Last updated: June 18th, 2021
TERMS & CONDITIONS
ForexTips101 Ltd. General Terms and Conditions (the “Terms”) govern your rights and obligations in connection with the use of services provided by ForexTips101 Ltd. (the “Services”), offered mainly through the www.fundingtalent.com website (the “Website”). These Terms set forth the general terms and conditions of your use of the Website and Services. Please read these Terms carefully. You are under no obligation to use the Services if you do not agree or understand any portion of these Terms, nor should you use the Services unless you understand and agree to these Terms.
These Terms govern your (“you”, “your”, or the “Customer”) rights and obligations in connection with the use of the Services provided by ForexTips101 Ltd. doing business as Funding Talent, a corporation formed under the federal laws of Canada with its registered office at 1300-1969 Upper Water Street, Purdy’s Wharf Tower II, Halifax, Nova Scotia, B3J 3R7, Canada (“Funding Talent”, “we”, “our”, or the “Provider”).
Funding Talent offers this website, including all information, tools and services available from this site to you, the user, conditional to your acceptance of all terms, conditions, policies and notices stated here.
By using our website and/or purchasing Services from us, you engage in our “Service” and agree to be bound by the following terms and conditions (“Terms of Service”, “Terms”), including those additional terms and conditions and policies referenced herein and/or available by hyperlink. These Terms of Service apply to all users of the site, including without limitation users who are browsers, vendors, customers, merchants, and/ or contributors of content.
By registering on our Website or accessing and using the Website and Services, you acknowledge that you have entered into an agreement, the subject of which is the provision of Services of your choice, with the Provider and have read, understood, and agreed to be bound by the Terms. If you are entering into this agreement on behalf of a business or other legal entity, you represent that you have the authority to bind such entity to this agreement. The Terms form an essential part of such agreement and by executing the agreement with the Provider, you express your agreement to these Terms.
The Services are only intended for persons over the age of 18 residing in the country for which the Services are available. By registering on the Website, you confirm that you are over 18 years of age. If you are under 18 years of age, you may not use the Services. You acknowledge that your access to and use of the Services may be restricted or prohibited by law in some countries, and you undertake to only access and use the Services in accordance with applicable laws.
Financial market information may be used in the simulated trading experience we provide; however, you acknowledge that any trading that you perform through the Services is not real. You acknowledge that the funds provided to you for demo trading are fictitious and that you have no right to possess those fictitious funds beyond the scope of their use within the Services. Unless expressly agreed otherwise, you will not be paid any remuneration or profits, nor will you be required to pay any losses associated with your simulated trading.
You agree not to reproduce, duplicate, copy, sell, resell, or exploit any portion of the Service, use of the Service, or access to the Service or any contact on the Website through which the service is provided, without express written permission by us.
The headings used in this agreement are included for convenience only and will not limit or otherwise affect these Terms.
It is important to recognize that the Services provided to you by the Provider cannot be considered investment services in accordance with any applicable laws. The Provider utilizes educational materials and processes to deliver a Service and the Provider does not give, represent or provide any guidance, instructions, information or representations regarding how or in which manner you should perform a transaction while using the Services. The Services provided by Funding Talent shall not constitute investment advice or recommendations in any regard.
The employees, representatives or agents of the Provider are not authorized or permitted to provide any investment advice or recommendations. In a circumstance where any information or statement of any employee, representative or agent of the Provider be interpreted as investment advice or recommendations, the Provider explicitly disclaims that the same is investment advice and shall not be responsible for them.
DEFINITIONS & ABBREVIATIONS
For the purposes of the Terms, the following definitions shall have the following meanings:
“Calendar day” means the period from midnight to midnight of the time currently valid in Halifax, Nova Scotia, Canada (Atlantic Time – AST);
“Content” means the Website and all Services, including the Member Dashboard, their appearance and all applications, data, information, multimedia elements such as texts, drawings, graphics, design, icons, images, audio and video samples and other content that may form the Website and the Services;
“Customer” means the user of the Services (as set out in Section 1).
“Initial capital” means a fictitious amount that the Customer has chosen when selecting the option of the Funding Talent Challenge and/or one of our Funding Talent Flex models and which the Customer will use to perform demo trading;
“Member Dashboard” means the user interface located on the Website;
“Provider” means the provider of certain Services;
“Schedules” means Schedules 1 and 2, which are part of these Terms;
“Services” means the provision of tools for simulated foreign exchange trading on the FOREX market or trading with other instruments on other financial markets, provision of analytical tools, training and educational materials, and other ancillary services, through the Member Dashboard or by the provision of access to applications provided by the Provider or third parties.
