and conditions, and if those additional terms and conditions conflict with these Terms, those additional terms and conditions will control.
PLEASE READ THESE TERMS CAREFULLY AS THEY CONTAIN IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS. THESE INCLUDE VARIOUS LIMITATIONS AND EXCLUSIONS, AND A DISPUTE RESOLUTION CLAUSE THAT GOVERNS HOW DISPUTES WILL BE RESOLVED.
Registration; Account Security
In order to use ShadowTrader and access some parts of the Service, you may be required to create a username and password, provide your first and last name, as well as a valid email address (“Registration Data”). Your username will identify you in the ShadowTrader.net community. By registering you are representing that you are of legal age to enter into a binding agreement and you are also agreeing to (a) provide accurate, current and complete Registration Data; (b) maintain the security of your password and user name; (c) maintain and promptly update the Registration Data, and any other information you provide to the Company, to keep it accurate, current and complete; and (d) you will be bound by and held fully responsible for any and all activities within your account and for any actions that take place using your account, including postings or submissions, utilizing your username and password. You must notify us immediately of any unauthorized use of your login information or any other breach of security. ShadowTrader reserves the right to terminate, suspend or deny your access to ShadowTrader for any improper use of ShadowTrader, as defined below.
Access to the Service
ShadowTrader grants you a limited, revocable, nonexclusive license to access and use the Service and the Content for your own personal use. This license does not include any collection, aggregation, copying, duplication, display or derivative use of the Service nor any use of data mining, robots, spiders, or similar data gathering and extraction tools for any purpose unless expressly permitted by ShadowTrader in writing. A limited exception is provided to general purpose internet search engines and non-commercial public archives that use such tools to gather information for the sole purpose of displaying hyperlinks to the Service. In order to collect, aggregate, copy, duplicate, display or make derivative use of the Service or any Content made available via the Service for other purposes (including commercial purposes) not stated herein, you must first obtain a “written” license from ShadowTrader Technologies, LLC.
Cancellation and Termination
You may cancel your registration by contacting us at email@example.com. TOS RED, in its sole discretion, may terminate your access privileges to myTRADE, and remove and destroy any submissions, content or files associated with your username for any reason, including inactivity. TOS RED shall not be liable to you or any third party for the revocation of such privileges or removal and destruction of such submissions, content or files.
The information provided or posted on ShadowTrader is for Informational and Educational Purposes Only. The information provided on ShadowTrader may not be appropriate for all visitors and investors and is provided without respect to an individual’s financial sophistication, financial situation, investing horizon or risk tolerance. Nothing presented is to be construed as a recommendation or the providing of advice for the purchase or sale of a security or the endorsement of a particular security or trading strategy. You may lose substantial amounts of money entering into transactions in financial products based upon information on ShadowTrader. You are solely responsible for your own investment decisions. ShadowTrader and its affiliates are not responsible for the review and accuracy of the statements submitted by any ShadowTrader participant. If you feel that a participant is intentionally posting erroneous or misleading information, please report it immediately tosupport@Shadowtrader.net .
The information on ShadowTrader (i) is not, and should not be deemed, an offer to sell, or a solicitation of an offer to buy, any securities or any other instruments, property or anything of value by anyone in any jurisdiction; and (ii) should not be used by others in connection with any sale, offer for sale or solicitation of an offer to buy securities or any other instruments, property or anything of value.
ShadowTrader shall have no liability for investment or other decisions based upon, in whole or part, any information on ShadowTrader. ShadowTrader specifically disclaims any and all liability for loss arising out of any action taken in reliance on the information on ShadowTrader, including but not limited to market value loss on the sale or purchase of any company, property, product, service, security, instrument, or any other matter.
