These Terms of Service and any Schedules and Exhibits attached hereto and made a part hereof, and shall become effective upon acceptance and acknowledgement by you, subject to any restrictions such as age limit, and any later amendments by us which will be communicated to you from time to time, and your continued use of our services as defined below constitutes your acceptance of our amended Terms (collectively, these “Terms”).
Tradimo Interactive ApS at Dampfærgevej 8, 4th Floor, 2100 Copenhagen, Denmark is in the business of offering an online trading school platform in multiple languages, as well as marketing, advertising and promoting a corporation’s offering via its website, webinars and premium listing.
You accept and agree to these Terms on your own behalf and/or on behalf of your company, organisation, institution or agency as its authorised legal representative by clicking an “Agree” or similar button at the end of these Terms or where provided by us. In the event you do not, or cannot agree to these Terms, you should not proceed any further.
As a registered User and/ or Instructor of our Services, you may establish a Tradimo Account with us. Do not reveal your Tradimo Account information to anyone else. You are solely responsible for maintaining the confidentiality and security of your Tradimo Account, and for all activities that occur on or through your Tradimo Account, and you agree to immediately notify us of any security breach of your Tradimo Account. We shall not be responsible for any losses arising out of the unauthorised use of your Tradimo Account.
1.1.In these Terms, unless expressly deviated from in the context, the following words shall have the following meanings:
(i)"Base Price"shall mean the course price set by you, if you are the instructor of a course;
(ii)"Base Currency"shall mean the currency of the Base Price. Initially we only offer USD unless communicated to you from time to time;
(iii)"Base Exchange Rate"shall mean a system-wide rate used by Tradimo for foreign currency conversion and does not include any fee or mark-up by Tradimo. The rate is established using one or more third parties such as Official Exchange Rates and is fixed periodically (e.g. monthly) to prevent daily price fluctuations. Accordingly, the Base Exchange Rate may not be identical to the applicable market rate in effect at the specific time a foreign currency conversion is processed;
(iv)"Cost Adjustment Factor"shall mean applicable local taxes and other fees associated with currency conversions. In regions that use a common currency, e.g., the EU, the Cost Adjustment Factor uses a weighted average of country specific tax rates to ensure the same prices to users across the region;
(v)"Course"shall mean a course organised by Tradimo and delivered by Tradimo’s Instructors;
(vi)"Data Subjects"shall have the meaning given to it in Clause 15;
(vii)"Instructor"shall mean as approved by Tradimo from time to time and in addition to these Terms, the Instructor enters into Schedule A;
(viii)"Intellectual Property Rights"shall include; all rights throughout the world in any and all of the following: (a) patents, patent applications, patent disclosures and inventions (whether patentable or not); (b) trade-marks, service marks, trade dress, trade names, logos, corporate names, internet domain names and registrations and applications for the registration thereof together with all goodwill associated therewith; (c) copyrights and copyrightable works (including computer programs and mask works) and registrations and applications for registration thereof; (d) trade secrets, know-how and other proprietary information of a like kind; (e) rights of publicity and privacy, and moral rights; and (f) all other forms of intellectual property, such as data and databases, text, graphics, moving and still images, sound recordings or other information, in each case, to the extent protectable under applicable law;
(ix)"Marketing Program"shall mean as prepared by Tradimo from time to time and notified to you by us via email;
(x)"Net Amount"shall mean the amount actually received from Students for Your Course, less any refunds paid, applicable sales or other taxes (VAT in EU), and any amounts paid in connection with Marketing Programs that you participate in;
(xi)"Official Exchange Rates"shall mean the official exchange rate applied by main market providers or Tradimo’s provider’s applied rates, as the case may be and at Tradimo’s discretion;
(xii)"Sale Price"shall mean the actual sale price for the Course. When the Sale Currency is different from the Base Currency, Tradimo will determine the Sale Price based on the applicable Base Exchange Rate and Cost Adjustment Factor;
(xiii)"Sale Currency"means the currency of the sale. This is determined by the country of origin of the User purchasing the Course;
(xiv)"Services"shall mean the services offered by Tradimo from time to time and shall include without limitation, online learning services in multiple languages;
(xv)"Student"shall mean a person enrolled on a Course;
(xvi)"Submitted Content"shall mean any content submitted by the Instructor;
(xvii)"Terms"shall mean these Terms, including any Schedules, Exhibits and Attachments hereto, and any later Addendums or Amendments made by us;
(xviii)"Tradimo Account"shall mean your account with us;
(xix)"User"shall mean a user of the Tradimo Services;
(xx)"Your Course"shall mean the course created under these Terms by the Instructor.
