iTrade User Agreement(Terms and Conditions of Use and Participation)
The iTrade application is designed to assist you in researching investment information, creating and managing a virtual portfolio, and allows for the participation in stocks games between users. Use of this service is limited to personal, non-commercial use and the content contained therein may not be copied, modified, duplicated or distributed in any form or for any reason without the express written consent of NeonSurge.
Terms and Conditions Acknowledgment.
NeonSurge, which owns and operates the iTrade application ("iTrade"), provides these terms and conditions (the "Terms and Conditions") for use of iTrade to the user (the "user" or "you"). PLEASE READ THIS DOCUMENT CAREFULLY. You understand that accessing or transmitting information, registering, or otherwise participating in iTrade constitutes and shall be deemed an acceptance by you of these Terms and Conditions. NeonSurge and its affiliates reserve the right, at their sole discretion, to change, modify or add to these Terms and Conditions, at any time, and without prior notice to you. If you do not wish to be bound by these Terms and Condition, you may not use or participate in iTrade, and in such event any use of iTrade is unauthorized.
Registering with iTrade.
You must be at least thirteen (13) years of age to register to use iTrade. By completing a registration for iTrade, you are automatically registering as a user of NeonSurge and hereby agree that any and all Information (as defined below) that you supply in the registration process and other information that the iTrade application/NeonSurge may require from you from time to time, is current, truthful and complete. NeonSurge and its affiliates reserve the right to terminate your registration with iTrade at any time or in the event the Information, including your e-mail address, is no longer current or accurate. You shall be the only authorized user ofiTrade through your Screen Name, Email address and Password. You also hereby agree that you shall be solely responsible for all statements made, or acts or omissions that occur on iTrade through the use of your Screen Name, Email and Password. You hereby agree not to provide or make known your Screen Name, Email address or Password to any other person for the purpose of facilitating such person's access and unauthorized use of iTrade. You hereby agree to immediately notify NeonSurge if you become aware of:
- any loss or theft of your Screen Name, Email address and Password or
- any unauthorized use of your Screen Name, Email address or Password.
If you allow any other person to access iTrade through your Screen Name, Email address and Password, you hereby agree to defend and indemnify NeonSurge, its affiliates and any independent contractor engaged by NeonSurge to assist in moderating iTrade or otherwise, against any liability, costs or damages arising out of claims or suits by third parties based upon, or relating to, such access and use by such other person.
Information Posted by Members.
While NeonSurge and its affiliates make every reasonable effort to ensure the quality and accuracy of the information posted within the iTrade application, NeonSurge and its affiliates assume no responsibility for, and do not guarantee, the accuracy, currency, completeness or usefulness of information in any material on iTrade, and do not endorse, oppose or edit any opinions, recommendations or predictions posted by you or other members, except NeonSurge may remove or delete what appears to be potentially unlawful content or content otherwise prohibited under these Terms and Conditions. You should exercise discretion and skepticism before relying on information posted on iTrade, since it may be incorrect or misleading. You hereby agree that, to the extent you rely on information posted on iTrade, you do so solely at your own risk.
NeonSurge and its affiliates do not pre-view or screen any member-generated content posted on iTrade. You hereby agree that NeonSurge, its affiliates, and any independent contractor engaged by NeonSurge to assist in moderating iTrade or otherwise, is not a publisher or speaker of any information provided by you or other members or participants on iTrade. Notwithstanding the foregoing, you acknowledge and hereby agree that NeonSurge and its affiliates reserve the right to monitor any and all information transmitted or received through iTrade.
NeonSurge and its affiliates, at their sole discretion and without any notice to you, may, but are not obligated to, monitor, edit, remove or prohibit the transmission or receipt of any information posted on iTrade which NeonSurge or its affiliates considers inappropriate or in violation of any of these Terms and Conditions or applicable laws. If you become aware of postings on iTrade that violate these Terms and Conditions, you hereby agree to contact NeonSurge.
Information & Advertisements posted by third parties
The data published at iTrade is for informational and entertainment purposes only. Use of this information in violation of federal, state, or local laws is prohibited. Though NeonSurge makes every reasonable effort to screen its advertisers and sponsors (collectively "advertisers"), NeonSurge does not endorse or recommend the services of any advertiser. The advertiser you select is solely responsible for its services to you, their customer. NeonSurge may display links to sites or applications that may be of interest to the site visitor but for which NeonSurge has no responsibility and only provides as a service to the site visitor. The user accepts that after leaving any of the iTrade application, NeonSurge cannot be responsible in any way for any material that you encounter and we exclude to the fullest extent permitted by law all liability that may arise with respect to or as a result of such material causing any damage, costs, injury or financial loss of any kind.
