Please read the terms and conditions of this Agreement carefully. Capitalized terms used herein shall be defined as set forth in Section I of this Agreement.
I. Terms and Definitions
For purposes of this Agreement, the following terms shall have the meanings as specified below:
“NeraSignal Ltd.” means the company NeraSignal Ltd. which is the right-holder of the NeraSignal.com website.
“NeraSignal” means the company NeraSignal Ltd.
“Signals Service” means a NeraSignal Ltd.-controlled user service available on the website NeraSignal.com to the NeraSignal.com registered users and designed for monitoring of trade results and transmission of trading signals based on buy and sell transactions performed in the trading account of the Signals Provider exclusively using the NeraSignal Software.
“You” means You as a Provider and user of the Signals Service (‘Your’ and ‘Yours’ shall be construed accordingly).
“Signal” means a Signals Source of the Provider’s trading account in which trading operations of the Provider are monitored for public transmission of Trading Signals.
“Trading Signal” means an act of performing a buy or sell transaction in the Signal’s trading account.
“Transmission of a Trading Signal” means the sending of messages to Subscribers about the new Trading Signal. Messages (data) are transmitted in electronic form via the Internet. No tangible media are delivered to Subscribers.
“Signals Provider” means any person or entity registered on NeraSignal.com as a Seller and allowed to distribute Signals in accordance with the terms and conditions of this Agreement.
“Subscription” means a limited, personal, non-exclusive, ordinary, non-sublicensable and non-transferable license which the Subscriber acquires from the Provider via the Signals Service on NeraSignal.com and which enables the Subscriber to receive (transmitted) Trading Signals from a certain Signals Provider in order to copy Signal’s trades in the Subscriber’s trading account.
“Monitoring of the Signal’s Trade results” means a periodic obtaining of data on the Signal’s trading account status and buy/sell transactions performed in it as per a trading strategy. Trading can either be performed manually by a trader or automatically without any person involved, using trading robots (Expert Advisors). Monitoring allows to document trade results and provides trade statistics in the Signals Service to any interested Subscriber in a visual form as reports and charts.
“Payment Processor” means a payment system authorized by NeraSignal Ltd. to provide payment processing services related to financial transactions in the Signals Service that enable Providers with an appropriate Payment Accounts to receive payments from the sale of Subscription to the Signals distributed via the Signals Service, and permit Subscribers with an appropriate Payment Accounts to credit money to their Internal Subscriber Accounts in the Signals Service.
“Payment Account” means a financial account issued by the Payment Processor in its payment system pursuant to a separate agreement with a Subscriber or Provider whose use of the Payment Account must be approved by the Payment Processor.
“NeraSignal Software” means the software which is developed by, and copyright of, NeraSignal Ltd., under the registered trademarks “MetaTrader 4” and “MetaTrader 5”, together with any updates, upgrades, revisions, modifications, new versions and related components, including, but not limited to, trading terminal, user interface, documentation and NeraSignal Website.
“Agreement” means this Signals Service Distribution Agreement between NeraSignal Ltd. and the Provider, as well as updated, modified and/or amended future versions thereof as now or hereafter in effect.
“Rules” mean Signals service rules and conditions that apply to Your use of the Signals service, published or declared in addition to this Agreement.
“Effective Date” means the date on which this Agreement is entered into by clicking on the “Continue”, “Accept” or a similar button in accordance with the procedure set out below.
“Additional Terms” means the terms and conditions that apply to Your use of the Services, Software, Products and Website of NeraSignal Ltd., published or declared in addition to this Agreement.
“Affiliated Entities” means any corporation, company or other entities that directly or indirectly control the operation of NeraSignal Ltd., are controlled by NeraSignal Ltd. or that are together with NeraSignal Ltd. controlled by third parties. For purposes of this document, “to control” and “controlled by” shall mean the direct or indirect ownership of more than 50% (Fifty percent) of the issued and outstanding ordinary shares of a corporation, company or another entity.
“Content” means any content, including text, audio files, images, pictures, video and/or any other type of information or communication.
“Trademarks” means trademark and service mark names, logos, domain names and other distinctive features of trademarks of their respective owners (or license holders).
