TERMS OF USE

Welcome to the TradeRays website owned and operated by Trade Rays LLP (hereinafter referred to as "TradeRays" "TradeRays Technologies" "TradeRays FinTech" "We" or "Us" or "Our" as the context may require). The access and use of this website (hereinafter referred to as "SITE") is governed by these Terms of Use ("Terms"). We advise every user (hereinafter referred as "You) to review these Terms in detail. Your access or use of the SITE in any manner will be considered as Your acceptance that You have read the Terms and denotes that You consent to be bound legally by the Terms including any amendment made from time to time. Use of any algorithmic trading services or any other services offered by TradeRays through the SITE (hereinafter "Services") directly or indirectly, is subject to these Terms.

IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS OR IF YOU CANNOT REMAIN IN COMPLIANCE WITH SUCH TERMS, PLEASE DO NOT ACCESS THE SITE OR USE ANY OF THE SERVICES AND IMMEDIATELY CEASE SUCH ACCESS AND USE.

IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS OR IF YOU CANNOT REMAIN IN COMPLIANCE WITH SUCH TERMS, PLEASE DO NOT ACCESS THE SITE OR USE ANY OF THE SERVICES AND IMMEDIATELY CEASE SUCH ACCESS AND USE.

The content of the SITE is not intended for use by persons located in foreign jurisdictions, where the Services cannot be offered without appropriate regulatory compliance. The SITE should not be regarded as an offer or solicitation to sell investments or make deposits in any jurisdiction where it is unlawful to make such an invitation or solicitation. TradeRays retains the absolute right to determine eligibility for users to receive the license to use any of the Services.

THE INFORMATION CONTAINED IN THIS SITE IS NOT INTENDED TO PROVIDE PROFESSIONAL ADVICE. PERSONS ACCESSING THE SITE OR USING THE SERVICES DO SO AT THEIR OWN RISK AND WE STRONGLY URGE OUR USERS TO OBTAIN APPROPRIATE PROFESSIONAL ADVICE WHEN NECESSARY.

We may amend any part of the Terms or the SITE content, including elimination or discontinuation of any SITE content without any prior notice and without any liability. You can check for the latest version of the Terms by visiting the "Terms of Use" link on the SITE. You are responsible for regularly reviewing the Terms. Your use or browsing of the SITE or Services after any change will be construed as Your acceptance of such changes.


LICENSE TO USE THE SERVICES

TradeRays grants to You a non-exclusive and non-transferable limited right and license to access the SITE and use the Services for Your personal use or for Your internal purposes (but not on behalf of any third party) provided that You agree with and comply fully with the provisions of these Terms. Certain features of the SITE or Services are available only to You if You register with TradeRays and create a user account.

You acknowledge and understand that TradeRays only provides tools and infrastructure designed to allow You to learn, create, test, and use Your algorithms and algorithmic trading strategies. You also accept that TradeRays does not provide the algorithms and strategies used by You, but rather provides only the tools to create such algorithms and strategies and the data with which You can test and use them. TradeRays bears no liability or responsibility for Your algorithms access through the SITE or the consequences of trading using such algorithms or strategies.

All instructions in relation to the Services shall be issued to/by You through the SITE. You agree and acknowledge that any instruction given or purported to be given to/by You is at Your risk and TradeRays is only providing the software platform for implementation of the same. TradeRays may at its discretion not carry out any instructions where TradeRays has reasons to believe that the instructions are not genuine or are otherwise improper or unclear or raise a doubt. TradeRays shall not be liable if any instructions are not carried out for any of the reasons stated herein.