“Terms” means these General Terms and Conditions of Funding Talent;
“Trading Platform” means an electronic interface provided by a third party in which the Customer performs the demo trading;
“Website” means the website www.fundingtalent.com;
For the purposes of the Terms and their schedules, the following abbreviations shall have the expressed meanings:
“AUD” means the Australian dollar;
“CAD” means the Canadian dollar;
“CHF” means the Swiss franc;
“CZK” means the Czech crown;
“EUR” means the euro;
“GBP” means the British pound;
“NZD” means the New Zealand dollar; and
“USD” means the United States dollar;
You may access the Services through the Website by completing the registration or order form. Upon completing your registration, we will contact you with the login details for the Member Dashboard and/or Trading Platform.
The Services include the Funding Talent Challenge and/or Funding Talent Flex Model(s) products, among other things; these products may differ in the scope of the Services provided.
All data and information that you provide to us through the order form or registration process, the Member Dashboard, or otherwise must be complete, accurate, true, and up-to-date. You must immediately notify us of any change in your data or update the data in your Member Dashboard. The Customer is responsible for maintaining up-to-date, accurate information; the Provider is not obligated to verify the data. Providing false information of any kind may result in the termination or rejection of your account. Any data entered in the order form can be checked, corrected, and amended until the binding order of the Services.
You acknowledge that if you provide an identification number, tax registration number, other similar information or if you state that you are a legal entity during the registration process, order form, or on the Member Dashboard, you will be considered an independent contractor when using the Services. The provisions of these Terms or the applicable consumer law will not apply to you.
The fee for the Funding Talent Challenge and/or Flex Model(s) varies according to the option selected. More detailed information on individual options and fees for those options are provided in the schedules to these Terms. The Provider reserves the right to provide the Services under individually agreed conditions at its own discretion. The Customer is not entitled to a refund of the fee unless the Provider, in its own discretionary, agrees to provide a refund in accordance with these Terms.
If the Provider is unable to receive or obtain the agreed fee from a Customer or if the Customer lodges a complaint regarding the fee or disputes the fee with the Customer’s bank or payment service provider, the Provider is entitled, at its own discretion, to cease providing the Customer any services and refuse any future provision of any services.
The Provider reserves the right to unilaterally change the fees and parameters of the Services at any time, including the parameters for their successful completion. The change does not affect the Services purchased before the change is notified.
An order is considered completed upon the delivery of the confirmation to your e-mail address, whereby the contract is executed. In the case of the Funding Talent Challenge and/or Funding Talent Flex Model(s), the order is completed upon the payment of the fee for the selected option, whereby the contract between you and the Provider is executed, the subject of which is the provision of the Funding Talent Challenge and/or Funding Talent flex models.
You acknowledge that brokers and operators of trading platforms are persons or entities that are distinct and separate from the Provider and that their own terms and conditions will apply when you use their services and products.
The fees for the Services and other products are nominated in USD. In the event of payment of the fee in any other currency than USD, the amount of the fee for the selected option shall be converted to USD using the exchange rate of your payment processor. The Customer acknowledges that if the payment is made in a currency other than the one the Customer has chosen on the Website, the amount will be converted according to the current exchange rates valid at the time of payment.
Service charges are inclusive of all taxes. The Client is obliged to fulfil all of one’s tax obligations in connection with the use of our Services in accordance with applicable law, and in the event of an obligation, the Client is obliged to pay tax or other fees properly.
You can pay the fee for the selected option of the Funding Talent Challenge and/or Funding Talent Flex Model(s) by a payment card, PayPal, or using other means of payment that the Provider currently offers on the Website. If you do not pay the amount on time as reflected in the pro-forma invoice, the Provider may cancel your order.
Only one (1) Member Dashboard is permitted per Customer.
The Provider maintains discretion to limit the total number of Funding Talent Challenges and/or Funding Talent Flex Model(s) per Member Dashboard. Unless the Provider grants an exception to the Customer, the initial capital amounts, data, Service parameters or other information may not be transferred between the individual products or mutually combined.
