CADCLUSTER.COM TERMS OF USE MangoPay General Terms and Conditions

Last Revised: [03/03/2016]


PLEASE READ THESE TERMS OF USE CAREFULLY. BY ACCESSING OR USING THE WEBSITE, YOU AGREE TO BE BOUND BY THE TERMS DESCRIBED HEREIN AND ALL TERMS INCORPORATED BY REFERENCE. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT USE THE WEBSITE.

These Terms of Use ("Terms") apply to your access to, and use of, the websites of CadCluster, including www.polycapt.com (collectively, the "Website").

CadCluster reserves the right to change or modify the terms and conditions contained in these Terms or any policy or guideline of the Website, at any time and in its sole discretion. We will provide notice of these changes by posting the revised Terms to the Website and changing the "Last Revised" date at the top of the Terms, or by providing other means of notice as CadCluster will determine each time in its sole discretion. Using a particular form of notice in some instances does not obligate us to use the same form in other instances. Any changes or modifications will be effective immediately upon posting the revisions to the Website, and will apply to your subsequent use of the Website. You waive any right you may have to receive specific notice of such changes or modifications. Your continued use of this Website will confirm your acceptance of such changes or modifications; therefore, you should review the Terms and applicable policies whenever you use the Website to understand the terms that apply to such use. The most current version of the Terms can be reviewed by clicking on the "Terms of Use" hypertext link located at the bottom of our web pages. If you do not agree to the Terms in effect when you access or use the Website, you must stop using the Website.

PREAMBLE

CadCluster provides an online tool (marketplace) that allows users to offer, sell and buy specific computer aided design (CAD) files in order to help create professional printed circuit board (PCB). This libraries must include only Schematic, PCB layout, Simulation, 3D and source code files. The actual contract for sale is directly between the Sellers and Purchasers. CadCluster is not a traditional auctioneer. While we may provide pricing and other guidance in our services, such guidance is solely informational and you may decide to follow it or not. Also, while we may help facilitate the resolution of disputes through various programs, CadCluster has no control over and does not guarantee the existence, quality, safety or legality of items advertised; the truth or accuracy of users' content or listings; the ability of Sellers to sell items; the ability of Purchasers to pay for items; or that a Purchaser or Seller will actually complete a transaction or agree to cancel this.

1. Eligibility

By accessing or using the Website, you represent and warrant that you have not previously been suspended or removed from the Website. You represent and warrant that you are not: (a) located in, under the control of, or a national or resident of any country to which the European Union, United States or United Nations has embargoed goods or services; (b) identified as a "Specially Designated National", or (c) placed on the Commerce Department’s Denied Persons List. You further represent and warrant that you will not use the Website if the laws of your country prohibit you from doing so in accordance with these Terms.

2. Registration and Account

In order to access and use certain features on the Website, you must create an account with CadCluster ("Account"). You agree to:
(a) accept the following Terms of Service as well as MangoPay Terms for using CadCluster Website.
(b) provide accurate, current and complete information when creating or updating an Account;
(c) maintain and promptly update your Account information;
(d) maintain the security and confidentiality of your login credentials and restrict access to your Account and your computer;
(e) promptly notify CadCluster if you discover or otherwise suspect any security breaches related to the Website; and
(f) take responsibility for all activities that occur under your Account and accept all risks of unauthorized access.

We may suspend payment, place a hold on, or terminate your Account without any liability to you under the following circumstances:
(1) We, in our reasonable discretion, determine that the ownership of funds or the right to debit or make withdrawals from your Account is in dispute;
(2) We detect or suspect any unauthorized, unlawful or irregular activity related to your Account including, but not limited to, the economic and trade sanctions imposed by Common Foreign and Security Policy (CFSP) of the European Union, transactions prohibited by the Bank Secrecy Act (31 U.S.C. §5311- §5332), and its implementing regulations (31 CFR Chapter X) or the economic and trade sanctions imposed by the Department of the Treasury’s Office of Foreign Assets Control (“OFAC”) (31 C.F.R. Chapter V);
(3) You have committed an allegedly fraudulent act, or, if any claim, whether oral or written, has been made upon us due to your actions; or
(4) as a result of legal process, regardless of jurisdiction of where or how served.

