HXR Terms of Use
This Terms of Use is effective as of May 24, 2022.
1. INTRODUCTION
1.1The service is made available to you by HXR QUANT HOLDINGS LIMITED, a company formed under the laws of the British Virgin Islands ("HXR", "we", "us" or "our") through the website located at https://www.hxr.com, HXR Crypto Trading Bot mobile application(s), application program interface(s) (except for HXR Crypto Trading Bot API as described in Section 6.2.6) and functions further described in Section 6 below (except for HXR Crypto Trading Bot API) (collectively, "Software") for the purpose of providing tools that allow managing personal cryptocurrency holdings. The term "you" or "Client" refers to the person visiting or otherwise accessing or using the Software.
1.2These terms and conditions (“Terms of Use”) and the Privacy Policy (as defined below) govern your access to and use of the Software and constitute the entire, complete, and binding agreement between you and HXR with respect to the Software.
1.3You should also read our Privacy Policy, which is incorporated by reference into the Terms of Use. If you do not wish to be bound by these Terms of Use or by the terms of our Privacy Policy, please do not access or use the Software.
1.4THESE TERMS OF USE CONTAIN VERY IMPORTANT INFORMATION REGARDING YOUR RIGHTS AND OBLIGATIONS, AS WELL AS CONDITIONS, LIMITATIONS, AND EXCLUSIONS. PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE ACCESSING OR USING THE SOFTWARE. BY USING THE SOFTWARE IN ANY WAY AND FOR ANY PURPOSE, WITH OR WITHOUT A CLIENT ACCOUNT AND FROM ANY DEVICE AND LOCATION, YOU AGREE AND CONFIRM THAT:
1.4.1you have read and understood these Terms of Use and you accept and agree to be bound by these Terms of Use as they appear on each respective date that you use the Software.
1.4.2you assume all the obligations set forth herein;
1.4.3you are of sufficient legal age and capacity to use the Software;
1.4.4you are not under the control of jurisdiction that explicitly prohibits the use of similar software;
1.4.5you use the Software at your discretion and under your own responsibility.
2. SUBJECT MATTER OF THE TERMS OF USE
2.1These Terms of Use apply between HXR and the Client using the Software. The Software is made available to you via website https://hxr.com on computer or mobile device.
2.2These Terms of Use constitute a legally binding agreement between you and HXR and covers the operation and provision of the Software. The Software is provided to natural and legal persons with an existing exchange account(s) and is intended to help better manage the personal cryptocurrency holdings. You shall not use the Software to manage third-party’s cryptocurrency holdings in any way.
2.3HXR may update or revise these Terms of Use from time to time by providing notice of such updates or revisions on the Software. Such changes to the Terms of Use will take effect as of the “Last updated” date stated at the beginning of these Terms of Use. Each time you access the Software, you agree to be bound by the most current version of the Terms of Use. You agree that you will review these Terms of Use periodically. If you do not agree to the terms of these Terms of Use or any modified version of these Terms of Use, your sole recourse is to terminate your use of the Software.
3. SIGN-UP
3.1In order to sign-up and use the Software, you must be at least eighteen (18) years of age.
3.2If you are entering into these Terms of Use on behalf of a legal person (i.e. company or other legal entity), you represent that you have the authority to bind such legal person to these Terms of Use and that you have shared all email addresses, passwords and access credentials with other authorized representatives of the legal person. If you do not have such authority you shall not access or use the Software.
3.3Prior to the sign-up, you are solely responsible for ensuring that the use of the Software in accordance with these Terms of Use in your jurisdiction of residence is permitted by applicable laws. If such use is not permitted by laws, you shall not access or use the Software.
3.4The following steps are necessary to sign-up to create the Client Account and access the Software:
3.4.1Sign-up. Fill in the sign-up form by providing your email address and password. You will be given the opportunity to read the Terms of Use and the Privacy Policy. You can retrieve the documents from the named links and take notice of them. Prior to clicking “Register” to continue the sign-up process, you must confirm that you accept these Terms of Use and have acquainted yourself with our Privacy Policy. Further, you must confirm that you are at least 18 years old. After clicking “Register” your account is created (“Client Account”). The same process applies in case you choose to sign-up with your Facebook account. The latter method requires you to also comply with the terms, conditions, and privacy policies of such third party service.
3.4.2From the moment HXR provides you the Client Account to access and use the Software, the sign-up process is completed. The Client Account is provided to you free of charge. HXR has the right to refuse to provide you a Client Account at its sole discretion, in which case you shall not use the Software.
3.4.3You can terminate the registration process at any time and/or suspend the process and resume it at a later point. You can check for any errors in the information that you have entered and, if necessary, correct these by changing your input.
3.4.4After creating the Client Account, you are prompted to complete your Client Account’s profile, and you will be guided through different steps, including connecting your Client Account with your existing cryptocurrency exchange account.
3.4.5Connecting with a cryptocurrency exchange account. In order to use the functions of Software you must have a cryptocurrency exchange account ("Exchange Account") (for example, Binance, FTX, OKX, Huobi, Gate, KuCoin, etc). If you do not have the Exchange Account, you can register directly on the cryptocurrency exchange provider's website or through the invite link on HXR website. You acknowledge that you are entering into a separate legal relationship with the chosen cryptocurrency exchange provider and you are bound by their specific terms and conditions. For connecting your Exchange Account with the Client Account you must log in to your Exchange Account, create an API key and API secret, then return to the Software insert the API key and the API secret, you will be required to confirm that the Exchange Account belongs to you personally and you are not connecting someone else's account. When you have concluded this step, your Client Account will be connected to your Exchange Account .