“Intellectual Property Rights” means patents, patent applications, designs, trademarks and trade names (registered and unregistered), copyrights and other similar rights, database rights, technology, know-how and confidential information, all other intellectual property rights and similar or equivalent rights anywhere in the world that exist now or may exist in the future, as well as applications, alterations and amendments to any of the above rights.
“NeraSignal Website” means all elements, content and style (look and feel) of the website, including 3rd level domains, with the URL addresses www.NeraSignal.net, www.metatrader4.com, www.mql4.com and www.metatrader5.com (among other URL addresses) from which the NeraSignal Software can be downloaded.
“NeraSignal Ltd. Website” means all elements, content and style (look and feel) of the website, including 3rd level domains, with the URL address NeraSignal.com.
“NeraSignal Ltd. Online Materials” means materials available for downloading from the NeraSignal Ltd. Website, as well as any changes made by NeraSignal Ltd. at its sole discretion.
“NeraSignal Ltd. Advertising Materials” means any trademarks, names, brands, logos, banners and any other materials in any form belonging and/or used by NeraSignal Ltd. to promote the company, its products, services or activities.
“NeraSignal Ltd. Employees” means officers, directors, employees and representatives of NeraSignal Ltd. or Affiliated Entities, as well as any other persons employed by NeraSignal Ltd. or its Affiliated Entities.
“Account” or “NeraSignal.com ID” means an account with Login and Password created for Your use of NeraSignal.com.
“Login” means an identification code which, in combination with the Password, gives You access to Your Account. “Password” means a code You select, which, in combination with the Login, gives You access to Your Account.
Words used in singular form include the plural, and vice versa, as appropriate.
Any words following the terms (in any form) “including”, “among other things”, “in particular” and similar expressions shall be construed as illustrative and not limiting the meaning of the words preceding those terms.
This Agreement, as well as any updates hereof, constitutes the entire agreement between You and NeraSignal Ltd. in relation to Your use of the Signals Service on NeraSignal.com for the distribution of Your own Trading Signals and sale of Subscription to Signals which enables the Subscriber to receive (transmitted) Trading Signals from a certain Signals Provider in order to copy Signal’s trades in the Subscriber’s trading account.
By clicking on the “Continue”, “Accept” or a similar button or an appropriate link, You agree to the terms and conditions of this Agreement.
You agree that NeraSignal Ltd. shall not be responsible for Signals offered in the Signals Service on NeraSignal.com by You or third party Providers. Provider further confirms that he has the right to perform trading operations in the trading account which is used to create a Signal. Some Subscriptions to Signals can be available free of charge, while others are for a certain fee. You shall be solely responsible for payments pertaining to transactions performed via the Signals Service.
Provider who has not agreed to be bound by the terms and conditions of this Agreement shall have no right to distribute Signals via the Signals Service.
The Signals Service is available for use by persons aged 18 and older.
This Agreement will automatically cease to be effective if it appears that You are (а) not a registered User of the NeraSignal.com Market service, or (b) under the age of 18, or (c) a person or entity barred from using the NeraSignal Software under the laws of any country, including the country in which You are resident or from which You use the NeraSignal Software.
If You are a company employee or executive and You use the Signals Service on behalf of Your company (“Company”), You acknowledge and agree that:
by agreeing to be bound by this Agreement and by using the Signals Service, You represent and warrant that You are explicitly authorized to do so by the Company based on Your and Company’s compliance with this Agreement regarding the use of the Signals Service by You and the Company;
You have obtained all consents, approvals and authorizations from the Company whatsoever needed, allowing You to officially act on behalf of the Company under this Agreement. You represent and warrant that You have obtained such consents, approvals and authorizations to use the Signals Service on behalf of the Company. If You do not have the requisite authority, You may not use the Signals Service.
Your agreement with NeraSignal Ltd. can also include Additional Terms published or declared by NeraSignal Ltd. in the Internet or on the NeraSignal Ltd. Website. Additional Terms include, without limitations, terms and conditions set out in this Agreement.
