Trading Rules: Terms and Conditions
1.0 PROVISION OF SERVICES
1.1 We will provide online and broker managed Trade Services to you (the "Account Holder") in exchange for payment of transaction and monthly account fees pursuant to compliance with the terms and conditions of this Agreement.
1.2 The Trade Service is defined as the use by the Account Holder of website access, software access, and information services provided by your trade exchange's brokers and trade consultants. The Service may also include access to information services provided through the Internet or by third party providers (collectively, "Non-BarterUP Content").
1.3 The Account Holder recognizes that BarterUP has no control over the availability, content and performance of its website. BarterUP does not warrant or support any Non-BarterUP content. The Account Holder recognizes that BarterUP content cannot be screened, censored or safeguarded by BarterUP with regard to copyright, obscenity, integrity, safety or reliability. The Account Holder assumes all risk and liability when accessing the BarterUP website and agrees to indemnify BarterUP in accordance with paragraph 4.0 below.
2.0 USE OF SERVICES
2.1 The Account Holder agrees to maintain and keep account log-in information including but not limited to the account name, federal ID and password secure and private.
2.2 The BarterUP website is for participating trade commerce exchange clients only and is not to be used by non-participating exchange members. The Account Holder therefore agrees not to share the access or log-in information to the account. The Account Holder understands that non-compliance with this provision is cause for account termination.
2.3 The Account Holder agrees not to use, via the Internet, any process, program, or tool designed to discover the access information of account holders on BarterUP. The Account Holder agrees not to use the Service to make unauthorized attempts to access the accounts of others.
2.4 The Account Holder agrees to use the Service only as permitted by applicable local, state, and federal law. The Account Holder agrees, therefore, not to use the service to plan, incite, promote, facilitate, solicit or conduct any business or activity that is prohibited by law.
2.5 The Account Holder acknowledges that BarterUP is a commercial entity and that BarterUP is connected to one or several Internet Service Providers ("ISPs"). The ISPs may only be used by Account Holders to conduct legal business. This business should, however, not impinge upon the use of the Service by other account holders. The Service may not be used to send unsolicited advertising or promotional materials to other users. Other prohibited activities include, but are not limited to, propagation of computer worms and viruses, and using the network to make unauthorized entry to any other machine accessible via the network.
3.0 NO WARRANTIES
3.1 To the extent possible, BarterUP will make every effort to provide accurate information through its proprietary services. The account holder acknowledges that information available through non-BarterUP content may not be accurate. In any event, as to both BarterUP and Non-BarterUP Content, BarterUP makes no warranty, express or implied, regarding the quality, accuracy, or validity of data and/or information available, that access to the service will be available at any particular time, that operation of the service will be uninterrupted or error free, or that any particular result or information will be obtained. Member accounts are offered on an "as is" basis without warranties of any kind, other than warranties which are incapable of exclusion, waiver, or restriction under the law applicable hereto.
3.2 USE OF INFORMATION, PROGRAMS OR OTHER MATERIALS OBTAINED FROM OR THROUGH THE SERVICE IS AT THE SOLE RISK OF THE ACCOUNT HOLDER.
4.0 INDEMNIFICATION
Operation of this service carries inherent risks to BarterUP because BarterUP literally cannot control all aspects of the Service at all times. Accordingly, by acknowledging this Agreement, you agree to indemnify BarterUP for any damages, costs and expenses, including reasonable attorneys fees, that accrue to BarterUP as a result of or arising out of your activities on the Service including, but not limited to, any claims for violation of any copyright, trademark, or protected material, any claim of defamation, slander, libel, disparagement or the like, any use of the Service for illegal purposes, or any use of the service to send or receive obscene materials.
5.0 MISUSE OF SERVICES
5.1 Your access to the Service is a privilege, not a right, and access to the Service is not guaranteed by this Agreement. The act of signing the Member Application and your use of the Service constitutes your acceptance of and agreement to be bound by this Agreement. This Agreement will be strictly enforced and violators may, at the sole discretion of BarterUP be suspended or terminated from access to the Service for any reason without prior notice or opportunity to be heard. Behavior in violation of the rules embodied in this Agreement carries potential risks to BarterUP and cannot be tolerated. BarterUP failure to enforce a particular rule or policy on one occasion or against one person does not preclude the enforcement of the same rule or policy at a different time or against another person.
5.2 Any use of the Service that disrupts the normal use of the Service for other BarterUP customers is considered to be misuse of BarterUP services.
5.3 Modification, alteration, reverse engineering, decompilation, disassembly or creation of derived works based on BarterUP proprietary software or published products are misuse of BarterUP services.
5.4 Any violation of this Agreement is misuse of BarterUP services.
5.5 Violations of this Agreement or any of the BarterUP conditions of use are unethical and may be criminal offenses. You are expected to report to BarterUP any information you may have concerning instances in which this Agreement or the conditions of use have been or are being violated. When BarterUP becomes aware of possible violations, we will initiate an investigation. At the same time, in order to prevent further possible unauthorized activity, BarterUP may, at its sole discretion, suspend any involved account(s) form access to the Service. Confirmation of violations may result in cancellation of the individual account(s) and/or criminal prosecution. The account suspension may be rescinded at the sole discretion of BarterUP following payment of a re-connection charge.
5.6 BarterUP reserves the right in its sole discretion to suspend or terminate access to the Service to any member at any time for any reason.
6.0 LIMITATION OF LIABILITY
YOU JOIN AND PARTICIPATE IN THE SERVICE AT YOUR OWN RISK. BarterUP SHALL NOT BE LIABLE FOR ANY DAMAGES OR LOSSES WHICH RESULT TO YOU FROM YOUR USE OF OR PARTICIPATION IN THE SERVICE. BarterUP DISCLAIMS ALL EXPRESS AND IMPLIED WARRANTIES, INCLUDING THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
BarterUP shall not be liable for any damage that user may suffer arising out of use, or inability to use, the Service or products provided hereunder. BarterUP shall not be liable for unauthorized access by third parties to your facilities or premise equipment or for unauthorized access to or alteration, theft, loss or destruction of your data files, programs, procedures or information through accident, fraudulent means or devices, or any other method.
IN NO EVENT WILL BarterUP, ITS AGENTS, OR AFFILIATES BE LIABLE FOR ANY OTHER DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA, OR OTHER SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THE PURCHASE, USE OR PERFORMANCE OF THE SERVICE.
7.0 ACCESS
Account Holder is responsible for and must provide all equipment and services necessary to access the Service.
8.0 CHOICE OF LAW AND FORUM
8.1 This Subscription Agreement is made and entered into in New York. By signing the Account Application, you agree that any disputes between you and BarterUP will be governed by the law of the State of New York and you further agree to the exclusive jurisdiction of the Superior Court of New York County, State of New York, for all disputes arising out of or related to this Agreement or your participation in the Service.
8.2 Any cause of action of Account Holder with respect to the Service must be instituted within one year after the claim or cause of action has arisen or be barred.
9.0 ENTIRE AGREEMENT
9.1 This Agreement and any operating rules published over the Service constitutes the complete agreement and understanding between BarterUP and the Account Holder regarding the Service and supersedes any other written or oral agreement.
9.2 Upon notice published on-line by BarterUP at its sole discretion, may modify this Agreement, and/or modify its pricing structure. BarterUP may, in its sole discretion and without prior notice, discontinue or change the services offered. Only BarterUP can modify this Agreement or change a rule or policy of this Service.