USAGE RESTRICTIONS

The SITE and the Services shall be used for lawful purposes only and must not be used to transmit content or activity that:

1. impersonates any entity, business, or person;
2. involves the distribution of any form of solicitation or unwanted, unsolicited or harassing mass e-mails, any chain mail, junk mail or any unsolicited or unauthorized advertising or promotional materials;
3. infringes or misappropriates any of the intellectual property rights proprietary right, license right, or legal content protections;
4. Use, store, share, host, copy, distribute, display, publish, transmit or send content that is or may be deemed abusive, libellous, fraudulent, deceptive, tortuous, obscene, threatening, invasive of privacy, offensive, inflammatory, hateful, defamatory, discriminatory or encourages or incites any criminal activity harmful to others, or is otherwise objectionable;
5. disrupts or interferes with the SITE or disable, impair or damage any servers or networks connected to SITE, or violate any policies or regulations of networks connected to SITE;
6. introduces any viruses or code, that permit the unauthorized use of a computer or computer network or otherwise destroy, interrupt, or limit the functionality of any software or hardware in relation to the SITE;
7. gains or attempt to gain unauthorized access to any user accounts, networks, services or computer systems, through any means.
8. accesses or probes any network, computer or communications system, software application, or network or computing device systems without authorization, including but not limited to breaches, vulnerability scans or penetration testing
9. attacks, abuses, interferes with, surreptitiously intercepts, or disrupts any users, systems or services, including but not limited to unauthorized monitoring or crawling, distribution of malware (including but not limited to viruses, Trojan horses, worms, time bombs, spyware, adware, or cancelbots) ;
10. alters, forges or obscures mail headers or assumes a sender's identity without the sender's express permission, or collects replies to messages sent from another internet service provider in violation to this Policy or the applicable policy of that provider;
11. disables, interferes with, abuses, disrupts, intercepts, circumvents or otherwise violates the security of the SITE and Services.

You may be allowed to submit or post images, texts etc. that can be viewed and accessed in the public domain. All content uploaded by You must be legally permissible, and not in contravention of these Terms. Upon submitting any content on the SITE, You give Us an irrevocable, perpetual, royalty-free, and sub-licensable right to use, reproduce, modify, adapt, create derivative works from, publish, translate, display, distribute and perform such material.


THIRD PARTY SITES AND CONTENT

We do not endorse and are not responsible for (i) any statements, opinion, advice or information made or displayed on SITE by any third parties or (ii) for any third party website which may be linked to or from the SITE. Your use of any third-party websites shall be at Your own risk. TRADERAYS will not be liable to You for any loss or damage resulting from You accessing or using such third party websites.

Further, You may be required to download certain third party applications for making use of certain functionalities of the Services, which may be governed by Terms and Conditions which may be different from that of the SITE. We strongly urge that You review such third party terms and condition in detail before downloading and installing any third party applications that You may download in connection with the Services.

Any reliance You place on any third party content is at Your own risk. Any third party content, including, without limitation, content in the nature of opinions, advice, statements, services, offers or other information, expressed or made available on the SITE or through the Services are those of the respective authors thereof, and not that of TradeRays. TradeRays does not in any manner guarantee, endorse, or is otherwise responsible or liable for the accuracy, completeness, timeliness, reliability, availability, usefulness or any other aspects of any third party content accessible through the SITE or Services.


REGISTRATION

You will be required to create an account with us for using certain functionalities of the SITE and/or the Services, by registering Yourself through the SITE. By registering with the SITE, You represent that You are not barred by any applicable law from using the SITE and that You are legally competent to enter into a binding contract.

You are required to provide factual, accurate, recent and complete data about Yourself while registering and periodically update the data and keep it accurate and complete at all times. Any personal information collected through the SITE will be dealt with as per Our Privacy Policy.

You are responsible for maintaining the security of Your user account with TradeRays and any information You provide on the SITE, and You are fully responsible for all activities that occur under the account and any other actions taken in connection with the SITE or Services. You agree to immediately notify TradeRays of any unauthorized access or use of Your account or any other breaches of security. TradeRays shall not be liable for any loss or damage arising from Your failure to comply with this security obligation. You acknowledge and agree that under no circumstances will TradeRays be liable, in any way, for any acts or omissions of a registered user or any third party, including any damages of any kind incurred as a result of such acts or omissions.