Before using the Trading Terminal, Products, Software and NeraSignal Website, You must read and agree to the relevant license agreements and additional terms regarding the products or services offered by NeraSignal. You can accept such agreements or terms by clicking the appropriate button or as otherwise suggested by NeraSignal or by using the MetaTrader 5 Client Terminal, products, services and NeraSignal Website whereby You agree and acknowledge that by such use You accept the relevant agreements or terms.
You acknowledge and agree that by accepting the terms and conditions of this Agreement, as well as Rules and Additional Terms, You enter into a legally binding agreement with NeraSignal Ltd. In case of any conflict between Rules, Additional Terms and this Agreement, Rules and Additional Terms shall prevail with respect to any particular service offered by NeraSignal Ltd. We recommend that You print and keep a copy of this Agreement.
You hereby consent to the use of electronic communication in order to enter into agreements, contracts, make payments, place orders and other records, as well as to the electronic delivery of notices, policies and records of transactions initiated or completed via the Signals Service.
Furthermore, You hereby waive any rights or requirements under any laws or regulations in any jurisdiction which require an original non-electronic signature or delivery or retention of non-electronic records, to the extent permitted by applicable mandatory law.
If You are a resident of a jurisdiction where the use of the NeraSignal Software or the Signals Service is prohibited by law due to different requirements or a complete ban on the use of the NeraSignal Software or the Signals Service in any such jurisdiction, do not install or use them.
Use of the Signals Service requires compatible devices (computer, mobile phone, etc.) and Internet access. The Signals Service may use Your computer (or other device) resources, including, but not limited to, CPU, memory and network connectivity to ensure the functionality of the Signals Service. NeraSignal Ltd. will make commercially reasonable efforts to protect the privacy and integrity of Your computer resources and Your communications. However, You acknowledge and agree that NeraSignal Ltd. cannot give any warranties in this respect.
III. LICENSE GRANT AND RESTRICTIONS
You grant to NeraSignal Ltd. a non-exclusive, worldwide, and royalty-free license to copy, display, and use Signals for administrative and demonstration purposes in connection with the placement of Signals in the Signals Service on NeraSignal.com.
You grant to NeraSignal Ltd. a non-exclusive and royalty-free license to sell Subscriptions to Signals and distribute Signals according to the publishing options selected by You on the Signal upload page in the Signals Service.
NeraSignal Ltd. may engage the services of consultants and other contractors in connection with the performance of obligations and exercise of rights under this Agreement, provided that such consultants and contractors will be bound by the same obligations as NeraSignal Ltd. After termination of this Agreement, NeraSignal Ltd. will stop the transmission of Your Trading Signals via the Signals Service.
You grant to the Subscriber a non-exclusive license (Subscription) to the Signal which is sold by NeraSignal Ltd. to the Subscriber via the Signals Service, while the Signals offered in the Signals Service are not sold to the Subscriber. Subscription to a Signal shall be valid worldwide and entitle the Subscriber to display and use the Signal to his personal advantage in the appropriate NeraSignal Software. You may at Your own wish enter into a separate End User License Agreement (EULA) with the Subscriber for the Signal use which will govern Subscriber’s rights to it.
Subscription to a Signal forms a binding agreement directly between You and the Subscriber to Your Signal governing the use of Your Signal by the Subscriber. Unless otherwise specified in the End User License Agreement, the following limitations of rights to use the Signal by the Subscriber shall apply:
Subscriber shall not sell, assign, sub-license, lease, rent, distribute, broadcast, export, import or otherwise transfer rights to use the Signal or any component thereof to any third party;
Subscriber shall not undertake, cause, permit or authorize the modification, translation, creation of similar products, decompiling, disassembling, decryption, hacking of the Signal, as well as creation of derivative works;
Except as explicitly authorized in writing by the Signals Provider, the Subscriber shall not distribute the Signal in the Internet;
For every trading account, Subscriber may subscribe to one Signal only.
You, as a Provider, represent and warrant that You have all intellectual property rights, including all necessary patent, trademark, trade secret, copyright or other proprietary rights, in and to the Signal. If You use third-party materials, You represent and warrant that You have the right to distribute such third-party material relating to the Signal. You agree that You will not submit material to the Signals Service that is copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including patent, privacy and publicity rights, unless You are the owner of such rights or have permission from their rightful owner to submit the material.