You understand that all postings, messages, text, images, video or other materials (“Content”) posted or published on, uploaded to, transmitted through, or linked from, the Service (hereinafter, “post”, “posted” or “published”), whether by users of the Service (“Users”) or Creators (as defined below), are the sole responsibility of the person from whom such Content originated. Although we provide rules for User conduct, ShadowTrader, its affiliates, and partners do not control, and are not responsible for, Content made available through the Service, and that by using the Service, you may be exposed to Content that is offensive, indecent, inaccurate, misleading, or otherwise objectionable. The Company, its affiliates and partners are not responsible for the conduct, whether online or offline, of any User or Creator. Furthermore, the Site and Content available through the Service may contain links to other websites which are completely independent of ShadowTrader. ShadowTrader makes no representation or warranty as to the accuracy, completeness or authenticity of the information contained in any such site. Your linking to any other websites is done at your own Risk. You agree that you must evaluate, and bear all risks associated with, the use of any Content, that you may not rely on said Content, and that under no circumstances will ShadowTrader, its affiliates, or partners be liable in any way for any Content or for any loss or damage of any kind incurred as a result of the use of any Content posted or otherwise made available via the Service.
ShadowTrader is a publisher of financial blogs and products (“Products”). The creators of the Products (“Creators”) may hold long or short positions in or derivatives of companies named in the Products and are free to buy or sell those positions at will. The Creators may take positions inconsistent with the views expressed. Products available on the ShadowTrader “sites” or through its “products” contain the Creators’ own opinions, and none of the information contained therein constitutes a recommendation that any particular security, portfolio of securities, transaction, or investment strategy is suitable for any specific person. You further understand that the Creators will not advise you personally concerning the nature, potential, value or suitability of any particular security, portfolio of securities, transaction, investment strategy or other matter. The information provided or posted on ShadowTrader is for Informational and Educational Purposes Only.
User Content Posted on the Service
You are solely responsible for the Content that you post on or through the Service, or otherwise transmit to or share with other Users (collectively, the “User Content”). You may not post or share User Content on the Service that you did not create or that you do not have permission to post. You acknowledge that ShadowTrader does not pre-screen or approve User Content, but that ShadowTrader shall have the right (but not the obligation) in its sole discretion to refuse, delete or remove any User Content any time that is available via the Service, in connection with violations of the letter or spirit of the Terms or for any other reason. You are solely responsible at your sole cost and expense for creating backup copies and replacing any User Content you post or store on the Service or otherwise provide to the Company.
When you post User Content to the Service, you authorize and direct us to make such copies thereof as we deem necessary in order to facilitate the posting and storage of the User Content on the Service. By posting User Content to any part of the Service, you automatically grant, and you represent and warrant that you have the right to grant, to the Company an irrevocable, perpetual, non-exclusive, transferable, fully paid, worldwide license (with the right to sublicense) to use, copy, publicly perform, publicly display, reformat, translate, excerpt (in whole or in part) and distribute such User Content for any purpose, commercial, advertising, or otherwise, on or in connection with the Service or the promotion thereof, to prepare derivative works of, or incorporate into other works, such User Content, and to grant and authorize sublicenses of the foregoing. ShadowTrader does not assert any ownership over your User Content; rather, as between us and you, subject to the rights granted to us in these Terms, you retain full ownership of all of your User Content and any intellectual property rights or other proprietary rights associated with your User Content.
You agree to insure that any information disseminated pursuant to the Service, whether such dissemination is made (a) by you or on your behalf by a person authorized to disseminate information on your behalf or (b) otherwise, in any case, complies with all statutes, rules, regulations, orders or other governmental acts of any jurisdiction, whether foreign or domestic, including without limitation, (i) the Securities Act of 1933, as amended, including the rules and regulations promulgated thereunder, (ii) the Securities and Exchange Act of 1934, as amended, including Rule 10b-5 and the other rules and regulations promulgated thereunder, (iii) Regulation FD promulgated by the Securities and Exchange Commission, (iv) regulations promulgated by FINRA, and (v) any rules of any national or other securities exchange, including, without limitation, the New York Stock Exchange, the American Stock Exchange or the NASDAQ.