1.2.Reference to “us”, “we”, and “our” “Tradimo” mean Tradimo Interactive ApS.
1.3.References to “sections” are to clauses of these Terms.
1.4.Headings are inserted for convenience only and shall not affect the interpretation or construction of these Terms.
1.5.Words imparting the singular shall include the plural and vice versa. Words imparting a gender shall include the other gender and the neutral and references to persons shall include an individual, company, corporation, firm, or partnership.
1.6.References to “includes” or “including” or like words or expressions shall mean “including without limitation”.
1.7.References to any statute or statutory provision shall include any subordinate legislation made under it, any provision which it has modified or re-enacted (whether with or without modification) and any provision which subsequently supersedes it or re-enacts it (whether with or without modification).
2.1.You must follow any policies made available to you within the Services.
2.2.Do not misuse our Services by interfering or trying to access them using a method other than the interface and the instructions that we provide. You may use our Services only as permitted by law, including applicable export and re-export control laws and regulations. We may suspend or stop providing our Services to you if you do not comply with our terms or policies or if we are investigating suspected misconduct.
2.3.Using our Services does not give you ownership of any Intellectual Property Rights in our Services or the content you access. You may not use content from our Services unless you obtain permission from its owner or are otherwise permitted by law. These Terms do not grant you the right to use any branding or logos used in our Services. Do not therefore remove, obscure, or alter any legal notices displayed in or along with our Services.
2.4.Our Services display some content that is not Tradimo’s content. This content is the sole responsibility of the entity that makes it available. We may review the content to determine whether it is illegal or violates our policies, and we may remove or refuse to display any content that we reasonably believe violates our policies and/ or the law.
2.5.In connection with your use of the Services, we may send you service announcements, administrative messages, and other information from time to time. You may opt out of some of those communications.
2.6.Some of our Services are available on mobile devices. Do not use such Services in a way that distracts you and prevents you from obeying traffic or safety laws.
3.1.You expressly acknowledge neither the Services, software nor the data or Course or any information produced through use of the software and/ or our website constitutes a recommendation by us/ or any of our third party providers, to any person whatsoever including Users and/ or Students to buy or sell any financial instruments, nor does such Services, software, the data or Course or any information produced through use of the software and/ or our website constitute an offer by us to any person to buy or sell financial instruments. NOR DO THE SERVICES, SOFTWARE, COURSES, SUBMITTED CONTENT, OR ANY INFORMATION WITHOUT LIMITATION WHATSOEVER PROVIDED BY TRADIMO CONSTITUTE A FINANCIAL PROMOTION WHATSOEVER. You accept full responsibility for any investment decisions or financial transactions made by you. We state that we are an educational vendor only, pursuant to these Terms, and as such we are not acting as a financial advisor or fiduciary to you (or in any similar capacity) and any advice given in connection with these Terms will be merely incidental to the provision of the Services hereunder, and shall not serve as a primary basis of any investment decision by you. Neither oral nor written statements of any employee, partners or agent of ours shall vary the terms of this disclaimer. You shall be solely responsible for the content, generation, release, termination, publication, management and oversight of any and all electronic messages including without limitation your Tradimo Account.
4.1.You may need a Tradimo Account in order to use some of our Services. You may create your own Tradimo Account, or your Tradimo Account may be assigned to you by an administrator, such as your employer or educational institution. If you are using a Tradimo Account assigned to you by an administrator, different or additional terms may apply, and your administrator may be able to access or disable your Tradimo Account.
4.2.To protect your Tradimo Account, keep your password confidential. You are responsible for the activity that happens on or through your Tradimo Account. Try not to reuse your Tradimo Account password on third-party applications. If you learn of any unauthorized use of your password or Tradimo Account, make sure to disable it and/ or re-set a new password.
4.3.If you have subscribed to Tradimo Premium (https://learn.tradimo.com/premium), you can cancel your subscription via email to email@example.com. Your subscription will end once your current subscription cycle (monthly, half-yearly or yearly) runs out.
5.2.We respond to notices of alleged copyright infringement and terminate accounts of repeat infringers.
5.3.We provide information to help copyright holders manage their intellectual property online. If you believe somebody is violating your copyrights and want to notify us, please email us at firstname.lastname@example.org and we will handle your query within reasonable period of time.