All rights to Trademarks, as well as property rights and titles, including but not limited to any and all rights to intellectual property are the property of their respective owners or license holders. Except as otherwise provided in this Agreement, neither party grants to the other party any right, title or interest (including, but not limited to, any implied licenses) in or to Trademarks. Subject to the terms and conditions of this Agreement, Provider grants to NeraSignal Ltd. and its Affiliated Entities, for the term of this Agreement, a limited, non-exclusive license to display Provider Brand Features furnished by Provider to NeraSignal Ltd. on-line, on computers and mobile devices solely for use in connection with distribution and sale of the Subscription in the Signals Service and in order to fulfill its obligations under this Agreement. If Provider discontinues the distribution of a Subscription to a Signal via the Signals Service, NeraSignal Ltd. will cease the use of the discontinued Provider’s Brand Features pursuant to clause III.6. Nothing in this Agreement gives the Provider a right to use any trade names, trademarks, service marks, logos, domain names, and other distinctive brand features of NeraSignal Ltd. and NeraSignal.
Publicity. In addition to the license, as described in clause III.6., for purposes of marketing the presence, distribution and sale of the Subscription via the Signals Service, NeraSignal Ltd. and its Affiliated Entities may include Provider Brand Features furnished by Provider to NeraSignal Ltd.:
within the Signals Service;
in on-line or mobile communications outside the Signals Service when mentioned along with other Subscriptions of the Signals Service;
when making announcements of the availability of the Signal on-line or on mobile devices;
in presentations; and
in customer lists which appear either on-line or on mobile devices (including, without limitation, customer lists posted on NeraSignal Ltd. websites). If Provider discontinues the distribution of a Subscription to a Signal via the Signals Service, NeraSignal Ltd. will cease the use of the discontinued Signal’s Brand Features for such marketing purposes.
IV. Use of the Signals Service by Provider
Except for the rights granted by You to NeraSignal Ltd. under the license as per Section III, NeraSignal Ltd. agrees that it obtains no right, title or interest from You (or Your licensors) under this Agreement in or to any Signals, including any intellectual property rights which subsist in applications, or percentage of sales.
You agree to use the Signals Service only for purposes that are permitted by (a) this Agreement, and (b) any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions.
You agree that You will not engage in any activity (including the development and distribution of Signals) that interferes with, disrupts, or otherwise damages the devices, servers, networks, or other properties or services of any third party including users of NeraSignal Software, NeraSignal Ltd. or NeraSignal, telecommunications network operators and organizations that provide brokerage services in the financial markets. You may not use customer information obtained via the Signals Service to sell or distribute Signals outside of the Signals Service. Signals may not contain deliberate operation restrictions or change their functionality depending on the account type, account number, trade server name and other similar conditions under which they are used.
You may not use the Signals Service to distribute or make available any Signals whose primary purpose is to facilitate the distribution of software applications for the MetaTrader 4/5 Trading Terminal outside of the Signals Service.
You agree that You are solely responsible for (and that NeraSignal Ltd. has no responsibility to You or to any third party for) any Signals You distribute via the Signals Service and for the consequences of Your actions (including any loss or damage which NeraSignal Ltd. may suffer) by doing so.
You agree that You are solely responsible for (and that NeraSignal Ltd. has no responsibility to You or to any third party for) any breach of Your obligations under this Agreement, any applicable third party contract or terms of service, or any applicable law or regulation, and for the consequences of any such breach (including any loss or damage which NeraSignal Ltd. or any third party may suffer).
Signals Service users shall be allowed to rate Signals. Only Subscribers who have the appropriate Subscription to a given Signal shall be able to rate it. Higher rated Signals are generally given better placement, subject to ability of NeraSignal Ltd. to change placement of Signals at its sole discretion.
Your Signals may be subject to ratings to which You may not agree. You may contact NeraSignal Ltd. if You have any questions or concerns regarding such ratings.