Conduct and Restrictions on Content and Use of Service
Violation of the following rules of conduct, as determined in ShadowTrader’s sole discretion, may lead to termination of your access privileges to ShadowTrader, and remove and destroy any submissions, content or files associated with your username for any reason. ShadowTrader shall not be liable to you or any third party for the revocation of such privileges or removal and destruction of such submissions, content or files. You agree not to use the Service to:
- Do not post or transmit post or otherwise make available any information or content that can be deemed to be harmful, threatening, unlawful, defamatory, infringing, abusive, inflammatory, harassing, vulgar, libelous, obscene, fraudulent, invasive of privacy or publicity rights, hateful, or racially, ethnically or otherwise objectionable.
- Do not impersonate any person or entity or misrepresent yourself in any way or falsely state or otherwise misrepresent yourself, your age or your affiliation with any person or entity.
- Do not post, transmit or link to sexually explicit material.
- Do not post or transmit any information that you do not have a right to transmit, including information that is proprietary, trademarked or considered confidential.
- Never upload, post, transmit or make available anything that resembles any unsolicited or unauthorized advertising, solicitations, promotional materials, “junk mail”, “spam”, “chain letters”, “pyramid schemes”, redirection or any other form of solicitation.
- Do not transmit or post information such as a computer code or file that may contain a virus that will interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment or could cause harm to others.
- Do not stalk anyone or be a conduit for any activity that would be considered as a violation of any applicable local, state, federal or international law.
- Do not post or otherwise make publicly available on the Service any private information of any third party, including addresses, phone numbers, email addresses, Social Security numbers and credit card numbers.
- Do not promote any goods or services. No solicitations of any kind are permitted on ShadowTrader.
If you are discussing a particular security, then you must divulge your ownership of that security.
- You agree that you will not duplicate, attempt to reproduce, copy, sell, redistribute or misuse any portion of ShadowTrader or its content.
- Do not post or otherwise make available content that would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party, or that would otherwise create liability or violate any local, state, national or international law.
- If you access ShadowTrader from outside the United States, then you must comply with all laws and rules applicable to your location.
- Do not take any action that imposes an unreasonably or disproportionately large load on ShadowTrader infrastructure or damages or disrupts the functioning of ShadowTrader systems or website.
ShadowTrader may at any time, without prior notice and at its sole discretion, remove any post in part or in its entirety, terminate your registration, or take any other action ShadowTrader deems appropriate for violating the above rules of conduct or otherwise engaging in activities disruptive to the ShadowTrader community.
Third Party Data and Information Services, Other Websites and Content
The Company may use third party service providers to provide applications, services and/or other utilities to you for use when you visit the Site or use the Service. From time to time, certain information will be presented on ShadowTrader from a variety of third-party providers. ShadowTrader does not warrant the accuracy, reliability or completeness of any third-party information, and such information is provided “as is” and “as available” and is for informational and educational purposes only.
In using any third party applications, services or utilities, you must agree to comply with and be bound by their respective Terms of Service. You agree to indemnify ShadowTrader for any losses, costs, expenses or damages incurred by ShadowTrader due to your violation of a third party’s Terms of Service. You should review the applicable terms and policies, including privacy and data gathering practices, of any third party services which you utilize or to any links to which you navigate.
Hyperlinks on ShadowTrader are provided for informational purposes only, and use of such hyperlinks is at your own risk. ShadowTrader is not responsible for third-party sites hyperlinked from ShadowTrader, nor does it make any endorsements or warranties, express or implied, with respect to the content of third-party websites or the products or services offered on any third-party websites, including but not limited to accuracy, completeness, reliability, suitability, non-infringement, merchantability or fitness for a particular purpose. ShadowTrader does not warrant or represent that any third-party site or the content thereon, is devoid of viruses or other contamination, or that such content is authentic. ShadowTrader reserves the right to remove any hyperlink at any time.
