Terms & Conditions

Company Details

Royal Flow - FZCO is a technology and education company incorporated under the laws of the United Arab Emirates, with license number 35886, located at: UG-01, Building A1, IFZA Business Park DDP, Dubai Silicon Oasis, Dubai, United Arab Emirates. Royal Flow - FZCO provides access to trading accounts within a simulated environment. These accounts are for educational use only, evaluating users' trading proficiency and risk management skills. At no time are users asked to deposit capital for investment purposes, nor do they risk their own funds. Program outcomes depend solely on individual performance and adherence to the stated rules and objectives. Royal Flow - FZCO operates the following trading platforms: TradeLocker.

Upcomers Ltd. is a legal entity incorporated under the laws of Saint Lucia, with registration number 2025-00579, located at: Ground Floor, The Sotheby Building, Rodney Village, Rodney Bay, Gros-Islet, Saint Lucia. Upcomers Ltd. is the designated entity for operating additional trading platforms currently being integrated.

Related Entity: UPCOMERS LTD is a company incorporated under the laws of the Republic of Cyprus, with its registered office at Polyviou Dimitrakopoulou 3, Anelli Court, 2nd Floor, Flat/Office 201, 1090 Nicosia, Cyprus, and company registration number HE 490773.

These Terms and Conditions (“TC”) stipulate the rights and obligations resulting from the access to and utilization of the services provided by the Provider (the “Services”) through the Upcomers.com website (the “Website”). By accessing or using the Services, you agree to be bound by these TCs. Your personal data is processed in compliance with our Privacy Policy and other applicable legal statutes.

Even though our Services are fully aimed at purely SIMULATED AND EDUCATIONAL TRADING OPERATIONS we do feel obligated to preface the entirety of our TCs with the following disclaimers:

• High Risk.  Involvement in financial markets is inherently risky; it is recommended not to risk more than one can afford to lose.
• No Investment Services.  Nothing on our Website nor in our Services shall be considered an offering or provision of investment services or any other similarly regulated services pursuant to applicable legal statutes. Furthermore, the information on this Website is not aimed at residents in any jurisdiction where its distribution or use would conflict with applicable local legal statutes.
• Unregulated Provider.  We are not a brokerage firm, nor a trading platform and we do not accept any deposits nor allow you to conduct any real‑world financial transactions. The relevant information, technical framework and data feed for our platform are provided by our partners – institutional liquidity providers.
• No Investment Advice.  All content published by us and/or any of our affiliates irrespective of the form and/or media used is intended solely for general informational purposes. We do not provide any investment advice, nor do we issue offers or solicitations to buy or sell securities and/or any other financial instruments. We do not offer, extend, or dispense any form of guidance, indication, direction, reference, justification, or information related to the methodology or manner in which transactions should be executed when using our Services or trading in the real world, or any other related information regarding the investment instruments being traded. Additionally, we do not receive or accept any such guidance, indication, direction, reference, justification, or information from you. The services rendered and the information provided do not constitute investment advice or any other type of suggestion. No personnel, agents, or any other third parties acting on our behalf are authorized to provide investment advice or similar suggestions. If any communications or declarations made by any personnel, agents, or other third parties acting on our behalf are construed or understood as investment advice or similar suggestions, we explicitly disavow such interpretations, assume no liability for them, and you agree to absolve us of all liability should you use such information in any real‑world financial or other conduct.
• Testimonials.  Testimonials do not represent the experiences of every user and shall not be considered a guarantee or even an indication of a future performance.
• Own Risk.  Use of any of the information provided by us is at the User’s own risk. We bear no responsibility for any such use, especially outside of our simulated platform. Forex trading as well as trading in almost any other market with almost any other instrument involves substantial risk and is not suitable for every investor. Only risk capital should be used or even allocated for both real‑world trading and the order of our Services. Past performance does not predict future results.
• Legal Disclaimers.  CFTC Rule 4.41 notes that hypothetical or simulated performance has inherent limitations that do not fully equate or otherwise mirror to the actual trading in real markets. Furthermore, we do not provide any services constituting investment services, brokerage, or dealing in financial instruments within the meaning of applicable capital markets or financial services legislation. The technical solutions used in our Services are sourced from third‑party providers.

1. Preliminary Clauses

1.1.  These TCs outline the rights and obligations you (“you” or the “User”) have in relation to the Services supplied by ROYAL FLOW – FZCO, with registered office UG-01, Building A1, IFZA Business Park DDP, Dubai Silicon Oasis, Dubai, United Arab Emirates, licence number 35886 (“we”, “Upcomers”, or the “Provider”).

1.2.  Upon registering on the Website or, in cases where registration is not obligatory, no later than your initial utilization of the Services, you enter into a legally binding agreement with us. These TCs form an integral part of said agreement. By affirming the agreement – via clicking the “I agree” button – you explicitly agree to be bound by these TCs.

1.3.  The Services are exclusively designed for individuals aged 18 and above who are residents of the country for which the Services are available. By registering, you verify that you are at very least 18 years old. If you are a minor, you are prohibited from using the Services, regardless of parental or guardian approval. Such approval cannot supplement your use of services unless specifically agreed otherwise in the individual agreement with us. We are, however, not big proponents of the use of this type of services by any minor irrespective of the parental or guardian approval. You commit to accessing the Services solely within and from the approved jurisdictions, i.e. countries where the Services are available, acknowledging that legal restrictions may apply in other jurisdictions both for access and use of the Services as well as registration to such Services. You are solely responsible for the use of the Services in accordance with the applicable laws. We also shall not provide any Services to Users that:

 1.3.1.  are nationals of or otherwise residing in any jurisdictions defined in the Restricted Countries list;

 1.3.2.  are organized, established or incorporated in Restricted Countries;

 1.3.3.  are managed (business‑wise/operational‑wise) from any Restricted Countries;

 1.3.4.  have a criminal record related to financial misconduct, fraud, money laundering, or the financing of terrorism, or are subject to sanctions under applicable international or national sanctions regimes.

If any of the aforementioned restrictions apply to the User, we reserve the right to refuse to provide any Services from the get‑go and/or limit or terminate the provision of any Services to a User to whom we are already providing such Services. These restrictions apply to all Services provided under the contract including the User Section and/or the electronic interface provided by a third party in which the User performs virtual trading (the “Trading Platform”).

1.4.  The Services aim to provide you with the set of tools for simulated trading in the FOREX market and/or other financial markets as well as relevant analytical tools, educational and training content via the designated user interface located on the Website (“User Section”) and relevant simulated trading accounts related to trading education courses provided as part of the Services by the Provider (“User Accounts”) to which you have been granted access. Further supplementary services, including the access to third‑party tools and other applications, might be provided as well.