Suspension of payment and/or the hold on your Account will continue until the dispute, allegation, or problem is resolved or determined to our satisfaction. In no event will we be liable for any delay or refusal to follow instructions or for returning items unpaid that occur as a result of a dispute or uncertainty over the ownership or control of your Account or the suspension, freezing or termination of your Account for any of the reasons stated above. In the event we freeze the funds at issue from your Account, you agree that we are not required to pay interest on such funds.

3. Privacy Policy

3.1 General 
CadCluster is sensitive to the private nature of information you provide to it over the Internet and is committed to protecting your privacy. This Privacy Policy explains the data collection and use practices of the CadCluster Website. By accessing the Website, you are deemed to have accepted and agreed to the information collection and use practices described in this Privacy Policy.

3.2 Information Collected
When you use the Website, and at other times, CadCluster may require you to provide it with personally identifiable information or you may elect to provide CadCluster with personally identifiable information in order to access some features like electronic money account, e-wallet. The personally identifiable information you provide may include your name, company, job title, address and e-mail address and facts about yourself, your business, your profession and product preferences. In addition, CadCluster"s web servers may automatically collect Website usage information from you when you visit the Website. Website usage information informs CadCluster about how visitors and subscribers use and navigate the websites, including the number and frequency of users to each web page, their IP address, and the length of their stays. 

3.3 Use of Information Collected
The personal information collected on the Website will be used to operate the Website and to provide the services or carry out the transactions you have requested. In support of these uses, CadCluster may combine the personally identifiable information you have provided to it on the Website with other information about you that is available to it, including Website usage information and information from other sources. CadCluster may use this information to enable it to process, validate and verify requests for products and services and for the purposes for which you specifically provided the information; to improve your experience on the Website; to improve and develop new products, features and services; to alert you to new products and services and special offers; to provide marketing with aggregate information about the user base and usage patterns; to allow CadCluster to personalize the advertising users see based on their personal characteristics or preferences, and for other purposes. Personal information collected from you may be stored and processed in countrys in which CadCluster operates or maintains facilities and will be transferred to the CadCluster partner for electronic money services (Mangopay), in order to help CadCluster to improve the content of the Website, provide you with the products or services requested, to consider and respond to any application for employment made, and to help service providers to perform services on its behalf. By using the Website, you consent to any such transfer of information outside of your country.  CadCluster may disclose any information about you to law enforcement agencies, government officials, or other authorities, as CadCluster, in its sole discretion, believes necessary or appropriate in the circumstances.  You acknowledge that you provide any information solely at your risk and any information provided will be kept and stored for such period of time CadCluster deems appropriate. 

3.4 Cookies
Like most websites, CadCluster automatically collects information and data through the use of "cookies". A "Cookie" is a small text file that is placed on your hard disk by a web page server which enables a Website to recognize repeat users, facilitate the user"s ongoing access to and use of the Website and allows a Website to track usage behavior and compile aggregate data that will allow content improvements and targeted advertising. A cookie will not provide CadCluster with personal information; therefore, if you have not supplied CadCluster with any personal information, you can still browse the Website anonymously. You have the ability to accept or decline cookies. Most web browsers automatically accept cookies; however you can modify your browser setting to decline cookies if you prefer. If you choose to decline cookies, you may not be able to fully experience the interactive features of this or other websites which you visit. 

3.5 Security
The personally identifiable information we collect about you is stored in limited access servers. CadCluster maintains safeguards to protect the security, integrity, and privacy of these servers and your personally identifiable information.  The personal information are encrypted and the acount password is stored in an ireversible encrypted form for increased security. No credit card or bank acount details are stored on CadCluster server. All financial information are managed by CadCluster partner for electronic money services, Mangopay.

3.6 IP Address
If you are connected to the Internet you will have an IP Address. This may take the form of a figure, such as 321.123.45.1. The address will be automatically collected and logged as part of the connection of your computer to CadCluster"s web server and may be used to determine the total number of visits to each part of the Website. If there is a security breach the relevant IP Address will be identified by the Internet Service Provider and the user may be contacted.

3.7 Links to Other Web Sites
Should you make use of the external links which may be provided for your convenience, you should be aware that those websites are not subject to this Privacy Policy. CadCluster recommends that you review the privacy policy at each such Website to determine how that Website protects your privacy. 

3.8 Policy Modifications
CadCluster may amend this Privacy Policy from time to time, and will post any changes here, so that you are familiar with the Privacy Policy adopted by CadCluster. Notwithstanding the right to amend the Privacy Policy as aforesaid, CadCluster will not use your personal information in a manner materially different from this Privacy Policy without your prior consent. 