Intellectual Proprietary Rights
All of the Content (as defined below) on ShadowTrader (except for participant postings), and any service ShadowTrader provides related to ShadowTrader, is protected by United States and international copyright laws and is the property of either ShadowTrader and/or its affiliates and/or providers of the content under license. “Content” means any information, mode of expression, or other materials and services found on ShadowTrader. This includes message boards, blogs, chats, software, opinions, commentary, all other writings, graphics, and any and all other features. You may make one copy of the Content for your personal, non-commercial use. All copied material must contain the following notice “Copyright 2011-2012 ShadowTrader Technologies, LLC. All rights reserved.” Nothing contained on ShadowTrader should be construed as granting, either directly or implicitly, or otherwise, any license or right to use the trademarks or logos appearing on the website without the express written consent of the owner thereof. Any other copying, duplication, distribution, sale, storing, or transmission of any kind, or any commercial use of Content is prohibited without ShadowTrader’s prior written permission. You may not sell, resell, trade, auction, transfer or barter any Content. You also may not republish, post, transmit or distribute the Content to online bulletin and message boards, blogs, chat rooms intranets anywhere else without ShadowTrader’s written consent. You agree not to create abstracts from or with Content for use on another website or service. You further agree not to create derivative works based upon the Content.
Notwithstanding the foregoing, when you post content such as a message board post, you retain your copyright in your expression. By posting such content, you agree that ShadowTrader has an unlimited and perpetual license to republish anything you post on ShadowTrader websites, without giving you notice. You also retain the right to use your copyrighted material in any way you want. You agree not to display any trademarks of ShadowTrader or any of its parents or affiliates, or use them in any manner, without ShadowTrader’s or the owner’s express written permission.
ShadowTrader, and other Company graphics, logos, designs, page headers, button icons, processes and service names are registered trademarks, trademarks or trade dress of the Company in the U.S. and/or other countries. The Company’s trademarks and trade dress may not be used, including as part of trademarks and/or as part of domain names, in connection with any product or service in any manner that is likely to cause confusion and may not be copied, imitated, or used, in whole or in part, without the prior written permission of the Company.
The Service is not intended to provide tax, legal or investment advice, and nothing on the Service should be construed as an offer to sell, a solicitation of an offer to buy, or a recommendation for any security. Trading in such securities can result in immediate and substantial losses of the capital invested. You should only invest risk capital, and not capital required for other purposes. You alone are solely responsible for determining whether any investment, security or strategy, or any other product or service, is appropriate or suitable for you based on your investment objectives and personal and financial situation. You should also consult an attorney or tax professional regarding your specific legal or tax situation.
The Content is to be used for informational, educational and entertainment purposes only and the Service does not provide investment advice for any individual or company. ShadowTrader, its affiliates and partners specifically disclaim any and all liability or loss arising out of any action taken in reliance on Content, including but not limited to market value or other loss on the sale or purchase of any company, property, product, service, security, instrument, or any other matter.
You understand that an investment in any security is subject to a number of risks, and that discussions of any security published on the Service will not contain a list or description of relevant risk factors. In addition, please note that some of the stocks about which Content is published on the Service have a low market capitalization and/or insufficient public float. Such stocks are subject to more risk than stocks of larger companies, including greater volatility, lower liquidity and less publicly available information.
Limitation of Liability and Warranty Disclaimers
YOU UNDERSTAND AND EXPRESSLY AGREE THAT:
THE CONTENT, PRODUCTS, TOOLS, SERVICES AND PROPERTIES INCLUDED ON SHADOWTRADER ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TOS RED AND ITS SUBSIDIARIES, DIRECT AND INDIRECT PARENTS, AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO WARRANTIES OF TITLE, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. WITH RESPECT TO CONTENT, OR ANY OF TOS RED’S SERVICES, TOOLS, PRODUCTS, OR PROPERTIES, YOU EXPRESSLY AGREE THAT YOU WILL ASSUME THE ENTIRE RISK AS TO THE QUALITY AND THE PERFORMANCE OF ITS PRODUCTS, TOOLS, PROPERTIES AND SERVICES AND THE ACCURACY OR COMPLETENESS OF THE CONTENT.
