Signal Provider Agreement

THIS SIGNAL PROVIDER SERVICES AGREEMENT (this "Agreement") is made and entered by and between Finance Managers Co. Limited(“The platform” or "The company") and you ("Signal Provider”) executing this Agreement.

WHEREAS, The platform provides functionality that allows participating traders to browse or follow information related to the trading activity of persons who trade retail off-exchange foreign currency spot contracts and CFDs (collectively “Forex”) and then trade automatically or manually based upon such information, or manually alone;

WHEREAS, certain clients is providing Forex trading signals(called "Signal providers");

WHEREAS, certain clients may wish to utilize the trading signals provided by the Signal providers(called "Signal subscribers");

WHEREAS, the signal providers desire to receive commission from providing trading signals and subscribed by signal subscribers;

NOW, THEREFORE, in consideration of the mutual covenants hereinafter recited, the receipt and sufficiency of which are hereby acknowledged, and other good and valuable consideration, the parties agree as follows:

 

1 Incorporation of Recitals

Each of the foregoing recitals is incorporated by reference herein and made a part hereof.

 

2 Subscription Fees

(1) The platform agrees to pay signal providers the subscription fees. The remuneration paid to the signal provider will constitute full payment for access to the trading signals generated by the System, and the signal provider will not receive any additional benefits or subscription fee under this Agreement. The signal provider hereby agrees that the platform shall have the sole discretion to amend, replace, vary, and cancel the subscription fees due and payable to the signal provider by providing a notice.

(2) The subcription fee is calculated on a 30 days basis. the subscription fee will be paid to the signal provider's account wallet automatially at the end of the subscription period.

(3) The platform values the safety of its followers' capital as an utmost priority. For this reason, the signal provider who at the platform's sole discretion apply abusive trading behavior, introducing high risks to their followers, will be examined carefully and if deemed malicious, they will be refused subscription fee and may be banned from the platform's services. 

(4) The subscription fees set forth in this section 4 shall not be payable to the signal provider if

a) The platform determines at its sole discretion that such payment would violate any laws or rules to which the platform or the signal provider is subject;

b) The platform at its sole discretion deems it necessary to withhold the subscription fees for reasons arising from, but not limited to, customer complaints, any government body investigation or complaint, or any legal issue; or

c) The platform has reason to believe that the signal provider's activity is in breach of this Agreement.

(5) As an independent contractor, the signal provider is responsible for all taxes that are payable as a result of the subscription fee paid from the platform.

 

3 The Signal Provider's Exempt Status

The signal provider represents and warrants that it does not direct or guide any customer accounts or provide trading advice based on, or tailored to, the commodity or Forex interests or cash market positions or other circumstances or characteristics of any customer. The signal provider further represents that it has obtained all required domestic and foreign governmental and regulatory licenses or registrations as may be necessary to carry out its obligations and duties under this Agreement, or is exempt from such registration or licensure.

 

4 Method of Performing Services

In performing the services set forth herein, the signal provider shall comply fully at all times with all applicable laws, rules and regulations governing the trading of Forex and any other governmental and self-regulatory authorities or organizations having jurisdiction over it.

 

5 Warranties

The signal provider understands that the platform respects proprietary rights and does not desire to acquire from the signal provider any trade secrets or confidential information. The signal provider represents and warrants to the platform that:

a) it is not under any pre-existing obligation inconsistent with the terms of this Agreement; and

b) the services to be performed under this Agreement will be the signal provider's original work, free and clear of any claims or encumbrances of any kind, and will not infringe any patent, copyright, trademark or other proprietary right or infringe upon a trade secret of any person or entity.

 

6 Promotional Material

The signal provider undertakes to ensure that all promotional material is of a type and character, and is disseminated in a manner, that will not cause disrepute or harm to the platform and comply with all applicable laws and regulations, including without limitation relating to anti-spam laws and regulations. Immediately upon notice from the platform that, in the platform's opinion, any promotional material (content or method of use) does not comply with this standard, the Trader will cease use of such materials or manner of use. The Trader agrees that it will not use or disseminate any promotional material referencing the platform without obtaining the platform's written permission.

 

7 Termination

(1) Either party may terminate this Agreement at any time without cause at any time by prior written notice to the non-terminating party of such termination.

(2) In the event either party defaults in the performance of its obligations under this Agreement, the non-defaulting party may terminate this Agreement effective immediately upon the giving written notice of the default to the other party.

(3) Termination of this Agreement, however caused, shall not release either party from any liability or responsibility to the other with respect to all terms, covenants and conditions contained herein, all of which shall survive the termination of this Agreement. In addition, the termination of this Agreement shall not affect any of the rights or obligations of either party arising prior to or at the time of termination of this Agreement, or which may arise by any event causing the termination of this Agreement.

 

8 Independent Contractor

For purposes of this Agreement, the signal provider is an independent contractor, and not an employee or agent of the platform, nor shall anything herein be construed as making the Trader a partner or co-venturer with the platform or any of its affiliates or other clients. Except as provided in this Agreement, the signal provider shall have no authority to bind, obligate or represent the platform.

 

9 Miscellaneous

(1) This Agreement shall be binding upon and inure to  the  benefit  of  the  Parties hereto and their respective successors  and  assigns,  the platform may  assign  or novate any of its  rights,  benefits or  obligations  under this Agreement.  The signal provider may not assign, novate, transfer. encumber, license all or any part of this Agreement or any rights, benefits, or obligations under this Agreement without  the  prior  written  consent  of  the platform,  which  consent  will  not   be unreasonably   withheld.

(2) The Agreement shall be governed by and construed in accordance with the laws of Vanuatu. For purpose of any action or proceeding involving any matter arising out of or relating to this Agreement, the Parties hereto agree to submit to the exclusive jurisdiction of the courts of Vanuatu.

(3) All captions used in this Agreement are for convenience only, are not a part hereof, and are not to be used in construing or interpreting any aspect hereof.

(4) This Agreement may be executed in counterparts, each such counterpart to be deemed an original, but which all together shall constitute one and the same instrument.

(5) This Agreement constitutes the entire agreement between the parties hereto with respect to the matters referred to herein, and no other agreement, verbal or otherwise, shall be binding among the parties unless it is in writing and signed by the party against whom enforcement is sought.

(6) The platform shall have the right, at any time and under its sole and absolute discretion, to change and/or amend the terms and conditions of this Agreement. The signal provider agrees that any new format of this Agreement which shall be posted the platform's website shall be considered as sufficient provision of notice for the changes and/or amendments made in such new format and shall become effective as of the date of posting it as aforesaid.

(7) No waiver of any provision of this Agreement may be implied from any course of dealing between or among any of the parties hereto or from any failure by any party hereto to assert its rights under this Agreement on any occasion or series of occasions.

(8) The provisions of this Agreement shall survive the termination of this Agreement with respect to any matter arising while this Agreement was in effect.

(9) Any invalid or unenforceable provision of this Agreement shall not affect any other provision hereunder and the remainder of the Agreement shall be valid and enforceable to the fullest extent permitted by law. If any provision of this Agreement is held to be overbroad, invalid or unenforceable by a court of competent jurisdiction, the parties agree that the court may modify or amend such provision to allow for enforcement to the maximum extent permitted under the law.

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