6.1.Some of our Services allow you to upload, submit, store, send or receive content. You retain ownership of any Intellectual Property Rights that you hold in that content.
6.2.When you upload, submit, store, send or receive content to or through our Services, you give Tradimo (and those we work with) a worldwide license to use, host, store, reproduce, modify, create derivative works (such as those resulting from translations, adaptations or other changes we make so that your content works better with our Services), communicate, publish, publicly perform, publicly display and distribute such content. The rights you grant in this license are for the limited purpose of operating, promoting, and improving our Services, and to develop new ones. This license continues even if you stop using our Services. Also, in some of our Services, there are terms or settings that narrow the scope of our use of the content submitted in those Services. Make sure you have the necessary rights to grant us this license for any content that you submit to our Services.
6.3.Our automated systems analyze your content to provide you personally relevant product features, such as customized search results, tailored advertising, and recommended courses and content. This analysis occurs as the content is sent, received, and when it is stored.
6.4.If you have a Tradimo Account, we may display your profile name, profile photo, and actions you take on your Tradimo Account or on third-party applications connected to your Tradimo Account (such as favourites, reviews you write and comments you post) in our Services, including displaying in ads and other commercial contexts. We will respect the choices you make to limit sharing or visibility settings in your Tradimo Account.
7.1.Tradimo offers Students a thirty (30)-day money back guarantee on Courses that are purchased directly at www.tradimo.com. If you, as a Student, are unhappy with such a Course and request a refund within thirty (30) days of the date that you paid for access to that Course, we will provide you with a full refund of the amount you paid. To request a refund, please contact us via email@example.com. Please note that if we believe that you are abusing our refund policy, we reserve the right in our sole discretion to suspend or terminate your Tradimo Account and refuse or restrict any and all current or future use of Tradimo Services, without any liability to you.
7.2.If you are appointed as an Instructor by Tradimo in accordance with these Terms and Schedule A (if the latter is applicable) in these Terms, then you, as an Instructor, acknowledge and agree that Students have the right to receive a refund as set forth in this section. Neither Instructors nor Tradimo shall receive any payments, fees or commissions for any transactions for which a refund has been granted. In the event that a Student requests a refund for a Course after Tradimo has sent an Instructor payment for that Course, Tradimo reserves the right to either (1) deduct the amount of such refund from the next payment to be sent to that Instructor, or (2) require that Instructor to refund any amounts refunded to Students for the Instructor's Course, this is to the extent that no additional payments are due from Tradimo to the Instructor or such payments due to the Instructor are insufficient to cover the amounts refunded to Students.
8.1.In the event that the sale or delivery of a Course or any Submitted Content to any Student in the European Union is subject to any value added tax ("VAT"), under applicable law, Tradimo will collect and remit the VAT to the competent tax authorities for sales of such Courses or Submitted Content to Students in the European Union. Tradimo may at its own discretion increase the Sale Price where Tradimo is of the view that VAT may be due and Tradimo will have a liability to account for such. You will indemnify and hold Tradimo harmless against any and all claims by any tax authority for any underpayment of VAT, and any penalties and/or interest thereon.
8.2.In respect of all other taxes, and in the event you are appointed as an Instructor by Tradimo you are responsible for remitting the taxes to the appropriate taxing authority (which may be different to the tax authority in your own location), and you must make your own income tax statements in your country of residence where required. Tradimo is unable to provide you with tax advice and you should consult your own tax advisor.
9.1.When a Service requires or includes downloadable software, this software may update automatically on your device once a new version or feature is available. Some Services may let you adjust your automatic update settings.
9.2.Tradimo gives you a personal, worldwide, royalty-free, non-assignable and non-exclusive license to use the software provided to you by Tradimo as part of the Services. This license is for the sole purpose of enabling you to use and enjoy the benefit of the Services as provided by Tradimo, in the manner permitted by these Terms. You may not copy, modify, distribute, sell, or lease any part of our Services or included software, nor may you reverse engineer or attempt to extract the source code of that software, unless laws prohibit those restrictions or you have our written permission.
9.3.Open source software is important to us. Some software used in our Services may be offered under an open source license that we will make available to you. There may be provisions in the open source license that expressly override some of these Terms.
9.4.You shall use the Software in strict compliance with applicable laws and regulations within the jurisdictions in which you access and use the Software.
9.5.We reserve the right to terminate you from access to the Software at any time and in the event of any breach of these Terms.