THE SERVICE MAY BE TEMPORARILY UNAVAILABLE FROM TIME TO TIME FOR MAINTENANCE OR OTHER REASONS. THE COMPANY ASSUMES NO RESPONSIBILITY FOR ANY ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY, IN OPERATION OR TRANSMISSION, COMMUNICATION LINE FAILURE, THEFT, OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, OR ALTERATION OF, USER CONTENT. THE COMPANY IS NOT RESPONSIBLE FOR ANY TECHNICAL MALFUNCTION OR OTHER PROBLEMS OF ANY TELEPHONE NETWORK OR SERVICE, COMPUTER SYSTEMS, SERVERS OR PROVIDERS, COMPUTER OR MOBILE PHONE EQUIPMENT, OR SOFTWARE ON ACCOUNT OF TECHNICAL PROBLEMS OR TRAFFIC CONGESTION ON THE INTERNET OR AT ANY SITE OR WITH RESPECT TO THE SERVICE OR COMBINATION THEREOF, INCLUDING INJURY OR DAMAGE TO USER’S OR TO ANY OTHER PERSON’S COMPUTER, MOBILE PHONE, OR OTHER HARDWARE OR SOFTWARE, RELATED TO OR RESLUTING FROM USING OR DOWNLOADING CONTENT IN CONNECTION WITH THE WEB AND/ OR IN CONNECTION WITH THE SERVICE. UNDER NO CIRCUMSTANCES WILL THE COMPANY BE RESPONSIBLE FOR ANY LOSS OR DAMAGE, INCLUDING ANY LOSS OR DAMAGE TO ANY USER CONTENT OR PERSONAL INJURY OR DEATH, RESULTING FROM ANYONE’S USE OF THE SERVICE OR ANY POSTED ON OR THROUGH THE SERVICE OR TRANSMITTED TO OR BY USERS, OR ANY INTERSECTIONS BETWEEN USERS, WHETHER ONLINE OR OFFLINE.
THE SERVICE MAY PROVIDE INFORMATION FROM OR LINKS TO CERTAIN BROKERGAGE COMPANIES FOR YOUR CONVENIENCE ONLY. SHADOWTRADER is not a registered broker-dealer and does not endorse or recommend the services of any brokerage company. The brokerage company you select (and not SHADOWTRADER) is solely responsible for its services to you. SHADOWTRADER, ITS AFFILIATES, AND PARTNERS SHALL NOT BE LIABLE FOR ANY DAMAGES OR COSTS OF ANY TYPE ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR USE OF THE SERVICES OF ANY BROKERAGE COMPANY.
SHADOWTRADER AND ITS SUBSIDIARIES, DIRECT AND INDIRECT PARENTS, AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS MAKE NO WARRANTY THAT (i) THE CONTENT, PRODUCTS, TOOLS, PROPERTIES OR SERVICES PROVIDED ON SHADOWTRADER WILL MEET YOUR REQUIREMENTS; (ii) ANY CONTENT, PRODUCTS, SERVICES, TOOLS OR PROPERTIES PROVIDED ON SHADOWTRADER WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (iii) THE CONTENT ON SHADOWTRADER WILL BE ACCURATE OR RELIABLE; OR (iv) THE QUALITY OF ANY CONTENT, PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL OBTAINED BY YOU THROUGH SHADOWTRADER WILL MEET YOUR EXPECTATIONS.
