The following Upcomers Standard Terms and Conditions (the “TC”) stipulate the rights and obligations resulting from the access to and utilization of the services provided by the Provider as defined below (the “Services”) through the upcomers.com website (the “Website”). You are required to carefully review these TCs. Should any portion of these Terms be unclear or unacceptable to you, you are under no obligation to utilize the Services. You should abstain from using the Services as well as using the Website until you fully understand and agree to 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 pretext the entirety of our TCs with the following disclaimers:
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, ie. 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. These TCs in English are applicable exclusively to Users residing and/or having their registered outside of the Czech Republic (notwithstanding Restricted Countries below). By registering, you verify that you 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 of the 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 guarding approval. You commit to accessing the Services solely within and from the approved jurisdictions, ie. 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 HERE;
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 any criminal history, especially a criminal record related to any financial misconduct, including money laundering schemes or financing terrorism.
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 User to whom we are already providing such Services. These restrictions apply to all Services provided under the Agreement including the User Section and/or the electronic interface provided by a third party in which the User performs the virtual (“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.
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 (ie. different scope of analytical tools available) and differing plans (ie. differing min-max trading days) and differing entering positions, and Instant Funding service called “Vanguard”. We might also to all Challenges and Instant Funding jointly as “Programs”. Furthermore, the information located on the Website are 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 Upcomers Trader without any prior Challenges at all (provided that 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. By providing us with an identification number, tax registration number, or stating that you are a legal entity during the registration or mutual communication, you acknowledge that you will be regarded as an entrepreneur and consumer protection laws will not be extended to you. As a result, no applicable consumers rights will apply to you irrespective of whether those are specifically clarified by these TCs or by the applicable legal statutes.
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 thereof. 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, ie. 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. Upcomer Traders 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 Czech with Czech based Users and in English with Users from all other 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 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 hardware and software as is stipulated here. The Provider does not charge no 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 also 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 for any refunds nor financial compensations as a result of such changes (including replacing, adding, or removing elements and functions).
2.10. Should you:
2.10.1. submit 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 the 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 do reserve the right to, under our sole discretion, decide whether the actions of you might be harmful or otherwise detrimental to us as well as decide potential edge cases when the potential definitions of Prohibited Trading Strategies might be unclear.
3.1. Unless specifically agreed otherwise between us, you are limited to the establishment and maintenance of exclusively one User Account and User Section, which shall be the exclusive repository for all Services utilized by you.
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 (ie. 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 hereby 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 unless you are a legal entity in which case access may be granted to duly authorized employees, representatives and/or agents.
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 (ie. 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 support@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 also 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 not only acknowledge the above, but you should make yourself fully aware of such terms and conditions.
3.9. 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 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 the 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 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.
4.1. Fees for the Challenges and/or Instant Funding varies 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 its individual phases).
Comprehensive information defining the elements as well as other conditions and corresponding fee structure can be found on https://www.upcomers.com/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. The fee is charged to facilitate your access to the Challenges, Instant Funding and/or other Services provided therein. Notwithstanding any specific consumer rights and obligations defined below, the User shall not be entitled to a refund of the paid fee under no circumstances, including but not limited to instances of the User Section cancellation, Services termination, failure to meet any conditions defined under the Challenges and/or Upcomers Trader Program agreement, or breach of any obligations under these TCs.
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 its 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 the User raise an unfounded complaint, contest or otherwise engage in a dispute concerning the paid fee (incl. disputes with their bank or payment service provider), ie. via chargeback or similar mechanisms, and thereby seek annulment, cancellation or refund of the fee or any part thereof, we reserve the right to cease all Services and to decline any future Services offerings at our own discretion.
4.5. The fee schedule for the Programs is denominated primarily in EUR; further payment options in alternative currencies might be made available through the Website. Should you opt for 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 is 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 potential contract arising therefrom.
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, Agreement, 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 and 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. use of any coordinated hedging trades between your User Accounts and/or third-party accounts including but not limited to creation of several User Accounts and User Sections without our previous authorization;
5.2.8. the 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 2 hours before the closing of a relevant financial market for a duration of 2 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 margintale trading.
You can find more on the specifics and explanations of the Prohibited Trading Strategies at HERE 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. Should there be a conflict between these TCs and the Restrictions, the Restrictions shall take precedence.
5.3. You also 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 this GTC.
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 be also considered as 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 also 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 are the specific parameters and Restrictions.
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 whole (ie. all potential phases) as well as breach 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 Customer 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 User, 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 also 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 even repeatedly (2 times and 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. Furthermore, we expressly disclaim any form of liability for trading or other investment activities undertaken by you beyond the purview of our contractual relationship, ie. 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 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.
6.1. 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 6.
6.2. 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.
6.3. 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 9.
6.4. 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 support@upcomers.com no later than within 3 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.
6.5. 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 (ie. Ascended an 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 6.6 below and to, potentially, successfully complete the respective Challenge.
6.6. If you: (i) meet the conditions outlined in Section 6.5, (ii) do not exceed the maximum total amount of the virtual capital allocation of USD 200,000, individually or in combination, per User, within the meaning of 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.
6.7. If you fail to meet some or any of the conditions specified in Sections 6.5 or 6.6 during the Challenge and/or any of its phases, it will be evaluated as unsuccessful, and you will not gain access to the subsequent phases and you won't be recommended for the Upcomers Trader Program. In both scenarios, your Use accounts, User Section, and provision of Services will be terminated without a refund or any other financial compensation.
6.8. 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 Upcomers Trader Program agreement with you nor you can 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 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.