ALERTS

TradeRays may from time to time provide alerts. You would be able to customize, deactivate or reactivate the alerts as well as chose the channel for receiving alerts. Alerts may be sent to You following any changes made online to Your TradeRays account. Certain alerts might be voluntary and You may turn on the same as part of the Service. TradeRays may add new alerts from time to time, or cease to provide certain alerts at any time upon its sole discretion. Electronic alerts will be sent to the email address You have provided as Your primary email address for TradeRays. If Your email address or Your mobile device email address changes, You are responsible for informing us of that change. You may disable the alerts at any time at Your option.

You understand and agree that any alerts (whether sms, email, phone or otherwise) provided to You through the Service may be delayed or prevented due to numerous reasons. While TradeRays will use all reasonable efforts to provide accurate alerts in a timely manner We neither guarantee the timely delivery nor the accuracy of the content of any alert. You agree that TradeRays shall not be liable for any delays, failure to deliver, or misdirected delivery of any alert, for any errors in the content of an alert, or for any actions taken or not taken by You or any third party in reliance on an alert. You acknowledge that alerts may include Your TradeRays username and certain details about Your accounts and that anyone with access to Your email will be able to view the content of these alerts.


INTELLECTUAL PROPERTY RIGHTS

All right, title and interest in and to the SITE are owned by Trade Rays LLP. All content and materials contained in the SITE, including, but not limited to, all SITE design, content, images, logos, graphics, button icons, data compilations, digital downloads, etc., are protected by the applicable intellectual property laws.

You acknowledge and agree that the SITE and any software used in connection with the SITE contain proprietary and confidential information that is protected by applicable intellectual property laws. Any unauthorized use of the materials provided as part of the SITE is strictly prohibited. Software, in both source and object code forms, APIs, associated documentation, and other related materials may be available for download on certain parts of the SITE. TradeRays or its licensors own and retain all rights in such software content, including all applicable intellectual property rights. Nothing in these Terms grants any right or license to software content. Software content is governed by its own separate terms and conditions and all use of software content must be in accordance with the specified license(s), which may include, but is not limited to software licenses, End User Agreements and free/open source software licenses, as applicable.

You understand and acknowledge that (i) the software, code, proprietary methods and systems used to provide the SITE or Services, (ii) the design, look and feel of the TradeRays report templates, (iii) the graphical elements of the TradeRays report templates, (iv) the content in the SITE, (v) names, logos, and other materials displayed on the SITE or in the Services constitute trademarks, trade names, service marks or logos of TradeRays; and/or (vi) any intellectual property therein may not be copied, modified, reproduced, republished, posted, or transmitted. Further, no content on the SITE may be sold, offered for sale, or redistributed in a commercial manner without our prior written permission. Nothing in this Agreement grants You any right to receive delivery of a copy any TradeRays Intellectual Property or to obtain access to TradeRays Intellectual Property except as generally and ordinarily permitted through the SITE according to these Terms. You must not use any materials on the SITE in an unauthorized manner including reproduction, republication, modification or distribution, or any form of data mining or data extraction, or other commercial exploitation of any kind except as provided by the grant of license. You must not use any device or manual process to monitor or copy the pages of Our SITE or the content therein.

Except as specifically set forth above, nothing in these Terms confers, by implication, estoppel, or otherwise, any license or right under any trade secret, patent, trademark, copyright, or other intellectual property rights of TradeRays or any third party. All rights not expressly licensed are reserved.

You retain ownership of all content You submit, post, display, or otherwise make available on the SITE or Services. TradeRays will not review, share, or otherwise make use of private content except as specifically provided in our Privacy Policy or these Terms.


DISCLAIMER OF WARRANTIES

We provide the SITE on an "AS IS" and "as available" basis. No express warranties or guarantees are made about the SITE. We do not provide any representation that the SITE is available for use in any particular location. Your use of the SITE shall be at Your own initiative and risk. You must comply with all applicable local laws.