1.5.  You hereby acknowledge that any actions taken through the Services are simulated and are reflected exclusively within our internal systems. As such, no real trading on real markets takes place because of your use of our Services without previous explicit mutual written agreement between us. Furthermore, you declare that you are aware of the fact that no actual real funds are being traded and all the funds designated for trading within the Services are purely virtual, allocated for such simulated trading and cannot be used in any way for real‑world trading activities. You also declare that you are aware of the fact that you are not entitled to any payment of those virtual funds in real‑world currency or other form. As a result of the nature of the Services, you shall not be entitled to any fees or profits and neither to any other (simulated) financial gain generated by or otherwise resulting from the virtual trading. You shall, however, also bear no losses resulting from the virtual trading via the Services. Any entitlement to a reward shall arise solely under, and subject to the terms of, the Upcomers Trader Program Agreement, if and once concluded between you and us.

1.6.  The Services may be offered in relation to various types of instruments, including but not limited to foreign exchange, commodities, indices, cryptocurrencies, and futures, in each case exclusively within a simulated environment and with the parameters specified on our Website for the respective Challenge or product.

2. Orders and Subsequent Provision of Services

2.1.  Upon completing the necessary registration or order form via our Website, we will send you an email with your login information for the User Section and/or Trading Platform, allowing you to access them.

2.2.  The Services we offer include but are not limited to the “Thunderbolt” (1‑Phase) Challenge, “Ascended” (2‑Phase) Challenge, and “Astral” (3‑Phase) Challenge (jointly “Challenges” and individually “Challenge”), each with differing features (i.e. different scope of analytical tools available) and differing plans (i.e. differing minimum‑maximum trading days) and differing entering positions, and an Instant Funding service called “Vanguard”. We might also refer to all Challenges and Instant Funding jointly as “Programs”. The information located on the Website is binding with respect to the type of Challenges and Instant Funding features. As you can see from the Website, the Services and offered plans cover a big range of entering positions including multiple‑phase Services as well as Services that can lead you to becoming an Upcomers Trader without any prior Challenges at all (provided that a previous Upcomers Trader Program agreement was entered into between us).

2.3.  You are fully responsible for ensuring that all information (especially personal) you submit through the order form, User Section, or otherwise is accurate and up to date. Any changes in your data must be promptly communicated to us or updated in your User Section. We are not required to validate the information provided by you.

2.4.  The Services are provided to you solely as a natural person. Any identification number or tax registration number you may provide shall be used exclusively for invoicing and tax purposes, and shall not cause you to be regarded as an entrepreneur or otherwise affect any rights afforded to you under mandatory applicable law.

2.5.  While ordering our Services, you have the option to select the Trading Platform and Challenge which also governs the type and metrics of the ensuing Challenges. You can also choose the Instant Funding; however, the order for Instant Funding is not binding and any further Instant Funding shall be preceded by the conclusion of the Upcomers Trader Program agreement. Furthermore, you acknowledge one major stipulation: you are locked in both your selection of the Trading Platform and the type of Challenge (and corresponding tools), its plan and type of entering position, and/or type of Instant Funding. You can request the change of the Trading Platform exclusively after either failing or completing the Program; however, we have no obligation to allow such change. Furthermore, the selection of the Program (and consequently the relevant tools) is irrevocable. The above does not prevent a new choice of a Trading Platform and Challenge and/or Instant Funding when making a completely new order, i.e. via placing a new order form.

2.6.  All data entered in the order form is subject to verification, correction, and modification until the binding order for Services is finalized. You confirm the selections and information entered into the order form by its submission. An immediate confirmation of your order will be sent to your email. The contract for Challenge or Challenges is executed upon payment of the fee for the selected option as further elaborated in Article 4 of these TCs. The Challenge contract entitles the User, upon successful and full payment, to be provided with the Challenge Services and relevant tools. You should be, however, aware that multiple‑phase Challenges only entitle you to progress to the subsequent phases when the previous phase was successfully completed. The Upcomers Trader Program agreement entitles the User, upon successful and full payment, to be provided with Instant Funding and relevant tools. Any contracts concluded under these TCs are executed in English with Users from all jurisdictions, and a copy of these TCs effective at the date of order confirmation will be automatically emailed to you.

2.7.  You hereby accept that obtaining the appropriate technical equipment and software, including any third‑party software required for the Trading Platform to function, is your exclusive responsibility and should be acquired at your own cost; otherwise, the Services cannot be duly provided, and we are free of any liability arising out of your failure to meet the minimum technical requirements. You can access the Website via the majority of standard web browsers. All expenses and risks related to internet access, equipment acquisition, browser updates as well as all other software and hardware matters under your control are your sole responsibility. The Services should run if you, at all times, run the Services on reasonably up-to-date hardware and software with a stable internet connection. The Provider does not charge any supplementary fees for internet access.

2.8.  You also acknowledge that the Services may experience intermittent availability due to maintenance, upgrades, or other factors. We assume no liability for any unavailability of the User Section or Trading Platform, nor for any consequential data loss or damage to your data incurred by you due to such unavailability.

2.9.  We reserve the right to modify, change, replace, add, or remove any elements and functions of the Services at any time. You shall have no right to any refunds nor financial compensation as a result of such changes (including replacing, adding, or removing elements and functions).

2.10.  Should you:

 2.10.1.  submit an unusually high volume of order forms taking into account the timeframe of such submissions,

 2.10.2.  participate in any Prohibited Trading Strategies, whether directly or indirectly;

 2.10.3.  participate in any other form of harmful behaviour to us, whether directly or indirectly;

and fail to comply with the obligations under these TCs even after notification from our side, we are entitled to suspend any further orders as well as any ongoing provision of Services to you, and to take any actions outlined in Article 5 below to mitigate any potentially detrimental behaviour of yours. In any potentially unclear scenarios, we reserve the right to decide, acting reasonably and in good faith, whether your actions might be harmful or otherwise detrimental to us, as well as to decide edge cases where the definitions of Prohibited Trading Strategies might be unclear; we shall inform you of any such decision and of the reasons therefor.

3. User Section and Trading Platforms

3.1.  You may establish and maintain only one User Section, under one identity. All your User Accounts shall be held within this single User Section. Creating multiple User Sections, whether by using different email addresses, different personal details, or any other method, is strictly prohibited and may result in the suspension or termination of all your User Sections and User Accounts and in the denial of any payout of a reward.

3.2.  Limitations may be imposed on the number of Challenges and/or Instant Funding within a single User Section as well, contingent upon the initial or cumulative sum of initial virtual funds or other parameters specified by us.

3.3.  Unless explicitly authorized by us, the initial virtual funds as well as any cumulative virtual funds acquired during the use of Services shall be non‑transferable and non‑combinable between any individual products (i.e. different options of Challenges and/or Instant Funding). Likewise, performance metrics, Service parameters, and/or any other data may not be transferred or combined between individual Programs or other Services.