10.1.If you fail or we suspect that you have failed, to comply with any of the provisions of these Terms, we at our sole discretion, without notice to you may: (i) terminate these Terms and/or your Tradimo Account; and/or (ii) terminate the license to the software; and/or (iii) preclude access to the software (or any part thereof).
10.2.We reserve the right to modify, suspend, or discontinue the Service hereunder (or any part or content thereof) at any time by providing your with a thirty (30) days’ notice period where possible, and we will not be liable to you or to any third party should we exercise such rights. You can stop using any of our Services at any time.
10.3.We are constantly changing and improving our Services. We may add or remove functionalities or features, and we may suspend or stop a Service altogether.
11.1.We provide our Services using a commercially reasonable level of skill and care and we hope that you will enjoy using them. But there are certain things that we do not promise about our Services.
11.2.OTHER THAN AS EXPRESSLY SET OUT IN THESE TERMS OR ADDITIONAL TERMS, NEITHER TRADIMO NOR ITS SUPPLIERS OR DISTRIBUTORS MAKE ANY SPECIFIC PROMISES ABOUT THE SERVICES, CONTENT, SOFTWARE, COURSES, ANY MATERIAL OR INFORMATION PROVIDED BY US FROM TIME TO TIME. FOR EXAMPLE, WE DO NOT MAKE ANY COMMITMENTS ABOUT THE CONTENT WITHIN THE SERVICES, SOFTWARE, COURSES, ANY MATERIAL OR INFORMATION SUPPLIED BY US, THE SPECIFIC FUNCTIONS OF THE SERVICES, OR THEIR RELIABILITY, AVAILABILITY, OR ABILITY TO MEET YOUR NEEDS. WE PROVIDE THE SERVICES "AS IS".
11.3.SOME JURISDICTIONS PROVIDE FOR CERTAIN WARRANTIES, LIKE THE IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. TO THE EXTENT PERMITTED BY LAW, WE EXCLUDE ALL WARRANTIES.
12.1.WHERE PERMITTED BY LAW, TRADIMO, AND TRADIMO’S SUPPLIERS AND DISTRIBUTORS, WILL NOT BE RESPONSIBLE FOR LOST PROFITS, REVENUES, OR DATA, FINANCIAL LOSSES OR INDIRECT, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES.
12.2.TO THE EXTENT PERMITTED BY LAW, THE TOTAL LIABILITY OF TRADIMO, AND ITS SUPPLIERS AND DISTRIBUTORS, FOR ANY CLAIMS UNDER THESE TERMS, INCLUDING FOR ANY IMPLIED WARRANTIES, IS LIMITED TO THE AMOUNT YOU PAID US TO USE THE SERVICES (OR, IF WE CHOOSE, TO SUPPLYING YOU THE SERVICES AGAIN).
12.3.IN ALL CASES, TRADIMO, AND ITS SUPPLIERS AND DISTRIBUTORS, WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE THAT IS NOT REASONABLY FORESEEABLE.
13.1.If you are using our Services on behalf of a business, that business accepts these Terms. It will hold harmless and indemnify Tradimo and its affiliates, officers, agents, and employees from any claim, suit or action arising from or related to the use of the Services or violation of these Terms, including any liability or expense arising from claims, losses, damages, suits, judgments, litigation costs and attorneys’ fees.
14.1.To the extent we receive any personal data from you in a European Union locations, we function as a data controller. In accordance with the Act on Processing of Personal Data Act No. 429 of 31 May 2000 and as amended from time to time (“APD”). For the purposes of these Terms, we may process contact and profile information (collectively, the “Personal Data”) on you, (collectively, the “Data Subjects”) for the purpose of fulfilling our and/or our affiliate(s) fulfilling their obligations and exercising their rights under these Terms and from time to time obtaining feedback and/or providing Data Subjects with information about our products and services. Personal Data may be shared with us and our affiliates, distributors, and agents some of which may be located in the USA or other jurisdictions which do not have data protection law equivalent to the APD. Data Subjects may elect to update their Personal Data and to opt out of direct marketing by writing to the contact address stated on our website or by other means that may from time to time be made available.
15.1.If any provision of these Terms is determined to be invalid, illegal, or unenforceable, the remaining provisions of these Terms remain in full force, provided that the essential terms and conditions of these Terms for each of us remain valid, binding, and enforceable.