Depending on your chosen subscription type, you may connect either a single Exchange Account from a single cryptocurrency exchange or you may connect several Exchange Accounts from a single cryptocurrency exchange with the Client Account. Provided that the previously stated is observed, you may connect Exchange Account(s) from several cryptocurrency exchanges with the Client Account.
Under certain circumstances, we may drop the API keys for security purposes, which will require you to connect to your Exchange Account again.
3.5As a part of the sign-up process you will be required to provide us with certain information, such as your email address and a password. For more information about the data we collect, please see our Privacy Policy. You are required to provide accurate, current and complete information about yourself and promptly update all information in your Client Account to ensure that your Client Account is accurate, current and complete. You may update or change your Client Account settings at any time.
3.6Depending on the Exchange Account you use, we may automatically register you to trading contests that we organize for the possible benefits to you. Such contests do not oblige you to take actively part from the contest or do any additional actions. Registration to trading contests are not financially harmful to you. When we organize trading contests, we send you the information of the contest terms and details in advance. We can request an additional data for distribution of prizes, it is voluntary and you have a right to refuse, however in such case your prize will be annulated.
4. USING YOUR CLIENT ACCOUNT TO ACCESS THE SOFTWARE
4.1 The purpose and permitted use of your Client Account and the Software
4.1.1You may use the Software only within the intended purpose and permitted use. You acknowledge that depending on your chosen Plan, the purpose of the Client Account is to provide you with access to the Software with tools to manage one or more Exchange Accounts. Any use for other purposes or particular misuse of the Software is not permitted. You agree not to use your Client Account and the Software in particular in order to:
4.1.1.1upload, post, email, transmit or otherwise make available any content that is unlawful, harmful, threatening, abusive, fraudulent, harassing, insulting, defamatory, vulgar, obscene, libellous, invasive of another's privacy, hateful or racist, that glorifies violence, is pornographic, unethical or otherwise prohibited or objectionable;
4.1.1.2impersonate any natural or legal person, or falsely state or otherwise misrepresent your affiliation with a natural or legal person;
4.1.1.3transmit or otherwise make available any content that you do not have a right to make available, that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
4.1.1.4engage in any activity that attempts to reverse engineer, disassemble, decompile, hack or extract any proprietary software used to maintain the Software;
4.1.1.5trade on platforms in respect of which you should not have access to;
4.1.1.6interfere with or disrupt the Software or servers or networks connected to the Software, including but not limited to hacking or bypassing any measures we may use to prevent unauthorised access to the Software; and/or
4.1.1.7violate any applicable national or international rules and laws, as well as rights of third parties.
4.1.2Failure of observing the limits of purpose and permitted use of your Client Account and the Software (including if we detect any activity, which refers to you managing several accounts from the same cryptocurrency exchange accounts through your personal Client Account without having subscribed to the appropriate Plan) is deemed a material breach of these Terms of Use. HXR shall be entitled to – without prejudice to any other rights – terminate your Client Account in accordance with Sections 12.3.2 and 12.3.3. You may not use the Software if we have terminated your Client Account of or otherwise banned you.
4.2 Confidentiality of the Client Account
4.2.1You acknowledge that your Client Account is personal to you, and you are obliged not to provide any other person with access to the Software or portions of it using your email address, password, or other security information.
4.2.2You are responsible for maintaining the confidentiality of your data and for monitoring and, if necessary, restricting access to your devices. Any email address, password or any other information chosen by you or provided to you as a part of our security procedures, must be treated as confidential, and you must not disclose it to any other person or entity. You must exercise caution when accessing your Client Account from a public or shared computer so that others are not able to view or record your password or other Client Account information. You agree to ensure that you logout from you Client Account at the end of each session.
4.2.3You accept responsibility for all activities that occur under your Client Account or from your devices in relation to the Software and your Client Account, including any misuse of your Client Account. HXR will use reasonable and industry-standard security measures to protect you from unauthorized access to your Client Account. You agree to notify us immediately of any unauthorized access to or use of your Client Account or any other breach of security. If you fail to notify HXR accordingly, HXR might not be able to prevent such unauthorized access or other breach of security or take corresponding security measures.
4.2.4For ensuring better protection of your Client Account, you are provided with an option under your Client Account’s “Settings”, to set up a two-factor authentication via Google authenticator.
4.2.5You acknowledge and agree that to the extent permitted by applicable law, we shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by, or in connection with the unauthorized use of your Client Account arising from a failure on your part to maintain the confidentiality of your password, if we have performed our obligation to apply reasonable and industry-standard security measures.
5. TRIAL ACCOUNT
5.1If you have elected to use a free trial, we will make the Software available to you on a trial basis free of charge (“Trial”). By gaining access to the Software, you agree to be bound by our Terms of Use and the following additional terms of this Section 5 (“Trial Terms”), provided that in the event of a conflict between the Trial Terms and any other terms of these Terms of Use, the Trial Terms shall govern. HXR has the right to refuse to give you access to a Trial.