3.4.  You acknowledge that you are fully responsible for maintaining the confidentiality of login credentials that are used for accessing the User Section and the Trading Platform. You are expressly prohibited from sharing these credentials with any third party.

3.5.  You also acknowledge that you are fully accountable for all activities conducted under your User Section or in the Trading Platform. You also undertake to indemnify and hold harmless us as well as our employees, representatives, agents, or any other persons or entities acting on our behalf against any liability arising from unauthorized or improper use of the User Section or Trading Platform (i.e. by third parties or otherwise).

3.6.  You may elect to terminate your User Accounts including the deactivation of the User Section by forwarding an email to help@upcomers.com. Such a request is construed as a formal application for the termination of the contract, thereby nullifying your access to the Services as well as any and all our obligations under these TCs. We will confirm the termination via email without undue delay, effectively severing the contractual relationship at the moment of such termination confirmation being delivered. You shall not be entitled to any reimbursement of previously incurred fees or other costs.

3.7.  You acknowledge that you may suspend your virtual trading on the Trading Platform at any given time.

3.8.  The operators of all trading platforms that may be used during the provision of Services are separate subjects and/or entities governed by their own terms, conditions, privacy policies and potential other relevant contractual or legal obligations. The Provider has no sway nor right to dictate any terms of cooperation between the operators of trading platforms and Users and neither has any control over such operators. As such, you acknowledge the above, and you should make yourself fully aware of such terms and conditions.

3.9.  You undertake to indemnify and hold harmless us as well as our employees, representatives, agents, or any other persons or entities acting on our behalf against any liability arising from the information displayed on the Trading Platform, or from any interruption of, or delay or inaccuracy in the market information displayed through your User Section (as those are provided by the third‑party operators of the Trading Platform in a similar manner).

3.10.  You expressly consent that we are fully entitled to unilaterally and without any limitation access any data concerning your virtual trades on the Trading Platform. You extend this consent to any persons and/or entities in a group with or otherwise affiliated to us and/or otherwise representing or acting on behalf of us, authorizing them to utilize this data at their sole discretion. You also expressly agree to those activities being executed automatically, without necessitating any further consent, consultation, or approval on your part, and that no financial compensation or revenue is owed to you for such use of the data. For the avoidance of doubt, we hereby acknowledge that irrespective of the use of your data you do not provide us with any investment advice, guidance, recommendations, suggestions and/or entice us in any way to participate in investing and/or otherwise copy your investment strategy or inspire ourselves with your strategy.

4. Applicable Fees and Terms of Payment

4.1.  Fees for the Challenges and/or Instant Funding vary based on a range of factors:

 4.1.1.  the type of Services selected by the User;

 4.1.2.  the amount of initial virtual funds provided to the User;

 4.1.3.  the acceptable risk limits of the User; and

 4.1.4.  specific goals that must be met for the successful completion of the Challenges (as well as their individual phases).

Comprehensive information defining these elements as well as other conditions and the corresponding fee structure can be found on https://www.upcomers.com/challenge-plans. We also have the discretion to provide Services under individually defined terms. Such individually defined terms are subject to our own policies, shall not be legally guaranteed and are fully in our discretion. Any benefits, discounts and/or other advantages that are offered under the individually defined terms are exclusive and cannot be combined with each other, unless expressly allowed by us.

4.2.  Refunds.  Upon payment of the fee, the Services are made available to you immediately at your request. You are entitled to withdraw from this contract and receive a full refund of the fee within fourteen (14) days of the date of purchase, provided that you have not placed any trade within that period. By placing your first trade, you acknowledge that the provision of the Services has begun with your express consent and that you thereby lose your right to withdraw; the fee shall thereafter be non-refundable. Any approved refund shall be returned exclusively to the same payment method and account from which the fee was originally paid, within fourteen (14) days of its approval. We do not issue refunds to any alternative bank account, payment card, cryptocurrency wallet, or any third party.

4.3.  The Provider retains the exclusive right to modify, at any given time, the fees and any parameters associated with the Services, including the conditions for the successful completion of Challenges (or their individual phases) and parameters of the Instant Funding Services. Pre‑existing and successfully completed orders of Services shall remain unaffected by these changes.

4.4.  Should you believe that the fee has been charged in error, including where you have been charged twice or have otherwise overpaid, please contact us and we will refund the corresponding amount to you. Nothing in these TCs shall be construed as limiting your statutory right to dispute a payment with your bank or payment service provider. Should you initiate a chargeback or a similar dispute concerning the paid fee, we reserve the right to suspend, in full, all your User Accounts, your User Section and the provision of all Services. Where such dispute is found to be fraudulent or otherwise raised in bad faith, concerns Services already used, or results in the paid fee being returned to you, we further reserve the right to terminate your User Accounts and your User Section and to refuse you access to the Services in the future.

4.5.  The fee schedule for the Programs is denominated primarily in USD; further payment options in alternative currencies might be made available through the Website. Should you opt for an alternate currency, the fee shall be converted at our prevailing exchange rates and the total payment amount in your selected currency will be displayed prior to order confirmation during the order process. You hereby acknowledge that payments made in any alternative currency will be subject to conversion based on our prevailing exchange rates at the time of the transaction.

4.6.  All Service fees denominated in these TCs, on the Website and/or elsewhere shall be inclusive of all applicable taxes. Should you operate as an entrepreneur and/or be flagged by our systems as an entrepreneur (as defined in Article 2 above), you are fully responsible to comply with all tax obligations related to the utilization of our Services and all applicable tax, accounting, social security and other relevant laws and regulations including the payment of all obligations arising therefrom.

4.7.  Payment for the selected Program may be executed via credit card, bank transfer, or other payment methods currently available on the Website.

4.8.  Immediate payment is requisite for transactions conducted via credit card or other expedited payment methods. For bank transfers, a proforma invoice delineating the fee for the selected Program will be electronically dispatched to the User. The User undertakes to remit payment in the amount of and within the timeframe stipulated in the proforma invoice. For the avoidance of doubt, the User is responsible for any transaction fees levied by the chosen payment service provider and is obligated to choose a payment method and remit such a payment that guarantees that the full fee (as determined in the order confirmation) is credited to our bank account. Payment is deemed complete no earlier than upon full credit to our account. Failure to adhere to the payment deadline authorizes the Provider to rescind your order and fully terminate the potential contract arising therefrom.