ALL EXPRESS OR IMPLIED WARRANTIES INCLUDING BUT NOT LIMITED TO WARRANTIES THAT OF SITE ACCURACY, FITNESS FOR A PARTICULAR PURPOSE, OF SATISFACTORY QUALITY, SECURITY, NON-INFRINGEMENT, SYSTEM INTEGRATION, AVAILABILITY, INTEGRITY, DATA ACCURACY, COMPLETENESS, RELIABILITY OR TIMELINESS, SUITABILITY OF CONTENT OR SERVICES, OR THOSE WARRANTIES THAT ARISE FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE ARE DISCLAIMED TO THE EXTENT PERMITTED BY LAW. WE MAKE NO WARRANTY THAT ANY UPDATES, UPGRADES, BUG FIXES, ERROR CORRECTIONS AND/OR ENHANCEMENTS OF THE SOFTWARE WILL BE MADE OR THAT ANY COMMUNICATIONS FROM AND/OR TO THE SITE WOULD BE SECURE OR NOT INTERCEPTED. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, TRADERAYS AND ITS AFFILIATES, SUPPLIERS, AND AGENTS DO NOT WARRANT AND EXPRESSLY DISCLAIM THAT: (i) YOUR USE OF THE SITES AND/OR SERVICES AND ACCESS TO AND USE OF ALL OF THE TOOLS AND FEATURES THEREON WILL BE UNINTERRUPTED, OR TIMELY, ERROR-FREE (OR THAT ANY SOFTWARE, SERVICES, SITES OR SERVER(S) ON WHICH THE SERVICES AND SITES ARE HOSTED ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOUR USE OF THE SITE AND THE SERVICES AND ANY CONTENT PROVIDED ON OR THROUGH THE SITES AND SERVICES AND ANY RECEIPT OR DOWNLOAD OF CONTENT OR INFORMATION FROM SITE ARE ENTIRELY AT YOUR OWN RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY, DATA OR PERSON, INCLUDING, BUT NOT LIMITED TO, YOUR COMPUTER SYSTEM AND ANY DEVICE YOU USE TO ACCESS THE SITE OR SERVICES, OR ANY OTHER LOSS THAT RESULTS FROM ACCESSING THE SITE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY OUR REPRESENTATIVE SHALL CREATE A WARRANTY.


LIMITATION OF LIABILITY

TO THE EXTENT PERMITTED BY APPLICABLE LAW, TRADERAYS AND/OR OUR DIRECTORS, OFFICERS, EMPLOYEES, CONTRACTORS, AGENTS OR REPRESENTATIVES SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, PUNITIVE, EXEMPLARY, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES OR LOSSES (INCLUDING LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF BUSINESS, LOSS OF SAVINGS, LOSS OF DATA, OR LOSS OF GOODWILL) OR ANY DAMAGES OF WHATSOEVER NATURE THAT RESULT FROM OR ARISES IN CONNECTION WITH (i) THE USE OF, DELAYS IN OPERATION, TRANSMISSION OR RESPONSE OF, OR INABILITY TO USE THE SITE OR THE SERVICES; (ii) ANY CONTENT OF THE SITE AND/OR THE SERVICES; (iii) STATEMENTS OR CONTENT POSTED ON THE SITE AND/OR THE SERVICES; (iv) ANY SERVICE PURCHASED OR OBTAINED THROUGH THE SITE; (v) ANY ACTION TAKEN IN RESPONSE TO OR AS A RESULT OF ANY INFORMATION AVAILABLE ON THE SITE OR THE SERVICES; (vi) ANY DAMAGE CAUSED BY MISTAKES, INACCURACIES, OMISSIONS, ERRORS, INTERRUPTIONS OR LOSS OF ACCESS TO, DELETION OF, FAILURE TO STORE, FAILURE TO BACK UP, OR ALTERATION OF ANY CONTENT ON THE SITE OR THE SERVICES, OR (vii) ANY OTHER FAILURE OF PERFORMANCE OF THE SITE OR SERVICES OR OTHER MATTER RELATING TO THE SITE AND/OR THE SERVICES, IN EACH CASE WHETHER OR NOT CAUSED BY EVENTS BEYOND OUR CONTROL, INCLUDING, BUT NOT LIMITED TO, ACTS OF NATURE, COMMUNICATIONS LINE FAILURE, THEFT, DESTRUCTION, OR UNAUTHORIZED ACCESS TO THE SITE OR SERVICES OR CONTENT STORED THEREIN, IRRESPECTIVE OF WHETHER A CLAIM IS BASED ON CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY, OR OTHERWISE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE OR LOSSES.