3.9 Comments and Questions
If you have any questions or comments about this Privacy Policy, please contact CadCluster. CadCluster reserves the right to contact you at any time regarding any problems or questions as well as to notify you of changes to the Privacy Policy, or to other policies or terms that affect you and your use of the Website, but it is not obliged to do so. 

3.10 Terms and conditions
This Privacy Policy is subject in all respects to the terms and conditions of use of the CadCluster Website. 

4. Confidentiality of Transmissions Over the Internet

The transmission of data or information (including communications by e-mail) over the Internet or other publicly accessible networks is not one hundred percent secure, and is subject to possible loss, interception, or alteration while in transit. Accordingly, CadCluster does not assume any liability for any damage you may experience or costs you may incur as a result of any transmissions over the Internet or other publicly accessible networks, including without limitation transmissions involving the exchange of e-mail with CadCluster containing your personal information. While CadCluster shall take commercially reasonable efforts to safeguard the privacy of the information you provide to CadCluster and shall treat such information in accordance with CadCluster's Privacy Policy, in no event will the information you provide to CadCluster be deemed to be confidential, create any fiduciary obligations to you on CadCluster's part, or result in any liability to you on CadCluster's part in the event that such information is inadvertently released by CadCluster or accessed by third parties without CadCluster's consent.

5. Limited License

Unless otherwise indicated on the Website, the Website and all content and other materials on the Website, including, without limitation, the CadCluster logo and all designs, text, graphics, pictures, information, data, software, sound files, other files and the selection and arrangement thereof (collectively, "CadCluster Materials") are the proprietary property of CadCluster or its licensors or users and are protected by international copyright laws.

You are granted a limited, non-sublicensable license to access and use the Website and CadCluster Materials. Any use of the Website or the CadCluster Materials other than as specifically authorized herein, without the prior written permission of CadCluster, is strictly prohibited and will terminate the license granted herein. Such unauthorized use may also violate applicable laws, including, without limitation, copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated herein, nothing in these Terms will be construed as conferring any license to intellectual property rights, whether by estoppel, implication or otherwise. This license is revocable at any time.

6. Repeat Infringer Policy

CadCluster has adopted a policy of terminating, in appropriate circumstances and in CadCluster’s sole discretion, users who are deemed to be repeat infringers. CadCluster may also, in its sole discretion, limit access to the Website and/or terminate the Account of any user who infringes any intellectual property rights of others, whether or not there is any repeat infringement.

7. Copyright

You shall be solely responsible for your own Content and the consequences of submitting and publishing your Content on the Website. You affirm, represent, and warrant that you own or have the necessary licenses, rights, consents, and permissions to publish Content you submit; and you license to CadCluster all patent, trademark, trade secret, copyright or other proprietary rights in and to such Content for publication on the Website pursuant to these Terms of Website. You further agree that Content you submit to the Website will not contain third party copyrighted material, or material that is subject to other third party proprietary rights, unless you have permission from the rightful owner of the material or you are otherwise legally entitled to post the material and to grant CadCluster all of the license rights granted herein. CadCluster does not endorse any Content submitted to the Website by any user or other licensor, or any opinion, recommendation, or advice expressed therein, and CadCluster expressly disclaims any and all liability in connection with Content. CadCluster does not permit copyright infringing activities and infringement of intellectual property rights on the Website, and CadCluster will remove all Content if properly notified that such Content infringes on another's intellectual property rights. CadCluster reserves the right to remove Content without prior notice.

8. Copyright Complaints

If you believe anything on the Website infringes upon any copyright which you own or control, you may file a notification of such infringement with our Designated Agent as set forth below.

info@cadcluster.com

You should note that if you knowingly misrepresent in your notification that the material or activity is infringing, you will be liable for any damages, including costs and attorneys’ fees, incurred by us or the alleged infringer as the result of our relying upon such misrepresentation in removing or disabling access to the material or activity claimed to be infringing.

9. Trademarks

"CadCluster", the CadCluster logos and any other CadCluster product or service name, logo or slogan contained in the Website are trademarks or service marks of CadCluster (the "CadCluster Marks") and may not be copied, imitated or used, in whole or in part, except as expressly permitted in these Terms or on the Website or with the prior written permission of CadCluster. You may not use any meta tags or any other "hidden text" utilizing any CadCluster Marks without our prior written permission. In addition, the look and feel of the Website, including all page headers, custom graphics, button icons and scripts, is the service mark, trademark and/or trade dress of CadCluster and is part of the CadCluster Marks and may not be copied, imitated or used, in whole or in part, without our prior written permission except as expressly permitted herein or on the Website. All other trademarks, registered trademarks, product names and company names or logos mentioned in the Website are the property of their respective owners and may not be copied, imitated or used, in whole or in part, without the written permission of the applicable trademark holder. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by us.