4.9.  From time to time, Upcomers may provide promotional offers, including discounts, promotional codes, or Buy One Get One Free (“BOGO”) promotions. Under a BOGO promotion, you may receive one additional User Account of the same size and product type free of charge, provided that (a) the product you purchased is eligible for the BOGO promotion, as stated in the terms of the respective promotion, and (b) you reach the first payout on the initially purchased User Account and such payout is approved in full. BOGO promotions apply only to products operating on an evaluation and payout cycle; products providing instant funding or otherwise not requiring an evaluation shall not be eligible for an additional free account, unless expressly stated otherwise in the terms of the respective promotion. Partially approved payouts shall not qualify. The additional User Account shall be subject to these TCs in the same manner as a purchased User Account. Upcomers reserves the right to withhold the additional User Account where the conditions are not met, or where the promotion has been abused or used in connection with a breach of these TCs. We further reserve the right to limit, modify, or terminate any promotional offer at any time without prior notice; such limitation, modification, or termination shall not affect additional User Accounts already earned under the conditions of the promotion.

4.10.  Payout Currency and Bank Charges.  Unless expressly stated otherwise, all payouts shall be sent in USD. You are responsible for providing a bank account capable of receiving USD wire transfers. Should the receiving bank not support USD, or should a payment be returned due to incorrect, incomplete, or incompatible banking details provided by you, the provisions on returned payouts in Clause 4.11 shall apply. Where our banking partners support sending in certain local currencies, we may, at our discretion, send the payout in your local currency instead of USD; otherwise, the payment shall be sent in USD, and any currency conversion shall be performed by the sending and/or receiving bank at their applicable exchange rates. We have no control over exchange rates, conversion fees, intermediary bank charges, or any other deductions applied by financial institutions, and we cannot guarantee the final amount received by you.

4.11.  Name Matching and Returned Payouts.  The full name stated in your User Section must be your true and full legal name, as stated in the government-issued identification document used for identity verification. Payouts shall only be sent to a bank account, or another payment account, held in a name identical to the name stated in your User Section; payouts to accounts held by any third party shall not be permitted. You are solely responsible for ensuring that these details are accurate, complete, and up to date. Where a payout is rejected or returned by the receiving bank due to a name mismatch or due to incorrect, incomplete, or incompatible banking details provided by you, we reserve the right to decline to resend the payout or to treat the entitlement to such payout as forfeited, in particular where the mismatch results from false or inaccurate information stated in your User Section. Where we agree to resend the payout, a resend fee of USD 50 shall apply, reflecting the operational costs of processing the returned and repeated payment, and such fee shall be deducted from the payout or charged prior to resending.

4.12. Payment Method Ownership and Integrity.

4.12.1. All payments for the Services shall be made exclusively with a payment method held in your own name. The holder of the payment card, bank account, or other payment account used must be identical to the full legal name stated in your User Section. The use of a third party’s payment method is strictly prohibited, whether or not that third party has given you permission, including payment methods held by a relative, friend, employer, or any other person.

4.12.2. Each payment method may be used in connection with one User Section only. Where the same payment method is used in connection with more than one User Section, we reserve the right, where we reasonably determine that the use was intended to circumvent this Section, to suspend every User Section involved, both that of the payment method’s holder and that of any other person who used it, and to deny any payout of a reward in connection with all of them pending completion of a review, which we shall carry out without undue delay.

4.12.3. Where the ownership of a payment method is in doubt, we may require you to provide reasonable proof that the payment method is yours, for example with a masked card statement or a bank confirmation, before we provide any further Services or pay out any reward. Orders placed in breach of this Section may be voided.

4.12.4. Where a payment method is used fraudulently, including any use of a stolen or unauthorised payment method, we reserve the right to terminate the User Sections involved with immediate effect, to deny any payout of a reward, to refuse you the Services in the future, and to report the conduct to the relevant payment providers and authorities where appropriate.

5. Prohibited Behaviour and Other Rules

5.1.  While engaged in virtual trading on the Trading Platform, you may undertake any transactions, except those identified as prohibited trading strategies or practices under Sections 5.2 to 5.4. You are additionally required to observe universally recognized market standards and practices in the realm of financial trading, including the rules of risk management. The Trading Platform you opt for may also impose specific trading conditions that must be adhered to; if so, you will be informed of such conditions and/or restrictions prior to engaging in virtual trading on the specific Trading Platform.

5.2.  Prohibited Trading Strategies.  The following trading strategies are strictly prohibited during any virtual trading through our Services:

 5.2.1.  any breach of the terms and conditions of these TCs, the contract, or any given Trading Platform or third‑party services provider we use to provide Services;

 5.2.2.  any coordinated or individual manipulation of trading, including the use of interconnected accounts or accounts across different Upcomers entities to execute counteractive trades;

 5.2.3.  intentional or unintentional manipulation of the Website, Trading Platform or User Section errors, including but not limited to data freezing, price display inaccuracies, update delays or any other server issues;

 5.2.4.  trading based on external or delayed data feeds, or any other form of latency trading;

 5.2.5.  use of software, artificial intelligence, or any other high‑speed data entry methods including but not limited to HFT, hyperactivity trading and tick scalping aimed at manipulating or gaining an unfair advantage within our systems or Services;

 5.2.6.  use of the guarantee of compliance with limit orders;

 5.2.7.  any hedging or group hedging, whether conducted within a single User Account (including holding opposing positions on the same or a correlated instrument) or coordinated across multiple User Accounts, User Sections, and/or third‑party accounts;

 5.2.8.  so‑called gap trading during times of major global news or events that could influence the relevant financial market as well as gap trading less than two hours before the closing of a relevant financial market for a duration of two hours or longer;

 5.2.9.  any other trading actions that are inconsistent with standard trading practices in the Forex or other financial markets, or that pose a risk of financial or other damage to the Provider, such as overleveraging, overexposure, any form of arbitrage trading and so‑called martingale trading.

   You can find more on the specifics and explanations of the Prohibited Trading Strategies at the Restrictions link on our help centre. The Forbidden Trading Strategies listed and explained via the Restrictions link constitute an integral part of our mutual agreement and shall be fully binding for your use of the Services. In case of any conflict between these TCs and the Restrictions, the Restrictions shall take precedence solely as regards the technical parameters of the Prohibited Trading Strategies; in all other respects, these TCs shall prevail.

5.3.  You expressly acknowledge and agree that all Services are for your personal use only. Consequently, you are expressly forbidden from:

 5.3.1.  allowing any third‑party access to or trading on your User Accounts or engaging any third party to trade on your behalf, whether the third party is a private person or a professional, as well as copying any third‑party strategies (including mirroring, signalling, “pass your challenge” type of services and other forms of ensuring close to identical trading parameters to those of third parties based on a previous cooperation or communication);

 5.3.2.  accessing or trading on User Accounts belonging to third parties or providing account management or similar services where you agree to trade or manage the User Accounts on behalf of another user of the Services.

   Non‑compliance with these restrictions as stated in this Section 5.3 will be treated as a Prohibited Trading Strategy under Section 5.2, with respective consequences as outlined in these TCs.