IN NO EVENT SHALL OUR CUMULATIVE LIABILITY TO YOU FOR ANY AND ALL CLAIMS RELATING TO THE USE OF SITE EXCEED INR 500/- OR ANY PAYMENT THAT YOU MADE TO TRADERAYS FOR THE SPECIFIC SERVICE GIVING RISE TO THE CLAIM, WHICHEVER IS LOWER.


FORCE MAJEURE

We will not be liable for any failure of performance under the Terms or to provide the Services through the SITE to the extent such failure was caused by a Force Majeure event, which shall constitute any and all events beyond our reasonable control, including but not limited to acts of the government authorities, acts of God, fire, natural disasters, strikes, explosion, riots, war, terrorism, non-cooperation of third parties, network failure, disruption of communication lines, power outages, etc.


INDEMNIFICATION

You agree to indemnify and hold Us and Our affiliates, officers, employees and agents, harmless from and against all liabilities, losses, demands, claims, damages, penalties, interests and expenses (including ensuing legal expenses and costs) arising from any third party claims resulting from Your use or access of SITE and/or Services. You shall further defend, indemnify and hold harmless TradeRays and its officers, directors, shareholders, and employees, from and against all claims and expenses, including but not limited to attorneys fees, in whole or in part arising out of or attributable to (i) any breach of these Terms by You, or (ii) based upon Your actions or inactions, which may result in any loss or liability to TradeRays or any third party or arising out of the Your violation of any applicable laws, regulations including but not limited to Intellectual Property Rights, payment of statutory dues and taxes, claim of libel, defamation, violation of rights of privacy or publicity, loss of service by other subscribers or infringement of intellectual property or other rights.


TERMINATION

We may suspend or terminate Your use of SITE or terminate Your access to the SITE, in our sole discretion without any liability to You or any third party, irrespective of whether You have paid the subscription. Upon doing so, We may retain or delete any information or content that You provided. You agree that TradeRays, in its sole discretion, may terminate Your password, account (in whole or in part), or use of the SITE or Services, and remove and discard any Content within the SITEs, at any time and for any reason, without prior notice to You. YOU AGREE THAT TRADERAYS WILL NOT BE LIABLE TO YOU OR ANY OTHER PARTY FOR ANY TERMINATION OF YOUR ACCESS TO THE SITE OR SERVICES OR DELETION OF YOUR ACCOUNT.


ADDITIONAL TERMS

You may be required to accept certain additional terms and conditions and You agree to be bound by such additional terms and conditions while using specific Services or features of the SITE, or while creating an account with the SITE, or accessing certain services and features of the SITE upon payment of a subscription, or when using certain services offered as part of the SITE or while downloading any third party applications in relation to the Services. In the event of any conflict between such additional terms and these Terms, the provisions of additional terms shall take precedence.


MISCELLANEOUS

These Terms and any policies posted on SITE constitute the entire agreement between You and TRADERAYS regarding the subject matter of these Terms and obligations hereunder may not be transferred or assigned by You. We may assign or sub-contract our rights and obligations under the Terms at any time, to any third party, at our sole discretion, without notice to You.

All legal proceedings shall be subject to the jurisdiction of the courts in Bangalore, India and shall be governed by and construed in accordance with the laws of India to the exclusion of the conflict of law provisions. Any dispute or difference either in interpretation or otherwise, of any of these Terms, which cannot be amicably settled shall be settled by arbitration in accordance with the Arbitration and Conciliation Act, 1996 as amended from time to time by an independent arbitrator to be appointed by TradeRays and his/her decision shall be final and binding on the parties hereto. The arbitration shall be held in Bangalore.

If any provision of these Terms is held invalid, the remainder of the Terms will continue in full force and effect.

The Terms does not constitute any joint venture, partnership, employment or agency relationship between You and Us.

Any failure by TRADERAYS to enforce any right under these Terms on one occasion does not constitute a waiver of such right on any other occasion.