5.2To receive Trial access to the Software, you must follow through the sign-up process described in Section 3. You may terminate the Trial any time and for any reason under the Client Account settings.
5.3The Trial will start when we approve your Trial and shall terminate on the earlier of (a) the end of the free Trial period for which you registered, or (b) the start date of any purchased Subscription (as defined in Section 7). At the end of the Trial, any trades you initiated through the Software during the Trial will continue but may take longer to complete and you will no longer have access to any data you entered into your Client Account.
5.4We may terminate your use of the Trial and products and services made available in connection therewith, at any time and for any reason, with or without cause, without prior notice to you and without any liability or further obligation of any kind whatsoever to you or any other party.
6. CLIENT ACCOUNT FUNCTIONALITIES
6.1The Client Account provides you with a free of charge access to these functions or upcoming functions including “Trading Bots”, “Paper Trading”, track “Portfolio” and “Community” functions provided by HXR as described in this Section 6.1 and to the “Marketplace for Crypto-Signals“ and “Academy” which contain services and content provided by third parties as described in Section 6.3. The specific Client Account functionalities will be those provided under the selected Subscription at the time your offer to conclude the Purchase Agreement is placed.
6.2The Software provides you with tools that allow you to manage your cryptocurrency holdings across the Exchange Accounts, including but not limited to the following tools:
6.2.1SmartTrade Terminal, that allows you to manually place buy/sell orders on one or several third party cryptocurrency exchanges using the capabilities of third-party public APIs and “SmartTrade Terminal” features of HXR. Under the SmartTrade Terminal function you can activate Paper Trading function for up to 100 active entities (including Trading Bots, smart trades and trades), which allows you to practice and simulate trading without risking real assets;
6.2.2Trading Bots, which allow you to configure the parameters of the chosen bots that will execute cryptocurrency trade orders automatically on third party cryptocurrency exchanges within those established parameters and without the need for additional human interaction or intervention;
6.2.3TradingView, which is a large analysis platform of asset price behaviour that allows you to connect the bot to one or more indicators of your choice to start receiving alerts and open trades;
6.2.4Dashboard, which tracks your account balances on different connected Exchange Accounts and displays your accounts’ summary;
6.2.5Portfolios, which allows you to analyse how certain portfolio set ups have performed in the past and apply the chosen set up to your existing exchanges;
6.2.6HXR API, which consists of an application programming interface and related specification documents to establish an electronic connection to third-party services;
6.2.7Blog, which provides you with information and news regarding cryptocurrencies and trading;
6.2.8Community, which provides you with live chat, customer support and related services.
6.3Additionally, while logged in to your Client Account, you can access the following functions through the Software, which are provided by third parties:
6.3.1Marketplace for Crypto-Signals is where you can purchase signals from professionals and connect them to your Trading Bots without having to configure it yourself. All of the signals on the Marketplace for Crypto-Signals are provided by third-party service providers as described below in Section 13;
6.3.2Academy, for useful instructions on using the Software for your personal benefit.
When utilizing the functions provided by third parties, you acknowledge the information provided in Section 13.
7. PURCHASING THE SUBSCRIPTION PLAN
7.1 When registering for the Services, you have the opportunity to choose between different subscription plans, i.e “Free”, “Starter”, “Advancer”, “Pro” , and "Enterprise" plan (collectively “Plans” or “Subscription”).
7.2A detailed description of HXR Subscriptions, including the prices and the functions associated with each type of Subscription, is available on our Plans page or in Help Center. HXR reserves the right to change the Subscriptions published on the Plans page (e.g add or remove Plans) at any given moment. When removing a Plan, HXR shall endeavour to give notice to those who might be affected by such actions.
7.2.1The Subscriptions available at the Plans page are subject to these Terms of Use. By accepting these Terms of Use, you also confirm that you agree with the Subscriptions features conditions as described on the Plans page.
7.3 HXR reserves the right to, at their full discretion, provide Services to Clients based on customized Plans (“Customized Plans”). Customized Plans will not be displayed on the Plans page and will be offered to Clients on an individual basis. Customized Plans are subject to these Terms of Use.
7.4 To purchase the Subscription,other than a Customized Plan, select the Subscription you want to purchase on our website’s Plans page or Client Account’s “Subscription” tab, choose the preferred payment method.
7.5If you wish to upgrade your Subscription, you may do so at any time through your Client Account’s “Subscription” tab. Your new Subscription will be activated immediately after processing of your payment, irrespective of any remaining time on your old Subscription.
