Terms and Conditions of Platform Use

These terms and conditions of Platform use ("Terms of Use") (together with our Privacy Policy, and any other documents referred to in them) govern your use of and access to our electronic trading platform at www.spread-analytics.com (the "Platform") and the Services (as defined below) provided therein.

Spread Analytics LTD. is a company incorporated in the British Virgin Islands (BVI), whose local place of business is at 137 Market Street #0401 Singapore 048943, referred to as "we" or "us" in these Terms of Use.

By using our Platform or downloading materials from our Platform, you accept and agree to be legally bound by these Terms of Use. If you do not agree to be bound by these Terms of Use, please refrain from using our Platform or downloading materials from our Platform.

If you have any comments or questions about these Terms of Use or our Platform, please contact us using the details shown on the Platform under “Contact”.

1. Access to our Platform

We provide investment Education and Consultancy services (the "Services") on our Platform. All activities shall be conducted in accordance with these Terms of Use and other applicable agreements including but not limited to the Agreement between us and you.

Access to our Platform is permitted on a temporary basis, and we reserve the right to withdraw or amend access to or use of our Platform for any reason without notice. We will not be liable to you or any third party if for any reason our Platform is unavailable at any time or for any period.

2. Registration, Account IDs and Passwords

Access and use of the Platform is restricted to registered users only. You may not obtain or attempt to obtain unauthorised access to such parts of the Platform, or to any other protected information, through any means not intentionally made available by us for your specific use.

To be a registered user of our Platform, you must have entered into the Agreement with us and be our client. We may refuse to supply a particular client with an account ID and/or password, or may cancel a particular account ID and/or password, at any time without providing reasons

Your account is not transferable and may not be assigned to any third party. Sharing of your account ID and password is strictly prohibited You are responsible for maintaining the confidentiality of, and protecting and securing, your user account ID (or "Username") and password from unauthorized use and disclosure, and are fully responsible for all activities that occur under your account whether or not actually or expressly authorized and/or used by you. You are responsible for all statements made and acts or omissions that occur while your Username and passwords are being used. You agree to immediately notify us if any unauthorised third party has access to your user account ID or password or if there is any unauthorised use of your account or any breach of security known to you.

3. Your use of our Platform

You may use our Platform only for lawful purposes. You may not use our Platform:

(a) in any way that breaches any applicable law, regulation or code of practice;

(b) in any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect;

(c) for the purpose of harming or attempting to harm minors in any way;

(d) to send, knowingly receive, upload, download, use or re-use any material which:
is defamatory, obscene, hateful, discriminatory or inflammatory;
promotes violence, discrimination or illegal activity; or
infringes any Intellectual Property Rights (as defined below), right of confidentiality or right to privacy;

(e) to transmit, or procure the sending of, any unsolicited or unauthorised advertising or promotional material or any other form of similar solicitation (spam);

(f) to generate and/or cause congestion to our network traffic in excess of reasonable and normal usage;

(g) to cause any disruption, interference, interruption or degradation in our network and/or our Platform; or

(h) to knowingly transmit any data, send or upload any material that contains any viruses, trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other technologically harmful programs, data or code.

You also agree:

(a) not to reproduce, duplicate, copy or re-sell the entire or any part of our Platform in contravention of these Terms of Use; and

(b) not to access without authority, interfere with, damage or disrupt:

any part of our Platform;

any equipment or network on which our Platform is stored;

any software used in the provision of our Platform; or

any equipment, network or software owned or used by any third party in connection with your use of our Platform.

From time to time, we may without penalty or liability, restrict access to some parts of our Platform, or our entire Platform, to users who have registered with us, at our sole and absolute discretion and without providing any reasons.

4. Intellectual Property Rights in our Platform

We are the owner or the licensee of the copyright and all other Intellectual Property Rights subsisting in our Platform and its content. Nothing herein or otherwise shall be construed as an assignment or transfer of our rights in the Intellectual Property Rights subsisting in our Platform and its content. All our rights are fully and expressly reserved.

For the avoidance of doubt, “ Intellectual Property Rights ” mean any copyright, rights in software, rights in databases, patents and rights in inventions, trade marks, rights in domain names, designs, know-how, trade secrets and other rights in confidential information, in each case whether registered or unregistered including applications for registration and the right to apply for registration for any of the rights listed above that are capable of being registered anywhere in the world, and all other rights having equivalent or similar effect anywhere in the world.