10. Hyperlinks

You are granted a limited, non-exclusive right to create a text hyperlink to the Website, provided such link does not portray CadCluster or any of our Website in a false, misleading, derogatory or otherwise defamatory manner and provided further that the linking site does not contain any adult or illegal material or any material that is offensive, harassing or otherwise objectionable, in our sole discretion. This limited right may be revoked at any time. You may not use any CadCluster Marks or other proprietary graphic of CadCluster to link to the Website without the express written permission of CadCluster. Further, you may not use, frame or utilize framing techniques to enclose any CadCluster trademark, logo or other proprietary information, including the images found on the Website, the content of any text or the layout/design of any page or form contained on a page of the Website without CadCluster’s express written consent. Except as noted above, you are not conveyed any right or license by implication, estoppel or otherwise in or under any patent, trademark, copyright or other proprietary right of CadCluster or any third party.

11. Third Party Content

CadCluster and its users may provide third party content on the Website and may provide links to web pages and content that are not owned or controlled by CadCluster (collectively the "Third Party Content") as a service to those interested in this information. CadCluster does not control, endorse or adopt any Third Party Content and makes no representation or warranties of any kind regarding the Third Party Content, including without limitation regarding its accuracy or completeness. You acknowledge and agree that CadCluster is not responsible or liable in any manner for any Third Party Content and undertakes no responsibility to update or review any Third Party Content. Users use such Third Party Content contained therein at their own risk. Your business dealings or correspondence with, or participation in promotions of, any third parties, and any terms, conditions, warranties or representations associated with such dealings or promotions, are solely between you and such third parties. CadCluster is not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or promotions or as the result of the presence of such Third Party Content on the Website.

12. Feedback

You acknowledge and agree that any materials, including but not limited to questions, comments, feedback, suggestions, ideas, plans, notes, drawings, original or creative materials or other information, regarding CadCluster or the Website (collectively, "Feedback") that are provided by you, whether by email, posting to the Website or otherwise, are non-confidential and will become the sole property of CadCluster. CadCluster will own exclusive rights, including all intellectual property rights, and will be entitled to the unrestricted use and dissemination of such Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you.

13. User Conduct and Obligations

Your license to access and use the Website is subject to the following restrictions and prohibitions on use. You agree that you shall not upload, post, transmit, share or otherwise make available through, or to the Website any content that:

- is unlawful, abusive, threatening, harmful, obscene, lewd, offensive, defamatory, or otherwise objectionable;

- might infringe the intellectual property rights, privacy rights, rights of publicity, or other proprietary rights of others;

- might violate any local, federal, or international law, or any rules of any securities exchange, either intentionally or unintentionally, or;

- contains any viruses, trojan horses, time bombs, cancelbots, or any other harmful or disruptive computer code, file, or program designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment;

- reproduce, copy, modify, distribute, market, display, transfer, sublicense, prepare derivative work(s) or adaptation(s) based on, sell, exchange, barter, transfer, or otherwise make available in any form or by any means, except for the express limited Permitted Uses, all or any portion of the Website or any Information And Content retrieved therefrom;

- disrupt, disable, place unreasonable burdens or excessive loads on, interfere with, or attempt to gain unauthorized access to any portion of the Website, or their computer systems, servers, or networks;

- post or provide any information that that you know (or ought to know) is false or misleading, provide false information about yourself, impersonate any other person, or otherwise attempt to mislead others about your identity, your affiliation with any person or entity, or the origin of any content, message, or other communication;

- upload, post, transmit, share, or otherwise make available any unsolicited or unauthorized advertising, solicitations, promotional materials, "junk mail", "spam", "chain letters", "pyramid schemes", or any other form of solicitation, bulk e-mail, or duplicative messages;

- use any automatic or manual process to collect, harvest, gather, or extract information about other visitors to or users of the Website, or otherwise systematically extract data or data fields, including without limitation any financial and/or currency data or e-mail addresses;