8. DISCLAIMER
8.1HXR PROVIDES THE SOFTWARE. HXR DOES NOT PROVIDE FINANCIAL, INVESTMENT, LEGAL, TAX OR ANY OTHER PROFESSIONAL ADVICE. HXR IS NOT A FINANCIAL ADVISOR, INVESTMENT ADVISOR, PORTFOLIO MANAGER OR TAX ADVISOR. NOTHING ON OR IN THE SOFTWARE SHALL CONSTITUTE OR BE CONSTRUED AS AN OFFERING OF ANY CURRENCY OR ANY FINANCIAL INSTRUMENT OR AS INVESTMENT ADVICE OR INVESTMENT RECOMMENDATIONS (SUCH AS RECOMMENDATIONS AS TO WHETHER TO PURCHASE A CURRENCY OR INSTRUMENT) BY HXR OR A RECOMMENDATION AS TO AN INVESTMENT STRATEGY BY HXR. YOU ACKNOWLEDGE AND AGREE THAT HXR IS NOT RESPONSIBLE FOR YOUR USE OF ANY INFORMATION THAT YOU OBTAIN ON THE SOFTWARE. YOUR DECISIONS MADE IN RELIANCE ON THE PRODUCTS OR SERVICES IN THE SOFTWARE OR YOUR INTERPRETATIONS OF THE DATA FOUND IN THE SOFTWARE ARE YOUR OWN FOR WHICH YOU HAVE FULL RESPONSIBILITY. YOU EXPRESSLY AGREE THAT YOU USE THE SOFTWARE AT YOUR SOLE RISK.
8.2HXR WILL STRIVE TO ENSURE ACCURACY OF INFORMATION LISTED ON THIS WEBSITE ALTHOUGH IT WILL NOT HOLD ANY RESPONSIBILITY FOR ANY MISSING OR WRONG INFORMATION. NO CONTENT ON THE SOFTWARE IS TAILORED TO THE SPECIFIC NEEDS OF ANY INDIVIDUAL, ENTITY OR GROUP OF INDIVIDUALS. HXR EXPRESSES NO OPINION AS TO THE FUTURE OR EXPECTED VALUE OF ANY CURRENCY, SECURITY OR OTHER INTEREST. CONTENT ON THE SOFTWARE MAY NOT BE USED AS A BASIS FOR ANY FINANCIAL OR OTHER PRODUCT WITHOUT THE EXPRESS PRIOR WRITTEN CONSENT OF HXR.
8.3SOME CONTENT PROVIDED ON THE SOFTWARE IS SUBMITTED TO HXR BY UNRELATED THIRD-PARTY PROVIDERS. OTHER CONTENT IS UPLOADED BY YOU. HXR DOES NOT REVIEW ALL CONTENT FOR ACCURACY, DOES NOT REVIEW CONTENT FOR COMPLETENESS OR RELIABILITY, AND DOES NOT WARRANT OR GUARANTEE THE ACCURACY, COMPLETENESS, RELIABILITY OR ANY OTHER ASPECT OF ANY CONTENT. THE PERFORMANCE OF THE SOFTWARE IS DIRECTLY LINKED TO THE PERFORMANCE OF THE UNRELATED THIRD-PARTY SERVICES. HXR DISCLAIMS ALL RESPONSIBILITY OF NON-PERFORMANCE OF THE SOFTWARE CAUSED BY NONPERFORMANCE OF UNRELATED THIRD-PARTY SERVICES.
8.4YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOU MAY LOSE SOME OR ALL OF YOUR FUNDS. CRYPTOCURRENCIES ARE A NEW AND INSUFFICIENTLY TESTED TECHNOLOGY. IN ADDITION TO THE RISKS INCLUDED HEREIN, THERE ARE OTHER RISKS ASSOCIATED WITH YOUR USE OF THE SOFTWARE, AND THE PURCHASE, HOLDING AND USE OF CRYPTOCURRENCIES, INCLUDING THOSE THAT HXR CANNOT ANTICIPATE. SUCH RISKS MAY FURTHER MATERIALIZE AS UNANTICIPATED VARIATIONS OR COMBINATIONS OF THE RISKS DISCUSSED HEREIN.
9. INTELLECTUAL PROPERTY AND THE LICENCE FOR THE USE OF THE SOFTWARE
9.1The Software, trademarks and other intellectual property objects displayed, distributed, or otherwise made available via the Software, is the exclusive property of HXR, and its successors, assigns, licensors, and/or suppliers. Unless specifically provided in the Terms of Use or if you have agreed otherwise in writing with HXR, nothing in these Terms of Use gives you a right to use the Software and its content, HXR’ trade-marks or other intellectual property of HXR.
9.2 HXR grants you a personal, non-exclusive, non-transferable, non-sublicensable, revocable license to use the Software for your personal, non-commercial use, as described in these Terms of Use, for the period you access the Software and the functions related to the Subscription, if relevant. Any intellectual property objects (without limitation, all information, data, products, materials, services, software applications and tools, APIs, design elements, text, images, photographs, illustrations, audio and video contents, artwork and graphics contained therein or otherwise made available to you in connection therewith) provided through or used to operate the Software is licensed, not sold, to you by HXR. You acknowledge that you have no right to access the Software in source-code form. HXR may inform you, by notice within the Software or otherwise, that the Software contains intellectual property governed by the licence of a third party and you agree to abide by the terms of the Software.
9.3Unless you have been permitted in writing to do so in a separate agreement with us, you have no right to rent, lease, lend, sell, redistribute, sublicense, copy, reverse, engineer, decompile, disassemble, translate, modify, distribute copies of, make available, adapt, or create derivative works based on the Software or its related intellectual property.
9.4For all contents and data, that you insert or make available via the Software ("User Content"), you grant HXR free of charge a transferable, sublicensable, non-exclusive, irrevocable, worldwide right of use and exploitation and for the maximum term permitted under applicable law and which is unlimited in terms of content, to use these User Content for any purpose including but not limited to the purposes of:
9.4.1providing the Software;
9.4.2conducting research, develop new products and services;
9.4.3predictive analytics and insights;
9.4.4improvement and further development of the Software; and
9.4.5other, including commercial use ("Right of Use and Exploitation").