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH SHADOWTRADER IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM SHADOWTRADER SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TOU. YOU UNDERSTAND AND EXPRESSLY AGREE THAT SHADOWTRADER AND ITS SUBSIDIARIES, DIRECT AND INDIRECT PARENTS, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF SHADOWTRADER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE SHADOWTRADER AND ITS CONTENT, PRODUCTS, TOOLS, PROPERTIES AND SERVICES,(ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM SHADOWTRADER, (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON SHADOWTRADER; OR (v) ANY OTHER MATTER RELATING TO SHADOWTRADER.
SOME STATES DO NOT ALLOW EXCLUSION OF IMPLIED WARRANTIES OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. IN SUCH STATES, THE LIABILITY OF SHADOWTRADER AND THAT OF ITS THIRD PARTY CONTENT PROVIDERS WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
THE SERVICE AND THE CONTENT ARE PROVIDED “AS-IS” AND THE COMPANY, ITS PARTNERS AND AFFILIATES, DISCLAIM ANY AND ALL REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. THE COMPANY CANNOT GUARANTEE AND DOES NOT PROMISE ANY SPECIFIC RESULTS FROM USE OF THE SERVICE. THE COMPANY DOES NOT REPRESENT OR WARRANT THAT SOFTWARE, CONTENT OR MATERIALS ON THE SERVICE OR ELSEWHERE ARE ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE OR THAT THE SERVICE OR ANY OF THE SERVERS USED TO OPERATE THE SERVICE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THEREFORE, YOU SHOULD EXERCISE CAUTION IN THE USE AND DOWNLOADING OF ANY CONTENT OR MATERIALS AND USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND DISINFECT VIRUSES. WITHOUT LIMITING THE FOREGOING, YOU UNDERSTAND AND AGREE THAT YOU DOWNLOAD OR OTHERWISE OBTAIN CONTENT, DATA OR OTHER MATERIAL FROM OR THROUGH THE SERVICE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR YOUR USE THEREOF AND ANY DAMAGES TO YOUR MOBILE DEVICE OR COMPUTER SYSTEM, LOSS OF DATA OR OTHER HARM OF ANY KIND THAT MAY RESULT.
THE COMPANY RESERVES THE RIGHT TO CHANGE ANY AND ALL CONTENT, SOFTWARE AND OTHER ITEMS USED OR CONTAINED IN THE SERVICE AT ANY TIME WITHOUT NOTICE. REFERENCE TO ANY PRODUCTS, SERVICES, PROCESSES OR OTHER INFORMATION, BY TRADE NAME, TRADEMARK, MANUFACTURER, SUPPLIER OR OTHERWISE DOES NOT CONSTITUTE OR IMPLY ENDORSEMENT, SPONSORSHIP OR RECOMMENDATION THEREOF, OR ANY AFFILIATION THEREWITH, BY THE COMPANY.
Limitation on Liability
IN NO EVENT WILL THE COMPANY, ITS AFFILIATES, PARTNERS, MEMBERS, MANAGERS, DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS BE LIABLE TO YOU OR ANY THIRD PERSON FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING FOR ANY LOST PROFITS OR LOST DATA ARISING FROM YOUR USE OF THE SERVICE, OR ANY OF THE CONTENT OR OTHER MATERIALS ON, ACCESSED THROUGH OR DOWNLOADED FROM THE SERVICE, EVEN IF THE COMPANY OR ITS AFFILIATES, PARTNERS, MEMBERS, MANAGERS, DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS IS AWARE OR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, THE LIABILITY OF THE COMPANY AND ITS AFFILIATES, PARTNERS, MEMBERS, MANAGERS, DIRECTORS, OFFICERS, EMPLOYEES AND AGENTS TO YOU FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO THE COMPANY FOR THE SERVICE IN THE IMMEDIATELY PRECEDING SIX MONTHS. YOU ACKNOWLEDGE THAT IF NO FEES ARE PAID TO THE COMPANY FOR THE SERVICE, YOU SHALL BE LIMITED TO INJUNCTIVE RELIEF ONLY, UNLESS OTHERWISE PERMITTED BY LAW, AND SHALL NOT BE ENTITLED TO DAMAGES OF ANY KIND FROM THE COMPANY, REGARDLESS OF THE CAUSE OF ACTION.
CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.
You agree to indemnify and hold harmless ShadowTrader, the Company, its subsidiaries and affiliates, and each of their members, managers, directors, officers, agents, contractors, partners and employees, harmless from and against any loss, liability, claim, demand, damages, costs and expenses, including reasonable attorney’s fees, arising out of or in connection with your use of the Service, any Content you post or Content you share or Content you receive on or through the Service or otherwise, your conduct in connection with the Service or with other Users, or any violation of these Terms or of any law, rule, regulation or order, or the rights of any third party. This indemnity shall survive any termination or cessation of use by you of the Service.
The Company may terminate your account, delete your profile and any User Content that you have posted on the Service and/or prohibit you from using or accessing the Service for any reason, or no reason, at any time in its sole discretion, with or without notice, including if it believes that you are under 18.
Governing Law; Venue and Jurisdiction
By visiting or using the Service, you agree that the laws of the State of Pennsylvania , without regard to principles of conflict of laws, will govern these Terms and any dispute of any sort that might arise between you and the Company. With respect to any disputes or claims not subject to arbitration (as set forth below), you agree not to commence or prosecute any action in connection therewith other than in the state and federal courts of Pennsylvania, and you hereby consent to, and waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to, venue and jurisdiction in the state and federal courts of Pennsylvania. The laws of the State of Pennsylvania shall govern this TOU.
YOU AND THE COMPANY AGREE THAT THE SOLE AND EXCLUSIVE FORUM AND REMEDY FOR ANY AND ALL DISPUTES AND CLAIMS RELATING IN ANY WAY TO OR ARISING OUT OF THESE TERMS AND/OR THE SERVICE SHALL BE FINAL AND BINDING ARBITRATION, except that to the extent that either of us has in any manner infringed upon or violated or threatened to infringe upon or violate the other party’s patent, copyright, trademark or trade secret rights, or you have otherwise violated any of the User conduct rules set forth above, then the parties acknowledge that arbitration is not an adequate remedy at law and that injunctive or other appropriate relief may be sought.
Arbitration under these Terms shall be conducted by the American Arbitration Association (the “AAA”) under its Commercial Arbitration Rules (the “AAA Rules”). The location of the arbitration and the allocation of costs and fees for such arbitration shall be determined in accordance with such AAA Rules. The arbitrator’s award shall be binding and may be entered as a judgment in any court of competent jurisdiction.
To the fullest extent permitted by applicable law, NO ARBITRATION OR CLAIM UNDER THESE TERMS SHALL BE JOINED TO ANY OTHER ARBITRATION OR CLAIM, INCLUDING ANY ARBITRATION OR CLAIM INVOLVING ANY OTHER CURRENT OR FORMER USER OF THE SERVICE, AND NO CLASS ARBITRATION PROCEEDINGS SHALL BE PERMITTED. In no event shall any claim, action or proceeding by you related in any way to the Service be instituted more than one (1) year after the cause of action arose.
You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about the Service (“Submissions”), provided by you to the Company are non-confidential and shall become the sole property of the Company. The Company shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
Waiver and Severability of Terms
These Terms constitute the entire agreement between you and the Company regarding the use of the Service, superseding any prior agreements between you and the Company relating to your use of the Service. The failure of ShadowTrader to exercise or enforce any right or provision of the TOU shall not constitute a waiver of such right or provision. If any provision of the TOU is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the TOU remain in full force and effect.
These Services are operated and provided by ShadowTrader Technologies, LLC, 521 West Lancaster Avenue, Haverford, PA. 19041. If you have any questions about these Terms, please contact us at support@Shadowtrader.net.
Effective: January 1, 2012