- use the Website for the purpose of gathering information for, or transmitting, unsolicited bulk commercial e-mail over the Internet to other users of the Website or to other third parties. Internet e-mail sent to, or through, the computer systems of the Website or to users of the Website or to other third parties containing invalid or forged headers, invalid or non-existent domain names, or other deceptive addressing is deemed counterfeit. SENDING, OR ATTEMPTING TO SEND, COUNTERFEIT E-MAIL TO, OR THROUGH, THE COMPUTER SYSTEMS OF THE SERVICES IS STRICTLY PROHIBITED;

- provide access to or use of any portion of the Website through any timesharing system, service bureau, the Internet, or any other technology now existing or developed in the future, except as specifically permitted in writing by CadCluster;

- redistribute any Information And Content, including but not limited to financial and currency data, in any manner whatsoever including without limitation by means of printed publication, fax broadcast, web pages, e-mail, web newsgroups or forums, or any other electronic or paper-based service or method, to any person, organization, corporation or other entity, including within your own organization or externally, except for the limited Permitted Uses;

- use any Information And Content, including but not limited to financial and currency data, for any purpose competitive with CadCluster's businesses which include, without limitation, providing raw currency data and currency rate conversion services;

- present, archive, cache, frame, scrape, or mirror any Information And Content from any part of the Website within another web site, except with express written permission from CadCluster;

- remove, obscure, or alter any notice of CadCluster's intellectual property rights present on or in the Website, including but not limited to copyright, trademark, and/or patent notices,

- copy, disassemble, decompile, translate, reverse engineer or otherwise reduce the Website software or use any network monitoring or discovery software to determine the network and/or computer architecture, except as permitted by mandatory rules of applicable law that cannot be dis-applied by contract;

- remove, disable, defeat, or change any functionality or appearance of the Website or intentionally alter the format in which financial and currency data is provided by CadCluster or otherwise circumvent the Website' regular interfaces to such data; and embed or import any financial and currency data provided in, on or through the Website into any information services (whether or not web-based), data files, or application software, including without limitation accounting and payroll systems, except as specifically permitted in writing by CadCluster.

- embed or import any financial and currency data provided in, on or through the Website into any information services (whether or not web-based), data files, or application software, including without limitation accounting and payroll systems, except as specifically permitted in writing by CadCluster.

The foregoing prohibitions expressly include, but are not limited to, the practice of "screen scraping", or any other practice or activity the purpose of which is to obtain lists of data, portions of a database, or other lists or information from the Website, in any manner or in any quantities not authorized in writing by CadCluster.

14. Non-Transferability

The Account and the Website provided to the Customer are not transferable under any circumstance and shall be used only by the Customer. However, CadCluster shall have the right to transfer, assign or sell all its rights, benefits or obligations to any person and these Terms shall continue to be in force and effect for the benefit of the successors and assigns of CadCluster.

15. Client Money Rules

    a. Client Money

We treat money received from you or held by us on your behalf in accordance with the requirements of the Client Money Rules.

    b. Interest

You, the client, acknowledge and confirm that no interest will be received on the balance of your account.

    c. Unclaimed client money

You agree that we may cease to treat your money as client money if there has been no movement on your balance for six years. We shall write to you at your last known address informing you of our intention of no longer treating your balance as client money and giving you 28 days to make a claim.

    d. Liability and Indemnity

You agree that we shall not be liable for any default of any counter-party, bank, custodian or other entity which holds money on your behalf or with or through whom transactions are conducted. The Company will not be liable for loss suffered by you in connection to your funds held by us, unless such loss directly arises from our gross negligence, willful default or fraud.

16. Electronic Sale and Purchase Terms

    a. Currency of Accounts

You will be able to open your Account(s) in Euro (EUR). Account(s) balances will be calculated and reported to you in the currency in which Account(s) are maintained.

    b. Deposit account

Any currency conversion costs or other charges incurred in making the deposit or in processing a withdrawals will be paid by the user or the third party making payment and shall not be deductible from the amounts due to the CadCluster.

    c. Electronic Purchasing Equals Immediate Execution

To purchase a Part Library, you must access the Part window, then click on "Purchasing", read the "Purchase Order Terms" and confirm the Purchase. The order execute immediately after you hit the "Please Confirm Purchase" button provided if you have sufficient funds in your Account. Purchase orders may fail for several reasons including changing dealer prices, insufficient margin or unanticipated technical difficulties.
We shall use our reasonable endeavors to execute any order promptly, but in accepting your orders we do not represent or warrant that it will be possible to execute such order or that execution will be possible according to your instructions. If we encounter any material difficulty relevant to the proper carrying out of an order on your behalf we shall notify you promptly.