9.5The Right of Use and Exploitation covers in particular, but not exclusively, the right to amend, edit and translate, as well as to store, reproduce, disseminate, make accessible to the public, send, disclose publicly and non-publicly and otherwise make available the User Content, including, without limitation, all bots that you create, the names of such bots and any settings that you create for such bots. By entering or making available User Content via the Software, you guarantee that the User Content is in accordance with these Terms of Use, does not violate the rights of third parties and that you are entitled to grant these Rights of Use and Exploitation. You shall indemnify HXR against all claims brought by third parties against HXR in connection with the exercise of these Rights of Use and Exploitation.
10. PRICES, PAYMENT TERMS AND REFUNDS
10.1 All prices, discounts, and promotions posted on the Software are subject to change without notice. The price charged for the Subscription selected by you will be the price advertised on the Software at the time the order is placed, subject to Purchase Agreement and the terms of any promotions or discounts, your geographical location or residence, and chosen payment method. You will be charged the price advertised at the time you placed an offer to conclude the Purchase Agreement.
10.2 Applications available through the Software (e.g. apps) may be provided for a price (“Paid App”) or free of charge. Applications that are provided free of charge are indicated with the purchase price USD/USDT. Payment for having access to the Paid App(s) shall be made by the Client to HXR by using any preferred payment method as shown on our website at the time of the intended purchase. All applications ordered by the Client shall be displayed under the Client’s Subscription overview (including the free of charge applications).
10.3If we increase our prices, that increase will only apply to purchases made after the date the increase comes into effect. The prices posted in the Software may not include applicable discounts or taxes until the profile data in your Client Account is fully completed by you. We strive to display accurate price information, however, we may, on occasion, make inadvertent typographical errors, inaccuracies or omissions related to pricing and availability. We reserve the right to correct any errors, inaccuracies, or omissions at any time and to cancel any orders arising from such occurrences.
10.4You must initiate payment for the charges related to the Subscription or other products or services provided through the Software when submitting the order. If you do not complete this payment to our satisfaction, we will cancel your offer to conclude the Purchase Agreement.
10.5You can use any available and the most convenient payment method currently available in the Software for all purchases. However, HXR does not guarantee the availability of any payment method at any moment. HXR may add, remove or suspend any payment method temporarily or permanently by its own discretion.
10.6Any payments you make through the Software and for the Software may be subjected to VAT (value added tax) with appropriate rate and in accordance with the law of jurisdiction you are established. HXR accrues and charges VAT for your payments based on your location that is automatically determined by IP address of your device and/or manually provided by you to HXR when entering billing address.
10.7If you disagree with the default payment-related information that our Software generated automatically, you should provide: your billing address (so long as the Software will be used at this location); enter the address data in the Software when proceeding with the payment; and sending us a valid proof of this address afterwards. We will then make a determination as to whether the default payment-related information should be adjusted. For more information on how we handle your personal information, please refer to our Privacy Policy.
10.8You represent and warrant that: (i) the payment information you supply to us is true, correct and complete, (ii) you are duly authorized to use the payment method you provide, (iii) charges incurred by you will be honoured by the issuer of your payment method, and (iv) you will pay charges incurred by you at the posted prices, including all applicable taxes, if any, regardless of the amount quoted on the Software at the time of your order.
10.9Unless otherwise required by applicable law, we have no obligation to provide a refund or a credit.
10.10You understand that you are purchasing the Software from HXR via a payment service provider (“PSP”). Unless otherwise required by law, you are obligated to contact HXR support service for any issues related to payment transactions before contacting the PSP or financial institution.
10.11Using the Software via the Internet may lead to incurring costs that you will have to pay to your service provider.
11. SUSPENSION OF FUNCTIONS OR THE SOFTWARE
11.1 HXR has the right to implement changes to the Software and its functions.
11.2Until all the circumstances have been clarified and, if necessary, know your client procedures have been carried out, HXR may suspend or interrupt the provision of the Software, either entirely or partly, and without any liability to the Client:
11.2.1if it is necessary for repairs, maintenance or other similar actions, including security updates, in which case HXR endeavours to notify you of the interruption in advance to the extent reasonably possible;
11.2.2if you fail to pay any part of the Subscription payment after having been notified of the failure by us;
11.2.3if your actions or omissions relating to the use of the Software interfere with or prevent the normal operation of the Software or otherwise cause, or are likely to cause, harm, damage or other detrimental effects to the Software, HXR or other users of the Software;
11.2.4if there are reasons to suspect that your credentials have been wrongfully disclosed to an unauthorized third party and the Software is being used under such credentials;
11.2.5if you use the Software in breach of these Terms of Use and have not remedied the breach without delay after having been notified thereof by HXR or use the Software in violation of any applicable laws, regulations or regulatory provisions;
11.2.6if you refuse to provide the required clarifications within the time requested; or
11.2.7for any other reasons as HXR may determine from time to time.
11.3Material breach of the Terms of Use may include, without limitation, actions and inactions described in Sections 11.2.2 to 11.2.6.