Access to the Member Dashboard and Trading Platform is protected by login data, which the Customer is prohibited from sharing with any third party. If the Customer has registered as a legal entity, the Customer may allow the use of the Services through the Member Dashboard to the Customer’s employees or other authorized agents. The Customer shall remain responsible for any action or misuse of the Member Dashboard or Service in accordance with these Terms.
The Customer may at any time request the cancellation of the Member Dashboard by sending an e-mail to [email protected] Sending a request for the cancellation of the Member Dashboard is considered as a request for termination of the agreement by the Customer. In such a case, the Customer is not entitled to any refund of the fees already paid or costs otherwise incurred.
RULES OF DEMO TRADING
During the demo trading on the Trading Platform, you may perform any transactions, unless these constitute prohibited trading strategies or transactions within the meaning of Section 6.3. Restrictions may also be imposed by the conditions of the Trading Platform that you have selected.
You acknowledge that the Provider has access to information about the demo trades that you perform on the Trading Platform. You grant the Provider your consent to share this information with persons/entities who are in a group with the Provider or who are otherwise affiliated or associated with the Provider. You acknowledge that you may suspend your demo trading on the Trading Platform at any time.
During demo trading, it is strictly prohibited to do any of the following:
Use of strategies that take advantage of errors in display of prices or delays in their updates;
Perform transactions that involve:
- External data feeds;
- A purpose of tampering with trading;
- A contradiction with the Terms and Conditions of the Provider;
- A purpose that contradicts how trading is performed in the real world on the forex market or in a manner that would establish concerns that the Provider may suffer loss or damage as a result of the Customer’s activity.
If the Customer engages in any of the practices described in Section 6.3,
(i) the Provider may consider it as a failure to meet the conditions of the particular Funding Talent Challenge and/or Funding Talent Flex Model(s), or
the Provider may remove the transactions that violate the prohibition from the Customer’s trading history and/or not count their results in the profits and/or losses achieved by the demo trading.
(ii) If the Customer engages in any of the practices described in Section 6.3 repeatedly, and the Provider has previously notified the Customer thereof, the Provider may prevent the Customer from accessing all Services without any compensation. In such a case, the Customer is not entitled to a refund of the fees paid.
Funding Talent CHALLENGE, Funding Talent FLEX Model(s)
The Customer begins the Funding Talent Challenge and/or Funding Talent Flex Model(s) by completing their purchase and receiving account details via their registered email or preferred method of contact.
If you do not activate the Funding Talent Challenge and/or Funding Talent Flex Model(s) within 30 calendar days of the date on which it was made available to you, your access to it will be suspended. You can request the renewal of access via the Member Dashboard or by sending an e-mail to [email protected] within 6 months of the suspension, otherwise we will terminate the provision of the Services without any right to a refund of the fee. The Funding Talent Challenge lasts for 30 calendar days from the date of its activation.
In order for the Customer to meet the conditions of the Funding Talent Challenge, and/or Funding Talent Flex Model(s) the Customer must fulfil all of the following parameters at the same time by the end of the Funding Talent Challenge and/or Funding Talent Flex Model(s):
- The Customer has opened at least one demo trade on at least one calendar day;
- At no time during the Funding Talent Challenge and/or Funding Talent Flex Model(s) did the Customer report a loss on any demo trades opened and closed on that day, which would exceed in total 5%-10% daily of the initial demo capital, or 10% overall
- If the Customer has met the conditions of the Funding Talent Challenge specified and/or Funding Talent Flex Model(s) in Section 7, and at the same time has not violated these Terms, in particular the rules of demo trading under Section 6, the Provider will evaluate the Funding Talent Challenge and/or Funding Talent Flex Model(s) as successful.
- The Customer may request the evaluation of the Funding Talent Challenge and/or Funding Talent Flex Model(s) at any time by sending a request to [email protected] or via the Member Dashboard.
- If the Customer does not activate the Funding Talent Challenge and/or Funding Talent Flex Model(s) within thirty (30) calendar days from the day on which the Customer received the new login data, the Customer’s access to the Funding Talent Challenge and/or Funding Talent Flex Model(s) will be suspended. The Customer may request the renewal of access via the Member Dashboard or by sending an e-mail to [email protected] within 6 months of the suspension, otherwise we will terminate the provision of the Services without any right to a refund.