5.4.  Adherence to Risk Management.  You are also prohibited from exploiting the Services by neglecting to apply standard market risk management rules. Such exploits shall also be considered a Prohibited Trading Strategy under Section 5.2 and shall mainly include:

 5.4.1.  opening positions that are significantly larger than other trades on this or any other User Account held by you;

 5.4.2.  opening a notably smaller or larger number of positions compared to other trades on any of the User Accounts held by you.

5.5.  Own Discretion.  We reserve the right to unilaterally determine, at our own discretion, what other types of conduct or situations shall be considered Prohibited Trading Strategies as well as what the specific parameters and Restrictions are.

5.6.  Consequences.  Should you engage in any of the Prohibited Trading Strategies as defined in Sections 5.2 to 5.4, we reserve the right to enact one or more of the following remedial measures:

 5.6.1.  consider such engagement as a failure to satisfy the requisite conditions of the specific Challenge you are engaged in as a whole (i.e. all potential phases) as well as a breach of the terms and conditions of the Upcomers Trader Program agreement;

 5.6.2.  excise or negate any and all transactions that are in violation of the Prohibited Trading Strategies from any of your historical trading records and/or refrain you from incorporating results of such trades in your profits and/or losses accrued through virtual trading;

5.6.3.  terminate provision of all Services to the User with immediate effect and proceed to terminate this contractual agreement forthwith;

5.6.4.  diminish the leverage offered to you in any Trading Platform to a ratio of 1:5 across any or all your User Accounts.

In instances where Prohibited Trading Strategies are executed by the User on one or more User Accounts belonging to a single User, or accounts of different Users, we shall be entitled, at our own discretion, to cancel all Services and terminate all corresponding contracts and/or to impose the restrictions and actions as defined in this Section 5.6 on all Services, User Accounts and/or Users engaged in such multiple violations.

You shall not be entitled to any refunds or any other type of financial compensation for any Consequences as defined under this Section 5.6 that were rightfully taken by us, irrespective of how much you may have lost.

5.7.  Third‑Party Account Violations.  You expressly acknowledge that if any of your User Accounts were used for or were involved in any Prohibited Trading Strategies whatsoever, such actions will be construed as a breach of the respective third‑party operator terms and conditions as well as account obligations with the third‑party provider, thereby potentially culminating in the cancellation of all such User Accounts and the termination of the corresponding agreements.

5.8.  Repeated Violations.  If you regularly or repeatedly (two times or more) engage in any of the Prohibited Trading Strategies and have been previously notified thereof by us, we may preclude you from accessing all or specific components of the Services, inclusive of the User Section and Trading Platform, without warning, without any need for further notification and without any type of refund or other financial compensation.

5.9.  Limitation of Liability.  We expressly disclaim any form of liability for trading or other investment activities undertaken by you beyond the purview of our contractual relationship, i.e. beyond the Services directly provided to you by our company. This disclaimer shall also extend to any real‑world situations where you employ the same Trading Platform for real (non‑virtual) trading outside the scope of the Services on your User Account or on your behalf irrespective of whether we knew that you may have tendencies to do so.

5.10.  Fair Dealing.  Both you and we are obligated to act in accordance with the principles of fair dealing in the execution of this contract and in any mutual negotiations. Specifically, neither party shall engage in actions that could harm the good reputation or legitimate interests of the other. Any disagreements or disputes shall be resolved in accordance with these TCs and applicable law.

6. False Statements, Confidential Information and Abuse Prevention

6.1.  You shall not knowingly publish, share, or disseminate false or materially misleading statements of fact about Royal Flow - FZCO trading as Upcomers, or its affiliates, officers, employees, partners, or service providers. This includes, without limitation, knowingly false allegations of fraud, scam, theft, non-payment, market manipulation, or other serious misconduct where you have no reasonable factual basis for making such statements.

6.2.  You shall not organise, encourage, or participate in coordinated reporting, review manipulation, harassment, threats, extortion, impersonation, or bad-faith campaigns directed at us, our staff, partners, service providers, or commercial profiles, where such activity is based on false, misleading, fabricated, or deliberately incomplete information presented in a manner intended to mislead, or is intended to unlawfully coerce us into any action.

6.3.  You shall keep confidential and shall not publicly disclose non-public information obtained through private communications with us where such information relates to internal investigations, risk reviews, compliance procedures, security processes, account-review findings, breach analysis, technical infrastructure, payment or wallet details, internal systems, or any other commercially sensitive or security-sensitive matter. The same obligation applies to any non-public information made available to you within the User Section, including information concerning other users, internal investigations, or security matters. This obligation shall not prevent you from disclosing such information where required by law, requested by a competent authority, or reasonably necessary to obtain legal, regulatory, tax, or professional advice, nor from describing your own genuine customer experience, provided that such disclosure does not reveal confidential, security-sensitive, payment-related, or internal review information.

6.4.  Nothing in this Article 6 shall restrict you from making truthful statements, sharing genuine good-faith opinions about your own experience, leaving honest reviews on any platform, reporting concerns to a regulator or other competent authority, making protected disclosures in accordance with applicable whistleblower protections, or exercising any mandatory legal right. This Article is intended solely to address knowingly false or materially misleading statements of fact, misuse of confidential or security-sensitive information, harassment, extortion, impersonation, coordinated abuse, or other unlawful conduct, and is not intended to limit lawful criticism or honest feedback.

6.5.  Where we reasonably believe that you have breached this Article 6, we may issue a written notice requiring you to cease the relevant conduct, to correct or remove the relevant content where reasonably possible, or to provide clarification within forty-eight (48) hours, except where immediate action is reasonably necessary to protect users, staff, systems, payment security, confidential information, or our legal position. Immediate action without prior notice shall be limited to circumstances such as active fraud, ongoing security or payment threats, threats of harm, extortion, impersonation, or conduct exposing us to imminent legal or regulatory risk.

6.6.  A breach of this Article 6 may constitute a Material Breach of these TCs. Depending on the nature and seriousness of the breach, and following review where reasonably practicable, we may take one or more proportionate actions, including: (a) temporary suspension of access to the Services while the matter is reviewed; (b) permanent termination of your User Accounts where the breach is serious, repeated, unlawful, threatening, extortionate, or materially harmful; (c) refusal of future purchases, resets, upgrades, or participation in promotions, including through any account or order created under a different identity, address, email, or payment method to circumvent the enforcement of this Article; (d) preservation of records and evidence for legal, compliance, platform, or regulatory purposes; (e) recovery of direct losses and reasonable enforcement costs, where such losses are evidenced and legally recoverable; and (f) any other remedy available to us under applicable law, including injunctive relief.