User Conduct Guidelines.
You understand that using iTrade for an illegal purpose or to transmit content that is unlawful, harassing, libelous, invasive of another's privacy, harmful, vulgar, obscene or otherwise objectionable, may result in removal of your portfolio, postings and/or termination of your membership at the sole discretion of NeonSurge. Although by no means exhaustive, the categories of postings or actions that could result in the removal of your portfolio, postings and/or termination of your membership are:
- The unauthorized posting of material, non-public information about companies;
- The use of iTrade to transmit junk mail, spam or unsolicited mass distributions of e-mails;
- The posting of content that you are prohibited by law from transmitting (e.g., third-party copyright or trademark) or that you are prohibited from transmitting by contractual or fiduciary duties (e.g., nondisclosure agreement terms);
- The posting of content that is threatening of, harassing of, or offensive to any other individual or entity, particularly any member of iTrade and any entity discussed on the iTrade application;
- The posting or transmittal of sexually explicit content;
- The posting of knowingly false or misleading statements;
- The posting of information to manipulate or attempt to manipulate the market for any security;
- The impersonation by you of any person or entity, or any false statement of affiliation by you with any person or entity;
- The posting or transmittal of any unsolicited advertising, promotional or marketing materials, sales information or other forms of solicitation;
- The posting of statements that constitute offers to buy or sell any security;
- The making of statements or posting of materials that encourage criminal conduct or that would give rise to civil liability or otherwise violate any law in any jurisdiction, including but not limited to securities laws or regulations;
- The transmission of chain letters or pyramid schemes, advertising (unless with the prior written consent of NeonSurge) or any other form of commercial solicitation;
- The making of statements or posting of materials that are "off-topic" for a designated forum;
- The making of statement or posting of materials that solicit or encourage users to become affiliated or to do business with competitors of NeonSurge;
- The transmission of files that (i) contain viruses or malicious codes, or are otherwise corrupted or (ii) may damage the operation of another member's computer; and
- The posting or transmittal of any message or content that violates any applicable local, state, national, international or foreign law, including without limitation rules and regulations promulgated by the U.S. Securities and Exchange Commission, the Board of Governors of the Federal Reserve System or any applicable self-regulatory organization or governmental entity.
The content available through iTrade (including without limitation HTML code, PHP code, Java Code, Objective C code) is the property of NeonSurge or its licensors, and is protected by copyrights, trademarks, service marks, patent or other proprietary rights and laws. You hereby agree that all content located on iTrade is the sole property of NeonSurge or its licensors. You understand and hereby agree that the information in, or derived from, predictions and other information contained on iTrade, including without limitation text, graphics, images, animations, computer programs, data, designs, logos and button icons and the arrangement, collection and assembly thereof, is the property of NeonSurge, and may not be copied, modified, adapted, translated, mirrored, reverse engineered, decompiled, disassembled, republished, redistributed, transmitted, altered, edited or exploited in any manner for any purpose without the express written permission of NeonSurge, except you are hereby permitted to display, print and store one (1) electronic copy of information provided by NeonSurge or its affiliates for your own personal use.
You hereby agree that NeonSurge, its affiliates, and any independent contractor engaged by NeonSurge to assist in moderating iTrade, shall not be liable for any errors or delays in the content of any information provided through iTrade, or for any actions taken by you or any third-party in reliance thereon. Market data and other information discussed on iTrade includes information that has been posted by members, and NeonSurge and its affiliates make no representations or warranties as to the accuracy or completeness, or continued availability of this information, and such information should not be relied upon. Such information is inherently subject to change without notice and may become outdated. You should therefore verify any information obtained from this service before you act upon it.
Security, Systems and Data.
Use of this application is restricted to authorized persons only. Actual or attempted unauthorized use of this site shall result in criminal or civil prosecution by NeonSurge or its affiliates. NeonSurge and its affiliates reserve the right to view, monitor and record activity without notice to or permission from you. Any information obtained as a result of such monitoring, viewing or recording is subject to review by law enforcement organizations in connection with investigations or prosecutions of possible criminal activity on iTrade. NeonSurge and its affiliates will also comply with all court orders involving requests for such information.