You may print off and download extracts from our Platform for your own personal non- commercial use provided that (i) you do not modify any of the content; (ii) you do not use any graphics or photographs separately from their accompanying text; and (iii) you do not remove any copyright, trade mark notification or other proprietary notices (including these Terms of Use) from such extracts.

You must not use any part of the materials on our Platform for commercial purposes without obtaining a licence to do so from us or our licensors.

The content available on our Platform may not be reproduced, distributed, transmitted, published, displayed, broadcast, stored, adapted, licensed, altered, hyperlinked or otherwise used in any manner or by any means without our prior written consent. You may not, without our prior written consent, insert a hyperlink to our Platform (or any part thereof) on any other Platform or "mirror" or frame any content available on our Platform on any other server or Platform.

No license or right is granted to you, and your access to our Platform and/or use of Platform, should not be construed as granting, by implication, estoppel or otherwise, any license or right to use the trademarks, tradenames or logos appearing on our Platform.

If you print off, copy or download any part of our Platform or its content in breach of these Terms of Use, your right to use our Platform will cease immediately and you must, at our option, return or destroy any copies of the materials you have made.

5. Reliance on Information

Commentary and other materials or information posted on or otherwise made available via our Platform are not intended to amount to advice on which reliance should be placed. We do not warrant the accuracy or completeness of any information or materials on our Platform or the reliability of any statement or other information displayed or distributed through our Platform. We therefore exclude all liability and responsibility arising from any reliance placed on such materials or information by you, or by anyone who may be informed of any of its contents, and you acknowledge that any reliance on any such statement or information shall be at your sole risk.

You acknowledge that you have not relied on any statement, promise, warranty or representation made or given by or on behalf of us which is not set out in these Terms of Use, the Privacy Policy or any documents referred to in them. Nothing in this clause shall exclude or limit any liability for fraud or fraudulent misrepresentation.

6. Use of your personal data

We will collect, use, disclose and/or process any personal data we may collect from you in connection with this Platform in accordance with our Privacy Policy on the Platform. You acknowledge that you have accessed and read the Privacy Policy and agree to the terms set out in it.

7. Our liability

This Platform and the information and content contained on it are provided "as is" without any representation or endorsement made and, to the maximum extent permitted by law, without warranty, representation, guarantee, condition or assurance of any kind whether express or implied (including without limitation any warranty that our Platform will be uninterrupted, available, defect-free or error-free, that the information and content contained on it is accurate, complete or of a satisfactory quality, and/or that the content contained on our Platform does not infringe the Intellectual Property Rights of any third party).

To the maximum extent permitted by law, we, any of our group companies, officers, directors, employees and shareholders and agents hereby expressly exclude any and all liability for:

(a) any loss, damage or costs, whether direct or indirect, incurred or suffered by you or any third party in connection with our Platform or in connection with the use, inability to use, or results of the use of our Platform, including but not limited to any pure economic loss; or any loss of or damage to your hardware, data or information;

(b) the content, information and material posted or made available on our Platform;

(c) any loss or damage due to any interruption or cessation of transmission of our Platform;

(d) any loss or damage due to any bugs, viruses, trojan horses or similar malware which may be transmitted to or through our Platform and the information and content contained on it by any third party;

(e) any platforms, websites or resources linked to our Platform; and

(f) any loss of any business of yours, including but not limited to loss of income or revenue, loss of business, loss of profits or contracts, loss of anticipated savings, loss of data or waste of management or office time.

This clause does not affect our liability for death or personal injury nor any other liability which cannot be excluded or limited under applicable law.

The security of communications sent over the internet (including by e-mail) is subject to many factors outside of our control. We do not guarantee the security or confidentiality of any electronic communications and shall not be responsible to you for any loss or damage that you may suffer as a result of the transmission of any such communications.

We shall have no liability for your inability to connect to or to access our Platform which may result from any faults, errors or problems relating to your PC hardware, software, network or security, or your internet service provider or any other similar problem.

8. Suspension and termination

We will determine, in our discretion, whether there has been a breach of these Terms of Use through your use of our Platform. When a breach of these Terms of Use has occurred, we may take such action as we deem appropriate.