6.7.  We shall not withhold, adjust, or cancel any reward solely because you have left a negative review, made a complaint, or shared a good-faith opinion about your experience. However, nothing in this Article 6 shall prevent us from withholding, adjusting, or cancelling any reward where permitted under these TCs, including where the relevant User Account, trading activity, payout request, identity verification, or your conduct involves fraud, manipulation, breach of trading rules, abuse of the Services, unlawful conduct, extortion, or a material breach directly connected to the reward or the payout request.

6.8.  The obligations relating to confidential information, evidence preservation, and legal remedies shall survive the termination of your User Accounts.

6.9.  Where you publicly make statements concerning us or the Services, we reserve the right to respond factually, including by publishing information reasonably necessary to correct false or misleading claims, always limited to the extent necessary and permitted under applicable law.

6.10.  To the extent permitted by mandatory applicable law, you shall indemnify us against losses, costs, and claims of third parties arising from your breach of this Article 6.

7. Challenges and Instant Funding

7.1.  Upon payment of the fee for your chosen Challenge option, you will receive the login credentials for the Trading Platform either via the email address you’ve provided us with or directly within the User Section. The same applies to the conclusion of the Upcomers Trader Program agreement with the limitations defined below in this Article 7.

7.2.  You acknowledge that to use the User Accounts and access any Trading Platform you are required to activate the relevant Challenge and/or enter into the Upcomers Trader Program agreement. You can activate the Challenge by executing your first virtual trade on the Trading Platform. By initiating this first virtual trade, you explicitly demand us to provide you with complete Services.

7.3.  If you are a consumer, the activation of the Challenge signifies your explicit agreement with provision of Services prior to the expiration of the withdrawal period from the concluded contract, affecting your right to withdraw from the contract as detailed further in Article 10.

7.4.  In the event of your failure to activate the Challenge within 30 calendar days from the date it became accessible to you, your access will be automatically suspended without any previous notification or warning. You may petition for reinstatement of access either through your User Section or by emailing help@upcomers.com no later than within three months of the initial suspension. Failure to do so will result in us terminating the provision of Services without any obligation for a fee refund or any other financial compensation irrespective of you not actually using any Services.

7.5.  To successfully meet the conditions of the Challenge as well as each of its individual phases (if applicable), you are required to concurrently satisfy all the parameters defined on our Website at Upcomers.com under the respective (selected) Challenge. For the avoidance of doubt, multiple‑phase Challenges (i.e. Ascended and Astral Program) require you to complete each separate phase in order to get access to the following phase and all of the phases during the term of the Challenge for your performance to be assessed by us within the meaning of Section 7.6 below and to, potentially, successfully complete the respective Challenge.

7.6.  If you: (i) meet the conditions outlined in Section 7.5, (ii) do not exceed the maximum total amount of the virtual capital allocation of USD 1,500,000, individually or in combination, per User, within the meaning of the applicable Upcomers Trader Program agreement (if you are already participating in our standalone Upcomers Trader Program) and (iii) simultaneously have not breached these TCs or any applicable laws, especially the rules for virtual trading defined under Article 5, we will assess your performance in the Challenge. If all the defined conditions are met, we will deem the Challenge successful and recommend you as a candidate for the Upcomers Trader Program. The same applies for when you order the Instant Funding Services as defined in Article 2 above. We are not obligated to evaluate the Challenge if you have not closed all your trades. The maximum allocation limit shall not apply to increases of your allocation under our scaling plan, under which the total virtual capital allocation may be increased up to USD 4,000,000 per User, subject to the terms of the scaling plan as published on our website.

7.7.  If you fail to meet some or any of the conditions specified in Sections 7.5 or 7.6 during the Challenge and/or any of its phases, the respective Challenge shall be evaluated as unsuccessful and you will not gain access to the subsequent phases, nor will you be recommended for the Upcomers Trader Program in respect of that Challenge. In such case, the respective User Account(s) shall be terminated without any right to reinstatement and without a refund or any other financial compensation; your User Section and your other User Accounts shall not be affected. Where the failure results from a technical error or malfunction on our side, we shall reinstate the respective User Account(s). Where the failure results from your breach of these TCs, we reserve the right to take further action under Section 5.6.

7.8.  If you successfully complete the Challenge, you may be offered a contract to participate in the Upcomers Trader Program. The decision to offer such a contract is solely at our discretion. For the avoidance of doubt, there is no legal obligation for us to enter into an Upcomers Trader Program agreement with you nor can you claim to do so. After successful Challenge completion as well as upon the non‑binding order to participate in Instant Funding we will evaluate and decide whether to enter into an Upcomers Trader Program agreement with you; both the Upcomers Trader Program and choice of the candidates are in our sole discretion. Our recommendation of you as a candidate for the Upcomers Trader Program does not guarantee your acceptance into the program by the third‑party providers of the Trading Platform and other technical solutions. We bear no responsibility if you are rejected from the Upcomers Trader Program for any or no reason.

7.9.  Profit Split.  Where offered, you may select the profit split applicable to the respective Challenge or product from the options displayed during the order process (currently 80%, 90%, or 100%). The applicable fee reflects the profit split selected, and the total price shall always be displayed to you prior to order confirmation. The profit split shall be selected separately for each User Account and shall remain fixed for the duration of the respective User Account, unless we expressly agree otherwise; any increase of the profit split for an existing User Account may be subject to an additional fee, as displayed to you prior to confirmation.

7.10.  Identity Verification.

7.10.1.  We may require you to complete an identity verification process at any time during the provision of the Services. Completion of the identity verification is mandatory before you are admitted to the Upcomers Trader Program; you may complete it at any earlier time, including immediately after creating your User Section. The verification is performed on our behalf by independent third-party providers specialising in secure identity verification, currently Veriff. All documents and photographs submitted during the verification are collected and securely stored solely by the respective verification provider; we do not receive, access, or store your identification documents, and we only receive the outcome of the verification.

7.10.2.  As part of the verification, you are required to present a valid, physical government-issued identification document; photographs or scans of documents displayed on the screen of an electronic device shall not be accepted. Should the verification not be approved, we may offer you the opportunity to complete it again through an alternative verification provider.

7.10.3.  Your admission to the Upcomers Trader Program and any payout of a reward are conditional upon the successful completion of the identity verification. Where fraud, attempted fraud, or any other prohibited conduct is detected in connection with the verification, we reserve the right to suspend or terminate your User Accounts and your User Section and to refuse any payout of a reward.

7.10.4.  You acknowledge that the verification providers process your personal data on our behalf in accordance with our Privacy Policy and their own privacy policies, and that we may refuse to provide the Services where required to comply with anti-money laundering, counter-terrorist financing, or sanctions laws.