You will be responsible for uploading Your Signals to the Signals Service, providing required Signal information to users, and accurately disclosing the security permissions necessary for the Signal to function on the Trading Terminal of the user. Signals that are not properly uploaded will not be published in the Signals Service.
V. Pricing and Payments
This Agreement covers both Subscriptions You choose to offer for free and Subscriptions to Signals for which You charge a fee. In order to charge a fee for Subscription to a Signal, You must have a valid Payment Account under a separate agreement with a Payment Processor.
Subscriptions shall be offered to users at the prices, which You determine at your own discretion. If according to NeraSignal Ltd, Subscription sales are taxable, You authorize NeraSignal Ltd to include the appropriate Tax amount into the payment charged from the buyer, in addition to the Subscription price. Subscription prices shall be expressed in US dollars. The Signals Service may display the prices of Subscriptions to users in their native currency, but it shall not be responsible for the accuracy of currency rates or conversion.
Financial transactions in the Signals Service related to sale and purchase of Subscriptions to Signals shall be performed using the NeraSignal Ltd. Payment Account and Internal Provider and Subscriber Accounts. Payment Accounts opened with Payment Processors shall be used by Subscribers to credit money to their Internal Subscriber Accounts and by Providers to withdraw money received from the sale of Subscriptions to Signals via the Signals Service from their Internal Provider Accounts.
All financial transactions in the Signals Service shall be performed in accordance with the NeraSignal.community Payment System Regulations available on NeraSignal.com. The operational fee of the Signals service is equal to 20%.
For Signal Subscriptions sold in European Union member states, NeraSignal Ltd determines whether the Subscription is taxable (for example, subject to VAT). If the Subscription is taxable, NeraSignal Ltd or the Payment Processor shall collect the taxes arising from the sales of the Subscriptions to users and shall pay them to the appropriate tax authority.
For Signal Subscriptions sold in other countries and regions, You shall determine if the Subscription is taxable as well as find out the applicable tax rate. Furthermore, You are responsible for remitting taxes to the appropriate taxing authority.
All Taxes shall be deducted from the selling price of the Signal Subscription. The remaining amount (the Subscription sale price less the Signals service operational fee of 20% and any applicable Taxes) shall be transferred to You.
You may also choose to offer Subscriptions for free. If the Subscription is free, You will not be charged a Transaction Fee. In this Agreement, “free” means “there are no charges or fees of any kind for use of the Signal”. All fees received by Providers for Subscriptions offered via the Signals Service must be processed by the Payment Processor.
You support Your Signal. You will be solely responsible for support and maintenance of Your Signals and handling of any complaints about Your Signals. Your contact information will be displayed in each Signal detail page and made available to Subscribers for customer support purposes. Provider shall eliminate all critical errors detected which may result in the early termination of the Signal transmission. Failure to provide adequate support for Your Signals may result in low Signal ratings, less prominent Signal exposure, low sales and billing disputes.
VI. Signal Takedowns
Your Takedowns. You may remove Your Signals from future distribution via the Signals Service at any time, notifying the Signals Service Administration by e-mail 7 days prior to such removal, but You must comply with this Agreement and the Payment Processor’s Payment Account terms of service, including but not limited to refund requirements. Removal of Signals from future distribution via the Signals Service shall not affect the license rights of Subscribers who have previously purchased the Subscription to Your Signals.
NeraSignal Ltd. Takedowns. NeraSignal Ltd. does not undertake an obligation to monitor the Signals or their content, but it reserves the right to remove the Signal from the Signals Service or reclassify the Signal at its sole discretion if NeraSignal Ltd. is notified by You or otherwise becomes aware and determines that a Signal or any portion thereof or any of Your Brand Features:
violates the intellectual property rights or any other rights of any third party,
violates any applicable law or is subject to an injunction,
is pornographic, obscene or otherwise violates NeraSignal Ltd.’s hosting policies or other terms of service as may be updated by NeraSignal Ltd. from time to time at its sole discretion,
is being distributed by You in violation of the express terms and conditions set by NeraSignal Ltd.;
may create liability for NeraSignal Ltd. or Authorized Carriers,
is deemed by NeraSignal Ltd. to have a virus or is deemed to be malware, spyware or have an adverse impact on the NeraSignal Software or software of an Authorized Carrier,
the transmission of the Signal is impacting the integrity of NeraSignal Ltd. or Authorized Carriers’ servers (i.e., Users are unable to access such content or otherwise experience difficulty).