11.4HXR endeavours to notify you of the interruption as far in advance as reasonably possible or, if advance notification is not possible due to the urgency of the reasons requiring interruption, without undue delay. Suspension of the Software for the reasons set out in Section 11.2 does not relieve you from the obligation to pay any applicable fees.
12. CLIENT TERM AND TERMINATION
12.1Upon any access or use of the Software, these Terms of Use remain thereafter in full force and effect in respect of such access or use, as they may be updated from time to time.
12.2The term of your paid Subscription pursuant to the Purchase Agreement will remain in effect for the period you made the payment for (for example, a month or a year), subject to any renewals.
12.3 Deletion of the Client Account
12.3.1HXR may delete your Client Account in case we detects material breach, including, without limitation, as determined in Section 11.3, HXR may delete your Client Account immediately, without prior notice.
12.3.2The termination of the Client Account will mean that: (i) concurrently with the termination of the Client Account, also the Purchase Agreement (if relevant) will be terminated and thus your access to the Software and products and services made available in connection therewith is revoked; (ii) you are prohibited from any further use of the Software; and (iii) any and all data and information residing in your Client Account or pertaining to activity from your account will be irretrievably deleted, except to the extent that we are obligated or permitted to retain such content, data or information in accordance with applicable laws and regulations. You agree that all such measures will be carried out by HXR and that HXR will not make itself liable to you or any third parties as a result of any such measure for any reason, to the extent this is permitted by applicable law.
12.4 Termination of the Purchase Agreement
12.4.1After the fourteen (14) day “cooling off” period you may terminate your Purchase Agreement at any time and without giving any reasons via your Client Account settings by choosing “Not to extend”.
12.4.2HXR may terminate the Purchase Agreement under the same conditions described in Section 12.3.2.
12.4.3Regardless of the party initiating the termination, the termination of the Purchase Agreement will mean that your access to the Software functions provided under the Subscription based on the Purchase Agreement and products and services made available therewith is terminated immediately, however you will still have access to your Client Account. You agree that all such measures will be carried out by HXR and that HXR will not make itself liable to you or any third parties as a result of any such measure for any reason, to the extent this is permitted by applicable law.
12.5When these Terms of Use come to an end, all of the legal rights, obligations and liabilities that you and HXR have benefited from, been subject to (or which have accrued over time while the Terms of Use have been in force) or which are expressed to continue indefinitely, shall be unaffected by such termination including but not limited to Sections 1, 4, 8, 10, 9, 13 to 18.
13. THIRD-PARTY CONTENT
13.1Any content provided through the Software is intended to be used and must be used for informational purposes only. It is very important to do your own analysis before making any investment based on your own personal circumstances. You should take independent financial advice from a professional in connection with, or independently research and verify, any information that is provided by us of the third-parties and wish to rely upon, whether for the purpose of making an investment decision or otherwise. Any content, data, information, or publications made available through the Software are furnished by us on an as-is basis for your convenience and information. Any opinions, advice, statements, services, offers, or other information made available by third parties are those of the respective author(s) or publisher(s), and not of HXR. Such information should not be interpreted as approval by HXR of those content or information you may obtain from them. HXR has no control over the content or information of these resources. HXR disclaims any warranty or representation, either express or implied, that the information in such publications is accurate or complete.
13.2Marketplace for the Crypto-Signals. You can access though the Software the Marketplace for the Crypto-Signals. Crypto-Signals are information provided by third-party service providers who come up with signals and trading tactics. All of the Crypto-Signals displayed on the marketplace are provided by third parties Signals Provider. Signals Provider does not publish advice about using cryptocurrency or trading cryptocurrency. While the Software contains information on an algorithmic indicator created by the Signals Provider, it is not giving its reader any financial advice. We are not in any case liable for any data the Crypto-Signals publish as they are third party services and for informational purposes only. We will not be liable, whether in contract, negligence or otherwise, in respect of any damage, expense or other loss you may suffer arising out of such information or any reliance you may place upon such information.
13.3As the Crypto-Signals are provided by third party Signals Providers, their use is subject to the terms and conditions of this third-party Signals Provider. The terms of use of the Crypto-Signals shall be made available to you, when you subscribe to the Crypto-Signal chosen by you. Payments for use of Crypto-Signals to third Party Signals Providers shall be made by you in accordance with the payment terms specified in Section 10 to HXR, who shall forward the respective payment to the relevant Signals Provider in accordance with the conditions agreed between them.
13.4Past performances by the algorithmic indicator is not a guide to the future. For the avoidance of any doubt, the Signals Provider and any associated companies, or employees, do not hold themselves out as commodity trading advisors or authorized financial advisors. Given this representation, all information, data and material provided by the Signals Provider and any associated companies, or employees, is for educational purposes only and should not be considered specific investment advice.
13.5Links to Third-Party Platforms and Information. Use of certain links on the Software will direct you to third party feeds, software, websites or mobile applications (collectively, “Third-Party Platforms”). Such Third-Party Platforms are not under the control of HXR, and HXR is not responsible for the contents of any such Third-Party Platforms or any link contained in such Third Party-Platform. Links to Third-Party Platforms included on the Software are provided for your convenience, and the inclusion of such links does not imply a recommendation or endorsement by us of any such Third Party Platform or the products or services or information offered therein. If you decide to access any Third Party Platform information linked to the Software, you do so entirely at your own risk.