7.1. 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.
7.2. 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.
7.3. 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.
7.4. 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.
7.5. In accessing the Services and other Content, you are expressly prohibited from:
7.5.1. engaging in reverse engineering, decompiling, disassembling, or otherwise modifying the Website and other Content;
7.5.2. selling, renting, lending, licensing, distributing, reproducing, or otherwise utilizing the Services or other Content in a manner not explicitly permitted;
7.5.3. 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;
7.5.4. creating copies or backups of the Website and other Content;
7.5.5. utilizing automated means, including but not limited to bots and scrapers, to view, display, or collect information available through the Website or Services;
7.5.6. circumventing any geographical limitations on availability or any other form of technical restrictions; and/or
7.5.7. employing any other tools, methods, or practices that could cause any harm to us.
8.1. 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.
8.2. 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 importance of fully understanding every aspect of the Services or Content prior to engaging in any Services we offer.
8.3. 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.
8.4. 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 (collectively, “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.
8.5. You hereby 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 8.4 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.
8.6. 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.
9.1. The contract is concluded for a definite period until the Challenge is either passed or failed by you, as outlined in Article 6 of these TCs above and/or agreed individually in the Upcomers Trader Program agreement.
9.2. The contract may be terminated earlier by either party in accordance with these TCs. Automatic and immediate termination occurs pursuant to Sections 6.4 and 6.5 of these TCs above.
9.3. 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 a governmental bodies or other regulators, notwithstanding Section 9.2 above.
9.4. Either party may terminate this contract without cause by serving a written notice at least 7 days in advance via communication channels defined in Article 10 of these TCs.
9.5. If you are a consumer, you shall have the right to withdraw from the contract without providing a reason within 14 days of its conclusion. However, if you start performing any virtual trades before the above period expires irrespective of whether in the Challenge and/or Instant Funding Services, you explicitly forfeit this right as is already stated in Section 6.3 et seq. of these TCs.
Such withdrawal must be sent to our e-mail address support@upcomers.com within the 14-day period. We will confirm the receipt of your withdrawal promptly. We will refund the fees related to the withdrawn contract without undue delay, in the same manner in which the fees have been paid by you.
9.6. Furthermore, we are entitled to withdraw from the contract if you breach any conditions specified in Section 10.1. This withdrawal is immediate and as such takes effect from the day it is delivered to your email address or through the User Section.
10.1. Material Breach. If you violate any terms of these GTC 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 7.5, 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.
10.2. 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 support@upcomers.com.
10.3. Defective Performance. If the Services do not meet the agreed-upon specifications of have not been rendered, you have the right to claim defective performance. You must notify us immediately via the communication details provided in Section 10.2 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 support@upcomers.com.
10.4. Amendment of TCs. We reserve the right to amend these GTC 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 7 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 and you shall have no right for any refunds or other financial compensation. 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.
10.5. 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, the parties agree to replace such provision by a provision that closely aligns with the original provision's intent.
10.6. Consumer Limitations. The stipulations in Article 7 and Article 8 are not intended to deprive you of any consumer rights which cannot be excluded under the applicable legal statutes.
10.7. EU Consumer Rights. This section applies only to consumers who are also EU residents. The Czech Trade Inspection Authority, located at Štěpánská 567/15, 120 00 Prague 2, is responsible for out-of-court consumer dispute resolutions. Consumers may also use the online platform at https://www.ec.europa.eu/consumers/odr for dispute resolution.
10.8. Choice of Law and Jurisdiction. All legal relations established by these TCs, contract or related to them shall be governed by the laws of the Czech Republic. Any disputes arising from these TCs, or contract will fall under the jurisdiction of the Czech court local to our registered office. This Section shall, however, not deprive consumers of the protections afforded by the mandatory laws of the relevant EU Member State or any other jurisdiction.
11.1. The provisions of this Article 11 apply to Users that are residents of the United States and take precedence over other provisions with respect to User that are residents of the United States.
11.2. 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. Both Parties shall equally share the costs of arbitration. 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.
11.3. 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.
11.4. 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.
11.5. Governing Law. This contract and any breaches thereof shall be governed by the laws of the Czech Republic, excluding its conflict of laws principles.
11.6. 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.
11.7. 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.
11.8. State-Specific Exclusions. The provisions in this section do not apply to User residing in either California or Georgia.
12.1. The provisions of this Article 12 apply to Users that are residents of the respective jurisdiction as is defined in the relevant Sections below and take precedence over other provisions with respect to Users that are residents of the relevant jurisdiction.
12.2. 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.
12.3. Canada. The User confirms that these TCs, 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.
12.4. 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.
12.5. 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.
12.6. 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.
13.1. No Consumer Codes. We have not adopted any consumer codes of conduct.
13.2. Entire Agreement. These TCs represent the full agreement between you and us, superseding all previous verbal or written agreements concerning the subject matter.
13.3. 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, contract or applicable laws.
13.4. Assignment. You hereby acknowledge and agree that we may assign our rights and obligations under these TCs or contract to a third party without your consent. You are, however, not authorized to transfer or assign your rights and obligations under these GTC to any third party.
13.5. Customary Practices. No past or future practices between the parties, or general or industry-specific customs not explicitly mentioned in the GTC, 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.
13.6. Schedules. Schedules to these TCs form integral part of the contract. In case of conflict, the main text of the TCs takes precedence.
13.7. Risk Acceptance. Both parties have assessed and accept the potential risks arising from these TCs and the contract.
These GTC shall enter into force and effect on 25 October 2023.