NeraSignal Ltd. reserves the right to suspend and/or ban any Provider from the Signals Service at its sole discretion, without any explanation.
In the event that Your Signal is removed because it is defective, malicious, infringes intellectual property rights of another person, defames, violates a third party’s right of publicity or privacy, or does not comply with applicable law,
You must refund to NeraSignal Ltd. all amounts received, plus any associated fees (i.e. chargebacks and payment processing fees), and
NeraSignal Ltd. may, at its sole discretion, withhold from Your future sales the amount specified in subclause 1 above.
VII. Provider Credentials
You agree that You are responsible for maintaining the confidentiality of all Provider credentials that may be issued to You by NeraSignal Ltd. or which You may choose Yourself and will be solely responsible for all applications that are developed under such credentials. NeraSignal Ltd. may limit the number of Provider Accounts issued to You or to the company or organization You work for.
VIII. Privacy and Information
We use Your personal data, which help us to create, develop, manage, provide and improve the Signals service, other services and content, as well as to protect against fraud and copyright violation.
We may occasionally use Your personal data to send You important notices of changes in our Terms of Services or Policies. We may also use personal data for internal purposes, such as auditing, data analysis and research, which enable us to improve our Services.
To find out more about how we collect and use the information you provide, please read our Privacy and Data Protection Policy and Cookies Policy.
IX. Termination of this Agreement
This Agreement shall be effective until terminated by either You or NeraSignal Ltd., as set out below.
If You want to terminate this Agreement, You must provide NeraSignal Ltd. with thirty (30) days prior written notice and cease Your use of any relevant Provider credentials.
NeraSignal Ltd. may at any time terminate this Agreement with You if:
You have breached any provision of this Agreement; or
NeraSignal Ltd. is required to do so by law; or
You cease to be a registered Seller or Provider; or
NeraSignal Ltd. decides to no longer provide the Signals Service.
X. Disclaimer of Warranties
YOU UNDERSTAND AND AGREE THAT YOUR USE OF THE SIGNALS SERVICE IS AT YOUR SOLE RISK AND THAT THE SIGNALS SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTY OF ANY KIND.
YOU AGREE TO USE THE SIGNALS SERVICE AND ANY MATERIALS DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SIGNALS SERVICE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA AS A RESULT OF SUCH USE.
NeraSignal Ltd. FURTHER EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS.
XI. LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT NeraSignal Ltd., ITS SUBSIDIARIES AND AFFILIATED ENTITIES, AND ITS LICENSORS SHALL NOT BE LIABLE TO YOU UNDER ANY THEORY OF LIABILITY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES THAT MAY BE INCURRED BY YOU, INCLUDING ANY LOSS OF DATA, WHETHER OR NOT NeraSignal Ltd. OR ITS REPRESENTATIVES HAVE BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.