Failure to comply with these Terms of Use may result in our taking all or any of the following actions:

(a) immediate, temporary or permanent withdrawal of your right to use or access our Platform or any part of it;

(b) issue of a warning to you;

(c) legal proceedings against you for reimbursement of all costs on an indemnity basis (including, but not limited to, reasonable administrative and legal costs) incurred or suffered by us resulting from your breach of these Terms of Use;

(d) further legal action against you; and/or

(e) disclosure of such information to law enforcement or regulatory authorities as we reasonably feel is necessary or as required under applicable law.

We exclude liability for actions taken in response to breaches of these Terms of Use. The responses described in these Terms of Use are not limited, and we may take any other action we reasonably deem appropriate.

9. Viruses, hacking and other offences

You must not misuse our Platform by knowingly introducing viruses, trojans, worms, logic bombs or other material which is malicious or technologically harmful. You further agree not to upload or launch any automated systems or software onto or within our Platform, such as “robots” or “spiders”. You must not attempt to gain unauthorised access to our Platform, the server on which our Platform is stored or any server, computer or database connected to our Platform. You must not attack our Platform via a denial-of-service attack or a distributed denial-of service attack.

We will report any such breach to the relevant law enforcement authorities and we will co- operate with those authorities by disclosing your identity to them. In the event of any such breach, your right to use our Platform will cease immediately.

We will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses or other technologically harmful material that may infect or affect your computer equipment, computer programs, data or other proprietary material due to your use of our Platform or to your downloading of any material posted or otherwise made available on it, or on any Platform linked to it.

10. Links from our Platform

This Platform may contain links to other platforms, websites and resources operated by third parties or our affiliates. These links are provided for your information only. We have no control over the content of and the information contained in those Platforms or resources and accept no responsibility for them or for any loss or damage that may arise from your use of them. Use of such Platforms is subject to the terms and conditions applicable to and displayed on such Platforms.

11. Severability

In the event that any of these provisions are found to be or become unlawful, invalid or otherwise unenforceable, that provision is to be deemed severed from these Terms of Use and shall not affect the legality, validity and enforceability of the remaining provisions of these Terms of Use. These Terms of Use shall continue in force as if such unlawful, invalid or unenforceable provision was severed from these Terms of Use.

12. No Waiver

Any failure or delay by yourself or us in exercising or enforcing any right or remedy contained in these Terms of Use does not constitute a waiver by the party responsible for such delay or failure. It shall also not constitute a bar to the exercise or enforcement at any subsequent time or times.

13. Entire Agreement

The Terms of Use supersede any previous agreement between the parties in relation to the matters dealt with herein and represents the entire understanding between the parties in relation thereto.

14. Rights of Third Parties

A person who is not a party to these Terms of Use has no right to enforce any term of these Terms of Use under the Contracts (Rights of Third Parties) Act Cap. 53B to enforce any of its terms.

15. Applicable Law and Jurisdiction

All questions pertaining to the construction and interpretation of these Terms of Use and relating to the performance of any of the obligations or duties set forth herein by either of the parties hereto shall be determined in accordance with the laws of the Republic of Singapore.

Any dispute arising out of or in connection with the use of our Platform or the Services and these Terms of Use, including any question regarding its existence, validity or termination, shall be referred to and finally resolved by arbitration in Singapore and in the English language, in accordance with the Arbitration Rules of the Singapore International Arbitration Centre for the time being in force, which rules are deemed to be incorporated by reference in this clause. The arbitration tribunal will consist of one arbitrator to be appointed by the Chairman of the Singapore International Arbitration Centre. The parties understand that any party's right to appeal or seek modification of rulings in an arbitration is severely limited. Any award rendered by the arbitrator(s) will be final and binding and judgment may be entered upon it in any court of competent jurisdiction in the country and state of the principal office of the parties at the time such award is rendered.

16. Order of Precedence

In the event of any inconsistency between the Agreement and these Terms of Use, the terms of the Agreement will prevail.

17. Changes to these Terms of Use

We may revise these Terms of Use at any time by amending this page. You are expected to check this page from time to time to take notice of any changes we have made, as they are binding on you. Some of the provisions contained in these Terms of Use may also be superseded by provisions or notices published elsewhere on our Platform. Your continued access and/or use of the Platform following any amendment of these Terms of Use will signify your assent to and acceptance of its revised terms.