    d. Sales fees

On the CadCluster there is no charge when the Seller insert a part library. Without any constraints or recruiting fees, CadCluster use the Multi-Level Marketing strategy with fixed 3 levels. When a sale is made, the amount paid by the buyer is dispatch as follow:

- 4.5% compensation transferred from the seller to his sponsor,
- 0.5% compensation transferred from the seller to the sponsor of his sponsor,
- 4.5% compensation transferred from the seller to buyer sponsor,
- 0.5% compensation transferred from the seller to the sponsor of the buyer sponsor,
- 10% compensation transferred to the CadCluster website account,
- 80% of the price goes to the seller account.

If the Seller and the Purchaser decide to cancel the deal for any reasons within the first month following the deal, all fees will be returned to the Purchaser. In order to guarantee that, the compensations amounts will be transferred to sponsors accounts only after one month delay.

CadCluster have the right to modify these terms and conditions at any time, including the number of compensations levels and the percentage for each level.

    e. Use of information, data and software

In the event that you receive any data, information or software via the Website other than that which you are entitled to receive pursuant to this Agreement, you will immediately notify us and will not use, in any way whatsoever, such data, information or software.

    f. Transfer of copyrights

By selling a part library or any another file on this Website you agree the transfer of all copyrights in and relating to the above to the Purchaser.

    g. Withdrawals

If you request a withdrawal of money from your website Account, for safety reasons, we may use multiple verification methods before executing the order: Send you an email for confirmation, check the IP address used for withdrawal request and compare with the usual IP addresss you use and check if the same payment means are used. Please note that amounts less than one euro cent cannot be withdrawn, instead will be keept and add with all next MLM revenues.

    h. Authority

We shall be entitled to act for you upon instructions given or purporting to be given by you or any person authorized on your behalf without further inquiry as to the genuineness, authority or identity of the person giving or purporting to give such instructions provided such instruction is accompanied by your correct Account number and password.

    i. System defects

In the event you become aware of a material defect, malfunction or virus in the System or in the Website, you will immediately notify us of such defect, malfunction or virus and cease all use of the Website until you have received permission from us to resume use.

    j. Liability and Indemnity

Without prejudice to any other terms of this Agreement, relating to the limitation of liability and provision of indemnities, the following clauses shall apply to the Website.

    k. System errors

We shall have no liability to you for damage which you may suffer as a result of transmission errors, technical faults, malfunctions, illegal intervention in network equipment, network overloads, malicious blocking of access by third parties, Internet malfunctions, interruptions or other deficiencies on the part of Internet service providers. You acknowledge that access to the Website may be limited or unavailable due to such system errors, and that we reserve the right upon notice to suspend access to the Website for this reason.

    l. Delays

Neither we nor any third party software provider accepts any liability in respect of any delays, inaccuracies, errors or omissions in any data provided to you in connection with the Website.
We do not accept any liability in respect of any delays, inaccuracies or errors in prices quoted to you if these delays, inaccuracies or errors are caused by third party service providers with which we may collaborate.
We shall not be obliged to execute any instruction which has been identified that is based on errors caused by delays of the system to update prices provided by the system price feeder or the third party service providers. We do not accept any liability towards executed trades that have been based and have been the result of delays as described above.

    m. Viruses from the Website

We shall have no liability to you (whether in contract or in tort, including negligence) in the event that any viruses, worms, software bombs or similar items are introduced into the System via the Website or any software provided by us to you in order to enable you to use the Website, provided that we have taken reasonable steps to prevent any such introduction.

    n. Viruses from your System

You will ensure that no computer viruses, worms, software bombs or similar items are introduced into our computer system or network and will indemnify us on demand for any loss that we suffer arising as a result of any such introduction.

    o. Unauthorized use

We shall not be liable for any loss, liability or cost whatsoever arising from any unauthorized use of the Website. You shall on demand indemnify, protect and hold us harmless from and against all losses, liabilities, judgements, suits, actions, proceedings, claims, damages and costs resulting from or arising out of any act or omission by any person using the Website by using your designated passwords, whether or not you authorized such use.

    p. Markets

We shall not be liable for any act taken by or on the instruction of an exchange, clearing house or regulatory body.