- In order for the Customer to meet the conditions of Phase 1 & Phase 2 of the Challenge, the Customer must fulfil all of the following parameters at the same time by the end of each Phase:
(i) during each Phase of the Challenge, the Customer has opened at least one demo trade on at least one calendar day;
(ii) in the course of none of the calendar days during each Phase of the Challenge did the Customer report a loss on any demo trades opened and closed on that day, which would exceed in total 5% of the initial capital;
(iii) at no time during either Phase did the Customer report a loss on the sum of the opened and closed demo trades, which would exceed in total 10% of the initial capital;
If the Customer has met the conditions of each Challenge Phase specified in Section 7 and at the same time has not violated these Terms, in particular the rules of demo trading under Section 6, the Provider will evaluate each Challenge Phase as successful and will recommend the Customer as a candidate for Funding Talent program.
The Customer may request the evaluation of Challenge Phase 1 or 2 at any time by sending a request to [email protected] or via the Client Section.
If during the Funding Talent Challenge and/or the Funding Talent Flex Model(s) the Customer does not comply with some of the conditions specified in Section 7, the Funding Talent Challenge will be evaluated as unsuccessful, and the Customer will not be allowed access to the subsequent Elite Account.
If during either Challenge Phase the Customer does not comply with any of the conditions specified in Section 7, Challenge Phase will be evaluated as unsuccessful, and the Customer will not be recommended as a candidate for the Funding Talent Elite Account.
Funding Talent Member
Upon completing the requirements to become a Funding Talent Member, the Customer shall sign an individual agreement executed between the Customer and Funding Talent (“Funding Talent Member Agreement”). The Customer must also agree to terms and conditions provided by a third party.
Acceptance of a Funding Talent Member Agreement by a third party is in no way guaranteed by the Provider. Each Customer is considered on a case-by-case basis and the Provider is not responsible for or associated with any decision made by a third party. The Provider is not responsible for a Customer being rejected by the Funding Talent Member Program.
The third party who agrees to execute the Funding Talent Member Agreement may require additional conditions be completed before a Customer executes a Funding Talent Member Agreement.
The Customer further acknowledges that the person/entity with whom the Customer is to execute the Funding Talent Member Agreement may refuse to execute the agreement if the Customer does not meet the conditions under Section 7, or the Customer has violated the provisions of these Terms in a manner specified in Section 11.1. In such a case, the Customer is not entitled to a refund of the fees for the relevant Services.
USING THE WEBSITE, SERVICES AND OTHER CONTENT
The Website and all Services, including the Member Dashboard, their appearance and all applications, data, information, multimedia elements such as texts, drawings, graphics, design, icons, images, audio and video samples, and any other content that may form the Website and the Services (collectively as the “Content”), are subject to legal protection pursuant to copyright laws and other legal regulations, and are the property of the Provider or the Provider’s licensors. You acknowledge and agree that all trademarks, trade names, design marks, or logos displayed on the Website by Provider, are common law or registered trademarks owned by or licensed to the Provider.
Access to the Website does not confer and shall not be considered as conferring upon anyone any license under any of the Provider’s or any third party’s intellectual property rights. All rights, including copyright, in this Website are owned by or licensed to us or third parties. Any use of this Website or its contents, including copying or storing it or them in whole or part, other than for your own personal, non-commercial use is prohibited without the permission of the Provider. You cannot modify, distribute or re-post anything on the Website for any purpose.
The Provider grants you a limited, non-exclusive, non-transferable, non-assignable, non-passable, and revocable permission to use the Content for the purpose of using the Services for your personal use and in accordance with the purpose for which the Services are provided. The Content is not sold or otherwise transferred to you and remains the property of the Provider or the Provider’s licensors.
Provider names and logos and all related products, Services and slogans are the trademarks or service marks of the Providers. No trademark or service mark license is granted in connection with the materials contained on this Website. Access to this Website does not authorize anyone to use any name, logo, or mark in any manner. All trademarks, logos, trade names, and other designations are the property of the Provider or Provider’s licensors, and the Provider does not grant you any authorization to use them.
Except for the rights expressly set out in these Terms, the Provider does not grant you any other rights relating to the Services and other Content. You may only use the Services and other Content as set out in these Terms.