8. Basic Terms of Use and Intellectual Property

8.1.  All elements comprising our Website and Services, including but not limited to the User Section, visual design, applications, data, multimedia content such as text, drawings, graphics, icons, images, audio and video samples, and any other form of content (collectively referred to as the “Content”), are protected under copyright laws and other applicable legal regulations. Such Content is the exclusive property of us or our licensors. We grant you a limited, non‑exclusive, non‑transferable, non‑assignable, non‑sublicensable, and revocable license to utilize the Content strictly for the purpose of accessing the Services for your personal use and in compliance with the intended use of the Services. The Content is not sold, transferred, or otherwise conveyed to you and remains the exclusive property of us or our licensors.

8.2.  You agree to observe and abide by all copyright and other proprietary notices, legends or other restrictions contained in any such Content and will not make any changes thereto.

8.3.  All trademarks, logos, trade names, and other proprietary designations are the exclusive property of us or our licensors. No authorization or license is granted to you for the use of these marks.

8.4.  Except for the rights expressly defined in these TCs, no additional rights relating to the Services, or any other Content are conferred upon you. Your use of the Services and other Content is restricted to the stipulations outlined in these TCs.

8.5.  In accessing the Services and other Content, you are expressly prohibited from:

 8.5.1.  engaging in reverse engineering, decompiling, disassembling, or otherwise modifying the Website and other Content;

 8.5.2.  selling, renting, lending, licensing, distributing, reproducing, or otherwise utilizing the Services or other Content in a manner not explicitly permitted;

 8.5.3.  employing any tools or methods that could negatively impact the functionality of the Website and Services or exploit any errors, bugs, or other deficiencies therein;

 8.5.4.  creating copies or backups of the Website and other Content;

 8.5.5.  utilizing automated means, including but not limited to bots and scrapers, to view, display, or collect information available through the Website or Services;

 8.5.6.  circumventing any geographical limitations on availability or any other form of technical restrictions; and/or

 8.5.7.  employing any other tools, methods, or practices that could cause any harm to us.

9. Non-Investment Disclaimers and Limitation of Liability

9.1.  You acknowledge that the Services and other Content are provided AS‑IS, complete with any errors, defects, and shortcomings that are present both during the conclusion of the relevant contract and/or at any moment during the provision of Services.

9.2.  Use of these Services and Content is solely your responsibility and at your own risk and, as such, you should fully understand the implications of using the Services or Content as well as the importance of fully understanding every aspect of the Services or Content prior to engaging in any Services we offer.

9.3.  We disclaim all statutory, contractual, express, and implied warranties, including but not limited to quality, merchantability, fitness for a particular purpose, and non‑infringement of rights, to the maximum extent permitted by applicable legal statutes.

9.4.  Within the boundaries of mandatory legal provisions, we are not liable for any harm you may experience, including indirect, incidental, special, punitive, or consequential damages. This includes lost profits, loss of data, personal or other non‑monetary harm, or property damage resulting from the use of our Services or reliance on any tool, functionality, or other content (“Harm”). We are also not responsible nor liable for any third‑party products, services, or content you use in connection with our Services, including the Trading Platform.

9.5.  You agree and acknowledge that in the event that any court or competent authority finds us liable, including any liability in connection with any contract concluded between us or these TCs as well as all types of Harm you may experience as defined in Section 9.4 above, our aggregate liability for any and all potential Harm shall be limited to the fee you paid for the Services related to your incurred loss within the 12 calendar months preceding the occurrence of such claim.

9.6.  We are not liable for failing to provide the Services if such failure is due to serious technical or operational reasons beyond our control. This includes crises, natural disasters, wars, insurrections, pandemics, threats to a large number of people, or other force majeure events. We are also not liable if we are prevented from providing Services due to legal obligations or decisions from public authorities.

10. Duration of the Contract

10.1.  The contract is concluded for a definite period until the Challenge is either passed or failed by you, as outlined in Article 7 of these TCs above and/or agreed individually in the Upcomers Trader Program agreement.

10.2.  The contract may be terminated earlier by either party in accordance with these TCs. Automatic and immediate termination occurs pursuant to Sections 7.4 and 7.7 of these TCs.

10.3.  We may terminate this contract with cause and immediate effect when the provision of Services under contract would affect our ability and/or we would need to compromise our ability to fully comply with our legal obligations or with orders or decisions of governmental bodies or other regulators, notwithstanding Section 10.2 above.

10.4.  Either party may terminate this contract without cause by serving a written notice at least seven days in advance via communication channels defined in Article 11 of these TCs. Where we terminate this contract without cause, your entitlement to a refund shall be governed by Clause 4.2.

10.5.  If you are a consumer, you may withdraw from the contract in accordance with the refund terms set out in Clause 4.2. Such withdrawal must be sent to help@upcomers.com within the 14-day period and we will confirm its receipt promptly.

10.6.  We are entitled to withdraw from the contract if you breach any conditions specified in Section 11.1. This withdrawal is immediate and as such takes effect from the day it is delivered to your email address or through the User Section.

11. Common Provisions

11.1.  Material Breach.  If you violate any terms of these TCs in a way that could harm us, including but not limited to the obligations, declarations and conditions set in Sections 1.3, 2.3, 5.2, 5.3, 5.4, 5.10, and 8.5, we reserve the right to restrict or terminate your access to all or some Services including your future use or order of Services, including the User Section and Trading Platform, without prior notice, refund or any other financial compensation.

11.2.  Communication.  You acknowledge and agree that all communication pertaining to the provision of Services including their termination, withdrawal, amendments, and others shall be conducted through the User Section or the email address you provided us with. For the purposes of the contract, electronic communication by e‑mail or through the User Section is also considered to be written communication. Our contact e‑mail address is help@upcomers.com.

11.3.  Defective Performance.  If the Services do not meet the agreed‑upon specifications or have not been rendered, you have the right to claim defective performance. You must notify us immediately via the communication details provided in Section 11.2 above. As a result of a defective performance, you may request either a remedy for the defect or a reasonable discount. Should the defect prove to be irremediable, you can either withdraw from the contract or claim a reasonable discount. We aim to resolve any complaints within 30 calendar days and will confirm receipt and resolution in writing. If the complaint is not resolved in time, you have the right to withdraw from the contract. Complaints can be filed via email to help@upcomers.com.

11.4.  Amendment of TCs.  We reserve the right to amend these TCs periodically. Unless specifically agreed otherwise, these amendments have full effect for the contract previously entered into by you provided that the following conditions are met. We shall notify you of such amendment at least seven days prior to the changes taking effect. Should you disagree with the proposed changes, you are required to express your rejection no later than the last business day preceding the effective date of the amendments. Upon receipt of such rejection, the contract shall be deemed terminated; your entitlement to a refund shall be governed by Clause 4.2. Failure to express rejection shall be construed as acceptance of the revised TCs.

We are entitled to amend the TCs especially for the reasons of (i) the introduction of new services or products, or the amendment of existing Services or products; (ii) compliance with new legal or regulatory requirements that are applicable to us; (iii) enhancing the clarity and utility of these TCs for you; (iv) changing the manner in which our Services are delivered, especially if technological changes or modifications in background processes necessitate such adjustments; and (v) accounting for variations in the operational costs of conducting our business.