You hereby agree that NeonSurge and its affiliates are not responsible or liable for any harm arising out of corrupted, distorted or erroneous data resulting from data transfer with third parties or third-party products or services, and that NeonSurge will not be responsible or liable if you mishandle, alter or improperly use or store any information, data, product or service associated with the iTrade site. You also hereby agree that you are solely responsible for:
- The security and maintenance of your computer system and data, including without limitation (i) creating fire walls and taking similar protective measures to prevent unauthorized access to your computer systems, software and data or infiltration of your computer systems, software and data; and (ii) creating, storing and updating any necessary back-up or archival copies of data as needed in case of system failure (including without limitation creating sufficient backups and fully documenting your account information); and
- The functionality and adequacy of any third-party software or other analytical or related tools that you may choose to employ with the iTrade site.
NeonSurge's Proprietary Right to Content.
You hereby agree that upon posting Information (as defined below) or conducting Communications (as defined below) on iTrade, you grant NeonSurge and its successors and assigns a non-exclusive, worldwide, royalty-free, perpetual, irrevocable, unrestricted license under your copyrights or other intellectual property rights in such Information or Communications, if any, to use, license, sub-license, adapt, distribute, display, publicly perform, reproduce, transmit, modify, edit and create derivative works from such material in any and all media, in any manner, in whole or in part, now known or hereafter developed without any duty to account to you. You also hereby waive all rights to any claim against NeonSurge or its affiliates for any alleged or actual infringement of any proprietary rights, rights of privacy and publicity, moral rights, and rights of attribution in connection with such Information or Communications. You also grant to NeonSurge the right to authorize the downloading and printing of such Information or Communications, or any portion thereof, by other users for their personal use.
You acknowledge that by using and accessing this iTrade site or by submitting communications to iTrade/NeonSurge, no confidential, fiduciary, contractually implied or other relationship is created between you and NeonSurge or its affiliates.
Termination of Your Registration.
You hereby agree that we may, in our sole discretion, terminate or suspend your access to all or part of iTrade for any reason, including without limitation breach of these Terms and Conditions (or any subsequent modifications hereof) or your attempted assignment of your membership. Any suspected fraudulent, abusive or illegal activity may be grounds for termination of your membership and may be referred to appropriate law enforcement authorities. NeonSurge and its affiliates shall not be liable to you or any third party for any claims related to your termination from iTrade.
No Investment Advice by iTrade/NeonSurge.
You understand and hereby agree that the iTrade application and NeonSurge do not recommend any security, financial product or instrument, nor does any mention of a particular security on the iTrade site constitute a recommendation by or through the iTrade service or NeonSurge to buy, sell, or hold that or any other security, financial product or investment discussed herein. You also understand and acknowledge that neither the iTrade service nor NeonSurge provide tax, legal or investment advice. You further understand and hereby agree that the iTrade service and NeonSurge do not offer or provide any investment advice or opinion regarding the nature, potential, value, suitability or profitability of any particular security, portfolio of securities, transaction, investment strategy or other matter. You hereby agree that by accessing this site, or participating on iTrade, that any information provided therein is not to be used or considered as an offer, or a solicitation of an offer, to buy or sell securities by the iTrade service or NeonSurge.
You understand and hereby agree that iTrade is provided solely for the information and use of registered members who are expected to make their own investment decisions without reliance upon this information, and that NeonSurge, its affiliates, and any independent contractor engaged by NeonSurge to assist in moderating iTrade, accept no liability whatsoever for any direct or consequential loss arising from any use of information available to you on iTrade. You hereby agree that any investment decisions you make will be based solely on your evaluation of your financial circumstances, investment objectives, risk tolerance, financial condition, and liquidity needs.
You also understand and acknowledge that the employees of NeonSurge are not authorized to give any such advice and that you will not solicit or rely upon any such advice from the iTrade service, NeonSurge or any of its employees. You further acknowledge that the iTrade application and your access to information through iTrade will not cause NeonSurge to be an investment advisor with respect to you or any other party.
Limitation of Warranties and Indemnification.