13.6 Third-Party Services. We may make services from third parties, such as applications using the HXR API or framing in Servise, available to you through the Software. If you decide to enable, access or use services provided by other parties be advised that your access and use of such Third-Party Services is governed by the terms and conditions of such Third-Party Services, and we do not endorse, are not responsible or liable for, and make no representations as to any aspect of such Third-Party Services, including, without limitation, their content or the manner in which they handle, protect, manage or process data or any interaction between you and the provider of such Third-Party Services. You irrevocably waive any claim against HXR with respect to such Third-Party Services. We are not liable for any damage or loss caused or alleged to be caused by or in connection with your enablement, access or use of any such Third-Party Services, or your reliance on the privacy practices, data security processes or other policies of such Third-Party Services.
14. PRIVACY AND PERSONAL INFORMATION
14.1In order to make full use of the Software, you will need to provide some information relating to you (“Personal Data”). You acknowledge that HXR will collect and use certain Personal Data as described in our Privacy Policy. For more information about our collection, use, disclosure and protection of your Personal Data, please read our Privacy Policy.
15. AVAILABILITY OF THE SOFTWARE
15.1HXR will endeavour to ensure that the Software is always available; however, HXR cannot give any assurance that the Software will be available at all times. The Software is provided “as is” and “as available”. You do not have any right to the Software and the functions offered being available at all times or to a specific availability being guaranteed by HXR. HXR is not obliged to ensure that the Software can be accessed at all times without any interruptions or faults, and does not assume any liability for this.
15.2It may be that the Software is not available in the following cases, for example:
15.2.1if the defect or fault in the Software provided via the website results from you having amended or modified the Software or in any way used the Software outside the scope of its normal and intended access and its intended usage;
15.2.2if the defect or fault in the Software results from an issue with your device,
15.2.3in case of technical malfunctions.
15.3You may access and use the Software through a mobile device and computer. As the Software is provided over the Internet and mobile networks, the quality and availability of the Software may be affected by factors outside our reasonable control. Not all of the Software’s functions are available on the mobile device. You are solely responsible for any prerequisite software and hardware requirements and for any data charges and fees associated with accessing and using the Software through a mobile device.
16. WARRANTY DISCLAIMER
16.1TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EXCEPT AS EXPRESSLY PROVIDED HEREIN, YOUR USE OF THE SOFTWARE IS PROVIDED TO YOU “AS IS” AND “AS AVAILABLE”. HXR, ITS RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES AND AGENTS EXPRESSLY DISCLAIM ALL OTHER REPRESENTATIONS, ENDORSEMENTS, WARRANTIES, AND CONDITIONS, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY REPRESENTATION, WARRANTY OR CONDITION OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT, COMPLETENESS, SECURITY, RELIABILITY, SUITABILITY, ACCURACY, CURRENCY OR AVAILABILITY, ERROR-FREE, UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SOFTWARE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR ANY WARRANTY ARISING FROM A COURSE OF DEALING, PERFORMANCE, OR TRADE USAGE. YOUR SOLE AND EXCLUSIVE REMEDY, AND OUR SOLE OBLIGATION TO YOU OR ANY THIRD PARTY FOR ANY CLAIM ARISING OUT OF YOUR USE OF THE SOFTWARE, IS THAT YOU ARE FREE TO DISCONTINUE YOUR USE OF THE SOFTWARE AT ANY TIME.
16.2HXR PROVIDES NO WARRANTIES OR REPRESENTATIONS REGARDING THE SOFTWARE INCLUDING BUT NOT LIMITED TO THAT (I) THE SOFTWARE WILL MEET YOUR REQUIREMENTS; (II) THE SOFTWARE WILL BE UNINTERRUPTED, TIMELY, SECURE OR DEFECTS-FREE; (III) THE RESULTS OBTAINED FROM USE OF THE SOFTWARE WILL BE ACCURATE OR RELIABLE; OR (IV) THAT ANY KNOWN AND STILL NOT DETECTED DEFECTS WILL BE CORRECTED.
16.3WE CANNOT AND DO NOT GUARANTEE OR WARRANT THAT FILES OR DATA AVAILABLE FOR DOWNLOADING FROM THE INTERNET OR THE SOFTWARE WILL BE FREE OF VIRUSES OR OTHER DESTRUCTIVE CODE. YOU ARE SOLELY AND ENTIRELY RESPONSIBLE FOR YOUR USE OF THE SOFTWARE AND YOUR COMPUTER, INTERNET AND DATA SECURITY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, HXR, ITS RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES AND AGENTS WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY DENIAL-OF-SERVICE ATTACK, DISTRIBUTED DENIAL-OF-SERVICE ATTACK, OVERLOADING, FLOODING, MAILBOMBING OR CRASHING, VIRUSES, TROJAN HORSES, WORMS, LOGIC BOMBS, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE SOFTWARE OR ANY SERVICES OR ITEMS FOUND OR ATTAINED THROUGH THE SOFTWARE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY THIRD PARTY PLATFORM LINKED TO IT.
16.4THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
17. LIMITATION OF LIABILITY
17.1HXR does not make any warranties or representations other than those explicitly mentioned in these Terms of Use. The Software has not been developed to meet your individual needs.