The Customer acknowledges that the Services may not be available around the clock, particularly with respect to maintenance, upgrades, or any other reasons. In particular, the Provider bears no responsibility, and the Customer is not entitled to any compensation, for the unavailability of the Member Dashboard or Trading Platform and for damage or loss of any data or other content that you upload, transfer, or save through the Member Dashboard or Trading Platform.
When accessing the Services and other Content, the Customer is strictly prohibited from using any tools that may adversely affect the operation or that would be intended to take advantage of errors, bugs or other deficiencies of the Website and Services.
The Customer is not to sell, rent, lend, license, distribute, reproduce, spread, stream, broadcast or use the Services or other Content otherwise than as permitted to use any other tools or means the use of which could cause any loss or damage to the Provider.
In addition to other prohibitions as set forth in the Terms, you are prohibited from using the site or its content: (a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (e) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (f) to submit false or misleading information; (g) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service or of any related Website, other websites, or the Internet; (h) to collect or track the personal information of others; (i) to spam, phish, harm, pretext, spider, crawl, or scrape; (j) for any obscene or immoral purpose; or (k) to interfere with or circumvent the security features of the Service or any related website, other websites, or the Internet. We reserve the right to terminate your use of the Service or any related website for violating any of the prohibited uses.
DISCLAIMER of warranty
You acknowledge that the Service is provided on an “as is” with all their errors, defects, and shortcomings, and that your use of the Website and Services is solely at your own risk. We expressly disclaim all warranties of any kind, whether express or implied, including but not limited to the implied warranties of merchantability, fitness for a particular purpose and non-infringement. We make no warranty that the Services will meet your requirements, or that the Service will be uninterrupted, timely, secure, or error-free; nor do we make any warranty as to the results that may be obtained from the use of the Service or as to the accuracy or reliability of any information obtained through the Service or that defects in the Service will be corrected. No advice or information, whether oral or written, obtained by you from us or through the Service shall create any warranty not expressly made herein.
The Provider is not responsible for any harm, including any indirect, incidental, special or punitive damages, including loss of data, loss of profit, personal or other non-monetary harm or property damage caused as a result of the use of the Services or reliance on any tool, information or any other content available in connection with the use of the Services or elsewhere on the Website.
The Provider is not responsible for any products, services, application, or other third-party content that Customers uses in connection with the Services.
The Provider reserves the right to modify, change, replace, add, or remove any elements and functions of the Services at any time without any compensation.
The Provider will not be responsible for any delay or failure in performance of the Website or Services arising out of any cause beyond Provider’s control, such as acts of God, war, riots, fire, terrorist attacks, power outages, severe weather, or other accidents / events.
The provisions of this Section 10 are not intended to deprive the Customer of the Customer’s consumer or other rights that cannot be excluded by law.
VIOLATION OF THE Terms
You are expressly prohibited from using the Website or Services to violate any law, statute, ordinance, regulation, or treaty, whether local, state, provincial, national, or international, or to violate the rights of a third-party, including, but not limited to intellectual property rights, privacy rights, rights of publicity, or other personal or proprietary rights.
If the Customer violates any provision of these Terms in a manner that may cause harm to the Provider, including but not limited to: the Customer accessing the Services in conflict with the Terms; the Customer providing incomplete, untrue, non-accurate / updated information in conflict with the Terms; the Customer acts in a manner that may damage the Provider’s reputation; the Customer violates the demo trading rules; the Customer acts in conflict with the fair dealing principles obtained in Section 9 of the Terms; and/ or if the Customer performs any of the activities referenced in Section 9.7; The Provider may prevent the Customer from ordering any other services and completely or partially restrict the Customer’s access to all Services without prior notice and without any compensation.
You agree to indemnify, defend, and hold harmless the Provider, its officers, shareholders, directors, employees, subsidiaries, affiliates, and representatives from any and all losses, including, but not limited to costs and attorneys’ fees arising out of or related to your use of the Website; your violation of any term or condition of this Agreement; your violation of the rights of third parties, including but not limited to intellectual property rights or other personal or proprietary rights; and violation of any law, statute, ordinance, regulation, or treaty, whether local, state, provincial, national or international.
Your obligation to defend Provider will not provide you with the ability to control Provider’s defense, and Provider reserves the right to control its defense, including its choice of counsel and whether to litigate or settle a claim subject to indemnification.