NeraSignal Ltd IS NOT A REGISTERED INVESTMENT ADVISOR, BROKER/DEALER, FINANCIAL ANALYST, FINANCIAL BANK, SECURITIES BROKER OR FINANCIAL PLANNER. NeraSignal Ltd IS A TECHNOLOGY PROVIDER WHICH AMONG OTHER THINGS FACILITATES THE SHARING OF TRADE INFORMATION VIA THE INTERNET. USERS OF THE SERVICE MAY USE THE TRADE INFORMATION TO FORMULATE THEIR OWN INVESTMENT DECISIONS WHICH COULD BE TO COPY THE TRADES OF OTHERS. ALL INFORMATION ON THE NeraSignal.com IS PROVIDED FOR INFORMATION PURPOSES ONLY. THE INFORMATION IS NOT INTENDED TO BE AND DOES NOT CONSTITUTE FINANCIAL ADVICE OR ANY OTHER ADVICE, IS GENERAL IN NATURE AND NOT SPECIFIC TO YOU. BEFORE USING THE COMPANY’S INFORMATION TO MAKE AN INVESTMENT DECISION, YOU SHOULD SEEK THE ADVICE OF A QUALIFIED AND REGISTERED SECURITIES PROFESSIONAL AND UNDERTAKE YOUR OWN DUE DILIGENCE. NONE OF THE INFORMATION ON OUR SITE IS INTENDED AS INVESTMENT ADVICE, AS AN OFFER OR SOLICITATION OF AN OFFER TO BUY OR SELL, OR AS A RECOMMENDATION, ENDORSEMENT, OR SPONSORSHIP OF ANY SECURITY, COMPANY, OR FUND. THE COMPANY IS NOT RESPONSIBLE FOR ANY INVESTMENT DECISION MADE BY YOU. YOU ARE RESPONSIBLE FOR YOUR OWN INVESTMENT RESEARCH AND INVESTMENT DECISIONS.
You hereby agree, to the fullest extent permitted by law, to indemnify, defend, and hold NeraSignal Ltd, its Affiliated Entities and each of their respective directors, officers, employees and agents, as well as Authorized Carriers, harmless from and against any and all third party claims, demands, causes of action, suits or proceedings, as well as any and all losses, liabilities, damage, costs or expenses (including any reasonable attorneys’ fees), arising out of or accruing from:
Your use of the Signals Service in violation of this Agreement, and;
Your Signal that infringes any copyright, trademark, trade secret, trade dress, patent or other intellectual property right of any person or defames any person or violates their rights of publicity or privacy.
To the maximum extent permitted by law, You agree to defend, indemnify and hold harmless the applicable Payment Processors (which may include NeraSignal Ltd. or third parties) and the Payment Processors’ affiliates, directors, officers, employees and agents from and against any and all third party claims, actions, suits or proceedings, as well as any and all losses, liabilities, damages, costs and expenses (including reasonable attorneys’ fees) arising out of or accruing from taxes related to Your distribution of Signals via the Signals Service.
XIII. Changes to this Agreement
NeraSignal Ltd. reserves the right to change and revise this Agreement. Each time changes are made to this Agreement, NeraSignal Ltd. will publish a revised version of the Agreement on the Website. The revised version of the Agreement shall be effective immediately upon publication. Your use of the Signals Service following any change to this Agreement will constitute Your assent to and acceptance of the revised Agreement.
XIV. General Legal Terms
This Agreement constitutes the entire legal agreement between You and NeraSignal Ltd. and governs the use of the Signals Service by the Provider.
You acknowledge that the failure of NeraSignal Ltd. to exercise or enforce or delay of NeraSignal Ltd. in exercising or enforcing any legal rights or remedies provided hereunder (or by any applicable law) shall not constitute a waiver of such rights or remedies on part of NeraSignal Ltd. and that such rights and remedies will continue to be available to NeraSignal Ltd.
If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, then that provision will be removed from this Agreement without affecting the remaining provisions contained herein. The remaining provisions of this Agreement will continue to be valid and enforceable.
You acknowledge and agree that each member of the group of companies of which NeraSignal Ltd. is the parent shall be third party beneficiary to this Agreement and that such other companies shall be entitled to directly enforce, and rely upon, any provision of this Agreement that confers a benefit on or rights in favor of them. No other persons or companies shall be third party beneficiaries to this Agreement.
Neither You nor NeraSignal Ltd. may assign or transfer the rights granted in this Agreement without the prior written consent of the other party. Neither You nor NeraSignal Ltd. shall be permitted to delegate the responsibilities or obligations under this Agreement without the prior written consent of the other party.
This Agreement, as well as Your relationship with NeraSignal Ltd. hereunder shall be governed by and construed in accordance with the laws of the Republic of Cyprus, without regard to its conflict of laws provisions. You and NeraSignal Ltd. agree that the courts of the Republic of Cyprus shall have non-exclusive jurisdiction over any dispute arising out of this Agreement. Notwithstanding this, You agree that NeraSignal Ltd. shall still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.