17.2TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW YOU EXPRESSLY UNDERSTAND AND AGREE THAT HXR AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL CONSEQUENTIAL OR EXEMPLARY DAMAGES WHICH MAY BE INCURRED BY YOU IN CONNECTION WITH YOUR USE OF THE SOFTWARE, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY INCLUDING, BUT NOT LIMITED TO, ANY LOSS OF PROFIT, LOST OPPORTUNITIES, LOSS OF DATA SUFFERED, OR OTHER INTANGIBLE LOSS.
17.3HXR MAXIMUM AGGREGATE LIABILITY TO YOU SHALL BE LIMITED TO THE SUBSCRIPTION PRICES PAID BY YOU TO US OVER THE 12 (TWELVE) MONTH PERIOD PRECEDING TO THE CLAIM BY YOU.
18. INDEMNIFICATION
18.1To the maximum extent permitted by applicable law, you agree to defend, indemnify, and hold harmless HXR, its affiliates, and their respective directors, officers, employees, agents, service providers, contractors, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to your breach of these Terms of Use or your use of the Software, including, but not limited to, your submissions, Third Party Platforms, any use of the intellectual property, services, and products other than as expressly authorized in these Terms of Use.
19. CHANGES TO THE TERMS OF USE
19.1HXR reserves the right to change these Terms of Use.
19.2HXR reserves the right to change the Terms of Use with the following types of changes without providing you with a prior notice:
19.2.1if the change to the Terms of Use is only advantageous for you;
19.2.2if the change relates solely to new services, functionalities or service components, and does not result in any change to the existing contractual relationship for you;
19.2.3if the change is necessary to harmonise the Terms of Use with the applicable statutory requirements, in particular in the event of a change in the applicable legal situation, and if the change does not have any material detrimental effects on you;
19.2.4if HXR is obliged to implement the change in order to comply with a court judgment that is binding for HXR or with a binding decision by an authority, and if the change does not have any material detrimental effects on you.
20. SUPPORT AND REPORTING
20.1We only provide support services for the operation of the Software. Should you become aware of misuse of the Software including libellous or defamatory conduct, you must report it to HXR. We recommend contacting us for assistance if you experience any issues regarding the Software in the following ways:
20.1.1by accessing HXR help centre;
20.1.2by requesting via “Support” form embedded into the Software;
20.1.3by sending email to support@hxr.com
21. GENERAL
21.1These Terms of Use, including the Privacy Policy and any other URL incorporated by reference in these Terms of Use constitute the entire agreement between you and HXR relating to your use and our provision of the Software.
21.2The parties agree that if a party does not exercise or enforce any legal right or remedy which is contained in these Terms of Use (or which it has the benefit of under any applicable law), this will not be taken to be a formal waiver of its rights and that those rights or remedies will still be available to the party.
21.3If any provision of these Terms of Use is held to be illegal, invalid or unenforceable, this will not affect any other provision of these Terms of Use and the agreement between you and us will be deemed amended to the extent necessary to make it legal, valid, and enforceable.
21.4The parties hereto confirm that they have requested that these Terms of Use, including the Purchase Agreement and all related documents are drafted and concluded in English. Any translation hereof has been provided for information purposes only and does not have any legal value nor create any contractual relationship between the parties.
21.5No email address found on the Software may be harvested or otherwise used for purposes of solicitation.
21.6The relationship between the parties is that of independent contractors. Nothing contained in these Terms of Use shall be construed as creating any agency, partnership, joint venture or other form of joint enterprise, employment or fiduciary relationship between the parties, and neither party shall have authority to contract for or bind the other party in any manner whatsoever.
21.7These Terms of Use, the Purchase Agreement and any contractual or non-contractual disputes arising out of or in connection with the use of the Software will be governed by and in accordance with Law of the British Virgin Islands and settled in the court that has jurisdiction in British Virgin Islands .
21.8You will not assign any of your rights or delegate any of your obligations under these Terms of Use without our prior written consent. Any purported assignment or delegation in violation of this Section is null and void. No assignment or delegation relieves you of any of your obligations under these Terms of Use.
21.9HXR may transfer its rights and obligations under these Terms of Use to a third party. In this case, HXR will inform you in advance of the transfer to the third party accordingly in the Software. You will have the right to terminate the Client Account immediately if you do not agree to the transfer.
21.10If any provision of these Terms of Use is deemed to be unenforceable or invalid by any court or arbitrator of competent jurisdiction, for any reason, that provision will be limited or severed to the extent necessary so that these Terms of Use will otherwise remain in full force and effect.
22. NOTICES
22.1We may provide any notice to you under these Terms of Use by: (i) sending a message to the email address you provide to us and consent to us using; or (ii) by posting to the Software. Notices sent by email will be effective when we send the email and notices we provide by posting will be effective upon posting. It is your responsibility to keep your email address current and check for incoming messages regularly.
22.2To give us notice under these Terms of Use, you must contact us by email at support@hxr.com.
22.3To request the consent of HXR for any of the actions for which such consent is required under these Terms of Use, please send an email to support@hxr.com.io. HXR reserves the right to refuse any such requests in its sole discretion.
HXR QUANT HOLDINGS LIMITED