WITHDRAW FROM AGREEMENT
A consumer has the right to withdraw from a contract without giving a reason within forty-eight (48) hours of its execution. You acknowledge that if you begin performing trades before the expiry of the specified time limit, you shall lose your right to withdraw from the agreement.
Your withdrawal from the contract must be sent to our e-mail address [email protected] within the specified time limit. If you withdraw from the contract, we will refund you without undue delay (no later than 14 days after your withdrawal from the contract) all fees we have received from you, in the same manner in which they were paid.
The Provider is entitled to immediately withdraw from the Contract in the case of any breach by the Customer specified in Section 11.
If the Services do not align with your expectations or what was agreed upon, you can exercise your rights from defective performance. The Provider does not provide any guarantee for the quality of the services. You must notify us of the defect without undue delay. If the defect is incapable of being remedied or repaired, you can withdraw from the contract or claim a reasonable discount.
We will try to resolve any complaint you may lodge as soon as possible, and we will confirm its receipt and settlement to you in writing. If we do not settle the complaint in time, you have the right to withdraw from the agreement. You can file a complaint by sending an e-mail to our e-mail address [email protected]
THIRD PARTY CONTENT & LINKS
Certain content and services available via our Services may include materials from third parties. Third-party links on this site may direct you to third-party websites that are not affiliated with us. We are not responsible for examining or evaluating the content or accuracy and we do not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or services of third parties. We are not liable for any harm or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any third-party websites.
Please carefully review the third-party’s policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products should be directed to the third-party.
It is our objective that our customers are satisfied with the Funding Talent services; therefore, if you have any concerns, complaints, or suggestions, we will be happy to resolve them directly with you.
The Provider reserves the right to change these Terms at any time with immediate effect for new customers and new orders of the Services placed by existing Customers. The Provider will notify existing Customers of the change to the Terms via the Member Dashboard or by e-mail. The Funding Talent Challenge and/or the Funding Talent Flex Model(s) are provided pursuant to the version of the Terms that were relevant when ordered.
CHOICE OF LAW AND JURISDICTION
These Terms shall be governed by, construed, and enforced in accordance with the laws of the Province of Nova Scotia and the federal laws of Canada applicable therein. All disputes arising under this Agreement shall be subject to the jurisdiction of the Courts of the Province of Nova Scotia, Canada, and each of the Parties hereto irrevocably acknowledges the jurisdiction of the Courts of the Province of Nova Scotia, Canada. You hereby waive any and all objections to the exercise of jurisdiction over you by such courts and to the venue of such courts.
You acknowledge that all communication from the Provider in connection with the provision of Services will take place through the Member Dashboard or your e-mail address.
Our contact e-mail address is [email protected] and our contact address is 1300-1969 Upper Water Street, Purdy’s Wharf Tower II, Halifax, Nova Scotia, B3J 3R7, Canada
These Terms, including the Schedules, constitute the full and complete terms and conditions agreed between you and the Provider and supersede all prior agreements, understandings, negotiations, and discussions relating to the subject-matter of the Terms, whether verbal or written.
The Provider has not adopted any consumer codes of conduct.
Nothing in these Terms is intended to limit any legal claims set out elsewhere in these Terms or arising from the applicable law. If the Provider or any third party authorized thereto does not enforce the compliance with these Terms, this can in no way be construed as a waiver of any right or claim.
You may not assign, resell, sub-license or otherwise transfer or delegate any of your rights or obligations hereunder, in whole or in part, without our prior written consent from the Provider, which consent shall be at the Provider’s sole discretion and without obligation; any such assignment or transfer without consent shall be null and void. The Provider may assign any claim arising to the Provider from these Terms or any agreement to a third party without your consent. You agree that the Provider may, as the assignor, transfer its rights and obligations under these Terms or any agreement or parts thereof to a third party.
If any provision of the Terms is determined to be unlawful, void, or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms of Service, such determination shall not affect the validity and enforceability of any other remaining provisions. Any past practice, conduct or industry standard established between the Parties, that is not referred to in the Terms, shall not be applied.
The schedules to the Terms form essential parts of the Terms. In the event of a conflict between the wording of the main text of the Terms and any schedule thereof, the main text of the Terms shall prevail.
The representations, warranties, duties, and covenants made by you under this Agreement will survive the termination of this Agreement or the Website, including, but not limited to your duty to indemnify and defend the Provider.