16.1.The relationship between us and you is that of licensor/licensee and nothing contained in these Terms shall be construed to constitute any arrangement as a partnership, joint venture, or employee or agent of the other.
17.1.These Terms and any non-contractual obligations shall be governed by and construed in accordance with Danish Law.
17.2.We hereby submit to the exclusive jurisdiction of the Danish courts.
1.1.In the event you wish to be appointed as an Instructor of Tradimo, you will be solely responsible for determining the Base Price you charge Students for Your Courses. You agree to charge only for your own Submitted Content. Tradimo will handle billing and other fee interaction with Students. When the Sale Currency is different than the Base Currency, Tradimo will determine the Sale Price according to the most recent Base Exchange Rate and applicable Cost Adjustment Factor. If a Base Price above zero is determined for Your Courses, Tradimo will not provide access to Your Courses for free, or for any price less than ninety percent (90%) of the Base Price (to account for a 10% discount for new buyers), without specific prior authorization from you, unless you offer the course for a lower price elsewhere in which case Tradimo reserves the right to offer your course for the same, lower price without specific prior authorisation from you.
1.2.If you choose to participate in any of Tradimo's Marketing Programs that may be announced from to time by Tradimo, the fee you receive from Tradimo will be in accordance with the terms of the particular Marketing Program that applies to the sale of Your Course. Otherwise you will receive the following:
1.2.1Tradimo will pay you fifty percent (50%) of the Net Amount received for Your Course. The Net Amount equals the amount actually received from Students for Your Course, less any refunds paid, applicable sales or other taxes (if any), applicable transaction fees charged by our payment partners and banks, applicable fees for mobile application sales from either the Apple App Store or Google Play, and any amounts paid in connection with Marketing Programs that you participate in.
1.3.You authorize Tradimo to perform the appropriate calculations, deduct and retain the transaction fee, and pay you the Net Amount as indicated above.
1.4.As an Instructor you are contracting directly with Tradimo, and you do not have a direct contractual relationship with Users and/ or Students. Additionally, although we may utilize other companies to facilitate your payments, your contract remains between you and Tradimo.
1.5.Students are entitled to refunds pursuant to these Terms and you agree that Tradimo may deduct such refunds from subsequent amounts owed to you. Tradimo will issue remit to you any amounts remaining after the foregoing deductions and adjustments, in US dollars or as communicated by Tradimo from time to time. In order for Tradimo to pay you in a timely manner, you must have a PayPal account or similar and as accepted by Tradimo from time to time in good standing and keep Tradimo apprised as to the correct email address associated with your PayPal account or similar. Payment will be made within forty-five (45) days of the end of the month in which the fee for a Course was received. You are responsible for providing Tradimo with all identifying and tax information necessary for the payment of amounts due.
2.1. Tradimo gives Instructors an opportunity to take part in Tradimo’s Extended Marketing Program to maximize enrollments and revenue potential for Your Courses. Should You not otherwise indicate, Tradimo may include Your Courses in Tradimo’s Extended Marketing Program at its option.
2.2.Tradimo has a network of partner sites ("Affiliates") and established relationships with third-party deal sites ("Deal Partners," and with Affiliates, "External Partners"). Tradimo is also using advanced digital marketing tactics (such as paid advertising). The Tradimo Marketing Program promotes Courses through Affiliates and Third Party Platforms Deal Partners such as Facebook and Google. There is no upfront cost to this program.
2.3.When Tradimo, at its option, purchases and places advertisements for Your Course on Third Party Platforms, and tracks the resulting sales through appropriate means (including, but not limited to, tracking pixels, cookies and the like) ("Paid Advertising"), there will be fees associated with such Paid Advertising activities.
2.4.Revenue Share: By participating in the Tradimo Affiliate program, You agree that Tradimo: (i) may employ External Partners and undertake Paid Advertising to promote Your Courses; (ii) not all programs are available in all geographic territories; and (iii) may deduct External Partner fees or Paid Advertising fees before calculating the Net Amount. You acknowledge that in connection with the Tradimo Affiliate Program, Your revenue share may vary, but will be twenty-five percent (25%) of Net Amount in most cases.
3.1.If you or Tradimo choose to terminate your status as a Tradimo Instructor, Tradimo will remove Your Courses, and any other content provided by you to Students, from the Tradimo public course menus, and stop distributing Your Courses to new Students.
3.2.Tradimo may retain possession of Your Courses, and any related content, only for the purpose of providing continuing access to Your Students who have already paid for access to Your Courses.