11.5.  Severability.  Should any provision of the contract or these TCs be deemed invalid, illegal, or unenforceable within a specific jurisdiction, the contract shall remain in effect but shall be considered ineffective within that jurisdiction to the extent of the provision’s invalidity, illegality, or unenforceability. Such a condition shall not impact the validity, legality, and enforceability of the remaining provisions of the contract. The invalidity of a specific provision within one jurisdiction shall not render that provision invalid in any other jurisdiction. Furthermore, if any such provision is deemed invalid, illegal, or unenforceable, such provision shall be severed from the contract, and the remainder of the contract shall continue in full force; any replacement of the severed provision shall apply only to the extent permitted by mandatory applicable law.

11.6.  Consumer Limitations.  The stipulations in Article 8 and Article 9 are not intended to deprive you of any consumer rights which cannot be excluded under the applicable legal statutes.

11.7.  Choice of Law and Jurisdiction.  All legal relations established by these TCs, the contract or related to them shall be governed by the laws of the United Arab Emirates. Any disputes arising from these TCs, or contract will fall under the jurisdiction of the competent courts local to our registered office in the United Arab Emirates. This Section shall not deprive consumers of the protections afforded by the mandatory laws of their relevant jurisdiction.

11.8.  Alternative Dispute Resolution.  If you are a consumer residing in the European Union and we fail to resolve your complaint amicably, you may submit the complaint to the approved alternative dispute resolution body of your Member State. For consumers residing in the Czech Republic, the competent body is the Czech Trade Inspection Authority (Česká obchodní inspekce), Štěpánská 567/15, 120 00 Prague 2, www.coi.cz. Submitting a complaint to an alternative dispute resolution body shall not affect your right to bring proceedings before the competent courts or any other rights afforded to you under mandatory applicable law.

12. Specific Provisions for US Users

12.1.  The provisions of this Article 12 apply to Users that are residents of the United States and take precedence over other provisions with respect to Users that are residents of the United States.

12.2.  Arbitration.  Any disputes, claims, or controversies arising from or related to this contract, including its interpretation, enforcement, breach, or validity, shall be resolved through arbitration in New York, New York, by a single arbitrator. The arbitration will be administered by JAMS in accordance with its Comprehensive Arbitration Rules and Procedures, including its Expedited Procedures. Any court with jurisdiction may enter judgment on the arbitration award. This Section does not prevent either Party from seeking provisional remedies from a court with appropriate jurisdiction. Should litigation or arbitration arise concerning this contract, the prevailing Party is entitled to recover all costs, including reasonable attorneys’ fees.

12.3.  Class Action Waiver.  No arbitration under this contract, whether a consumer or business dispute, shall proceed as a class action or be certified as such, nor shall it involve claims brought in a purported representative capacity on behalf of the public, other customers, potential customers, or similarly situated individuals.

12.4.  No Consolidation of Arbitration.  No arbitration under this contract shall be consolidated with any other arbitration proceeding. Parties agree to arbitrate on an individual basis and waive the right to participate in a class action.

12.5.  Governing Law.  This contract and any breaches thereof shall be governed by the laws of the United Arab Emirates, excluding its conflict of laws principles.

12.6.  Class and Representative Action Waiver.  Parties waive the right to bring claims against each other as a representative or member in any class or representative action, except where such waiver is prohibited by law or considered against public policy by a court. If either party is permitted to proceed with a class or representative action, the prevailing party shall not be entitled to recover attorneys’ fees or costs, and the initiating party will not submit a claim in any recovery secured through the class or representative action.

12.7.  Jury Trial Waiver.  Parties waive any right to a jury trial in any legal proceeding arising out of or related to this contract or the transactions it contemplates. This waiver is applicable to the fullest extent permitted by law. Parties certify that no representative, agent, or attorney of the other party has stated that the other party would not enforce this waiver in the event of litigation.

12.8.  State‑Specific Exclusions.  The provisions in this section do not apply to Users residing in either California or Georgia.

13. Specific Provisions for Other Jurisdictions Users

13.1.  The provisions of this Article 13 apply to Users that are residents of the respective jurisdiction as defined in the relevant Sections below and take precedence over other provisions with respect to Users that are residents of the relevant jurisdiction.

13.2.  Australia.  If any Act of Parliament implies a condition or warranty related to your use of our Website or Services and prohibits its exclusion, then that term is included. Our liability for breaching such a non‑excludable term is limited to resupplying the products or services.

13.3.  Canada.  The User confirms that these TCs, the contract and all related documents are in English. For Quebec or other applicable Canadian provinces, we will send a 30‑day advance written notice for any amendments of these TCs instead.

13.4.  Japan.  Intellectual Property rights under this contract include rights under Articles 27 and 28 of the Copyright Act of Japan. We also warrant that we are not involved with anti‑social forces.

13.5.  United Kingdom and EU.  Our liability for Harm is not limited for death, personal injury due to negligence, fraud, or fraudulent misrepresentation, or any other non‑excludable liability.

13.6.  General Terms.  The arbitration and choice of law and jurisdiction provisions of these TCs as well as accompanying requirements do not apply if they are unenforceable under specific laws of the jurisdiction in which the User resides. We will honour mandatory cancellation rights as required by mandatory applicable local laws.

14. Final Provisions

14.1.  No Consumer Codes.  We have not adopted any consumer codes of conduct.

14.2.  Entire Agreement.  These TCs represent the full agreement between you and us, superseding all previous verbal or written agreements concerning the subject matter.

14.3.  No Waiver.  Non‑enforcement of any provision of these TCs or the contract by us or any authorized third party does not constitute a waiver of any rights or claims under these TCs, the contract or applicable laws.

14.4.  Assignment.  We may assign our rights and obligations under these TCs or the contract to a third party, provided that the assignee assumes all our obligations hereunder and that we notify you of such assignment in advance. Should you not agree with the assignment, you may terminate the contract within thirty (30) days of the notification; your entitlement to a refund shall be governed by Clause 4.2. You are not authorized to transfer or assign your rights and obligations under these TCs to any third party.

14.5.  Customary Practices.  No past or future practices between the parties, or general or industry‑specific customs not explicitly mentioned in these TCs, will be considered applicable. Such practices and customs will not influence the interpretation of the parties’ intentions and will not create any rights or obligations for either party.

14.6.  Schedules.  Schedules to these TCs form an integral part of the contract. In case of conflict, the main text of the TCs takes precedence.

14.7.  Risk Acceptance.  Both parties have assessed and accept the potential risks arising from these TCs and the contract.

These TCs shall enter into force and effect on 25 October 2023.