NeonSurge is providing this site and its contents on an "as is" basis and makes no representations or warranties of any kind, express or implied, as to the operation of this site or the content, information and materials contained within or accessible through this site, including without limitation, that they are accurate, complete or current. You hereby agree that NeonSurge, its affiliates, and any independent contractor engaged by NeonSurge to assist in moderating iTrade, shall not be liable in any way, and you hereby agree to indemnify and hold harmless NeonSurge, its affiliates, and any independent contractor engaged by NeonSurge to assist in moderating iTrade, from any claim, demand, proceeding, damages, injuries, liabilities, losses, costs or expenses (including reasonable attorneys' fees) made by any third party relating to or arising out of (i) your use of this site or any information, products, services or software available on or through this site; (ii) your breach of these Terms and Conditions or other improper act or omission by you; (iii) any inaccuracy, error or delay in, or omissions of (a) any such data or information on iTrade or (b) the transmission or delivery of any such data or information; (iv) unauthorized access; (v) theft; or (vi) any loss or damage arising from or occasioned by (a) any such inaccuracy, error, delay or omission; (b) non-performance or (c) interruption of any such data or information due either to any negligent act or omission by the iTrade service or NeonSurge or to any "force majeure" (i.e., flood, extraordinary weather conditions, earthquake, or other act of God, fire, war, insurrection, riot, labor dispute, accident, action of government, communications power failure, or equipment or software malfunction) or any other cause beyond the reasonable control of NeonSurge.
To the fullest extent permitted by applicable law, NeonSurge and its affiliates disclaim all warranties, express or implied, including without limitation, implied warranties of merchantability, fitness for a particular purpose, title and non-infringement. NeonSurge will not be liable for any damages of any kind arising from the use of or access to this site, including without limitation, direct, indirect, compensatory, consequential, incidental, special and punitive damages.
NeonSurge and its affiliates reserve the right to charge fees (the "Fees") for use of this site and products and services made available through this site. In the event NeonSurge and its affiliates charges Fees, the Fees may change from time to time. Your continued use of iTrade after NeonSurge or its affiliates sends notice of such Fee changes shall constitute your agreement to pay the revised Fees charged by NeonSurge and its affiliates.
You hereby agree to pay all costs (including reasonable attorneys' fees) incurred by NeonSurge and its affiliates in order to collect any overdue Fees owed by you to NeonSurge or its affiliates. You also hereby agree to pay any Fees that may be assessed against you by NeonSurge or its affiliates in connection with any products, services or information ordered by you through this site.
Hyperlinks from iTrade.
The site contains links to third-party web sites and resources on the Internet. NeonSurge provides links to these other web sites only as a convenience. The inclusion of such links on iTrade do not constitute endorsements, implied or otherwise, by NeonSurge or its affiliates of the linked sites or any products or services on such sites, and no information on such sites have been endorsed or approved by NeonSurge or its affiliates. The linked sites are not under the control of NeonSurge or its affiliates, and neither NeonSurge nor its affiliates is responsible for the contents of any linked site or any link contained in a linked site. You hereby agree that under no circumstances shall NeonSurge or its affiliates be held responsible or liable for any loss or damages caused or alleged to have been caused by use of or reliance on any content, goods or services available on such hyperlinked sites.
Collection of Information/Communication.
As you navigate through this application NeonSurge will be collecting and tracking Information, either by asking you to tell us something about yourself or by using data-tracking software which automatically collects and/or tracks information which can include without limitation, your home server domain name, e-mail address, type of device, and firmware version you use, as well as information concerning what sections you access. You may also input data or engage in other forms of communication to, with or through the iTrade application ("Communication"). Persons under the age of thirteen (13) are not authorized to use or access the iTrade application.
Disputes Between Users and Arbitration.
You hereby agree that, in the event you become involved in a dispute with another user relating to or arising out of your use of this site, you shall release NeonSurge and its affiliates from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected. If you are a California resident, you hereby waive Section 1542 of the California Civil Code, which provides that "a general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor."
In the event a dispute arises relating to or arising out of your use of this site which cannot be resolved in good faith by the parties thereto, the parties thereto shall submit such dispute to arbitration in Los Angeles, California before a single arbitrator applying the Commercial Rules of the American Arbitration Association. The non-prevailing party shall be liable to pay the prevailing party's reasonable costs incurred in connection with such arbitration.
These Terms and Conditions are binding on and will inure to the benefit of the respective successors and assigns of the user, NeonSurge and its affiliates. However, you understand and hereby agree that you may not assign your rights hereunder without the prior written consent of NeonSurge.
Survival and Waiver.
The Terms and Conditions, as may be amended, relating to indemnification, limitations on liability, unauthorized and improper use of this site, and licenses granted by you to NeonSurge and its affiliates shall survive the termination of these Terms and Conditions.
The failure to insist on strict performance of any of these Terms and Conditions shall not operate as a waiver of such Terms and Conditions.
Choice of Law.
These Terms and Conditions shall be governed by, and construed in accordance with, the laws of the State of California, without regard to conflicts of laws provisions. Sole and exclusive jurisdiction for any action or proceeding arising out of or related to these Terms and Conditions shall be an appropriate state or federal court located in the State of California, and your use of and access to this site acts as an express consent to the jurisdiction of such appropriate state or federal court located in the State of California. Use of and access to this application is unauthorized in any jurisdiction that does not give full effect to this paragraph. NeonSurge and its affiliates reserve the right to make changes to this application and to these disclaimers, Terms and Conditions at any time.
DISCLAIMERS OF WARRANTIES.
YOU AGREE THAT YOUR ACCESS TO, AND USE OF, THE SERVICES AND THE CONTENT AVAILABLE THROUGH THE SERVICES IS ON AN "AS-IS", "AS AVAILABLE" BASIS AND WE AND OUR INFORMATION PROVIDERS SPECIFICALLY DISCLAIM ANY REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY REPRESENTATIONS OR WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. We do not give tax or investment advice or advocate the purchase or sale of any security or investment. You should always seek the assistance of a professional for tax and investment advice. Certain information and data provided in connection with these Services may be delayed as specified by financial exchanges or Information Providers. NeonSurge and the Information Providers furnish the information available in connection with these Services without responsibility for accuracy and you agree that errors or omissions contained in such information shall not be made the basis for any claim, demand or cause of action against NeonSurge or any Information Provider. We may link to, or promote, web sites or services from other companies or offer you the ability to download software from other companies. You agree that we are not responsible for, and do not control, those web sites, services and software. The Services includes facts, views, opinions and recommendations of individuals and organizations deemed of interest. Neither NeonSurge nor the Information Providers guarantees the accuracy, completeness or timeliness of, or otherwise endorses, these facts, views, opinions or recommendations, gives investment advice, or advocates the purchase or sale of any security or investment.
LIMITATIONS ON LIABILITY
NEITHER NEONSURGE, NOR ANY INFORMATION PROVIDER, NOR ANY OF THEIR RESPECTIVE SUBSIDIARIES, AFFILIATES, SHAREHOLDERS, DIRECTORS, OFFICERS, EMPLOYEES AND LICENSORS (THE "EXCLUDED PARTIES") WILL BE LIABLE (JOINTLY OR SEVERALLY) TO YOU OR ANY OTHER PERSON AS A RESULT OF YOUR ACCESS OR USE OF THE SERVICES FOR INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING, WITHOUT LIMITATION, LOST PROFITS, LOST SAVINGS AND LOST REVENUES WHETHER OR NOT CHARACTERIZED IN NEGLIGENCE, TORT, CONTRACT, OR OTHER THEORY OF LIABILITY, EVEN IF ANY OF SUCH EXCLUDED PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF OR COULD HAVE FORESEEN ANY OF THE EXCLUDED DAMAGES, AND IRRESPECTIVE OF ANY FAILURE OF AN ESSENTIAL PURPOSE OF A LIMITED REMEDY. IF ANY APPLICABLE AUTHORITY HOLDS ANY PORTION OF THIS SECTION TO BE UNENFORCEABLE, THEN THE EXCLUDED PARTIES' LIABILITY WILL BE LIMITED TO THE FULLEST POSSIBLE EXTENT PERMITTED BY APPLICABLE LAW. You understand and agree that your use of the Services is at your sole risk.
The headings in these Terms and Conditions are solely for convenience of reference and shall be given no effect in the construction or interpretation of these Terms and Conditions.
If any provision of these Terms and Conditions is hereafter held to be invalid, illegal or unenforceable for any reason, such provision shall be reformed to the maximum extent permitted so as to preserve the parties' original intent, failing which, it shall be severed from these Terms and Conditions, with the balance of these Terms and Conditions continuing in full force and effect. If any provision of these Terms and Conditions is so broad as to be unenforceable, the provision shall be interpreted to be only so broad as is enforceable. If any provision is inapplicable to any person or circumstance, it shall nevertheless remain applicable to all other persons and circumstances.