    r. Immediate suspension or permanent withdrawal

We have the right, unilaterally and with immediate effect, to suspend or withdraw permanently your ability to use the Website, or any part thereof, without notice, where we consider it necessary or advisable to do so, for example due to your non-compliance with the Applicable Regulations, breach of any provisions of this Agreement, on the occurrence of an Event of Default, network problems, failure of power supply, for maintenance, or to protect you when there has been a breach of security. In addition, the use of the Website may be terminated automatically, upon the termination (for whatever reason) of:

  - any license granted to us which relates to the Website; or
  - this Agreement.

    s. Effects of termination

In the event of a termination of the use of the Website for any reason, upon request by us, you shall, at our option, return to us or destroy all hardware, software and documentation we have provided you in connection with the Website and any copies thereof.

17. Indemnification

You agree to defend, indemnify and hold harmless CadCluster, its independent contractors, service providers and consultants, and their respective directors, employees and agents, from and against any claims, damages, costs, liabilities and expenses (including, but not limited to, reasonable attorneys’ fees) arising out of or related to: (a) your use of the Website; (b) any User Content or Feedback you provide; (c) your violation of these Terms; (d) your violation of any rights of another; or (e) your conduct in connection with the Website. Some jurisdictions limit consumer indemnities, so some or all of the indemnity provisions above may not apply to you. If you are obligated to indemnify us, we will have the right, in our sole and unfettered discretion, to control any action or proceeding and determine whether we wish to settle it, and if so, on what terms.

18. Disclaimer of Warranties

CADCLUSTER PROVIDES NO GUARANTEE AS TO THE PERFORMANCE OR THE UNINTERRUPTED AVAILABILITY OF THE SITE OR THE CADCLUSTER MATERIALS. THE SITE AND CADCLUSTER MATERIALS ARE PROVIDED ON AN "AS IS," "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. CADCLUSTER DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT AS TO THE SITE AND THE INFORMATION, CONTENT AND MATERIALS CONTAINED THEREIN. CADCLUSTER DOES NOT REPRESENT OR WARRANT THAT CADCLUSTER MATERIALS OR THE SITE ARE ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE. WHILE CADCLUSTER ATTEMPTS TO MAKE YOUR ACCESS AND USE OF THE SITE SAFE, CADCLUSTER CANNOT AND DOES NOT REPRESENT OR WARRANT THAT THE SITE OR ITS SERVER(S) ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; THEREFORE, YOU SHOULD USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND DISINFECT VIRUSES FROM ANY DOWNLOAD.

CadCluster reserves the right to change any and all content contained in the Website at any time without notice. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof, or any affiliation therewith, by CadCluster.

SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF IMPLIED TERMS IN CONTRACTS WITH CONSUMERS, SO SOME OR ALL OF THE DISCLAIMERS IN THIS SECTION MAY NOT APPLY TO YOU.

19. Limitation of Liability

IN NO EVENT WILL CADCLUSTER, ITS DIRECTORS, EMPLOYEES OR AGENTS BE LIABLE FOR ANY DIRECT, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE) OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF OR INABILITY TO USE THE SITE, THE CADCLUSTER MATERIALS OR THE CONTENT OR THE MATERIALS CONTAINED IN OR ACCESSED THROUGH THE SITE, INCLUDING WITHOUT LIMITATION ANY DAMAGES CAUSED BY OR RESULTING FROM RELIANCE BY USER ON ANY INFORMATION OBTAINED FROM CADCLUSTER, OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR EMAIL, ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO CADCLUSTER’S RECORDS, PROGRAMS OR SITE. IN NO EVENT WILL THE AGGREGATE LIABILITY OF CADCLUSTER, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY OR OTHER THEORY, ARISING OUT OF OR RELATING TO THE USE OF OR INABILITY TO USE THE SITE EXCEED ANY COMPENSATION YOU PAY, IF ANY, TO CADCLUSTER FOR ACCESS TO OR USE OF THE SITE. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY IN CONTRACTS WITH CONSUMERS, SO SOME OR ALL OF THESE LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU.

20. Modifications to the Website

CadCluster reserves the right to modify or discontinue, temporarily or permanently, the Website or any features or portions thereof without prior notice. You agree that CadCluster will not be liable for any modification, suspension or discontinuance of the Website or any part thereof.

21. Governing Language and Translation

You agree that these Terms of Use, CadCluster's Privacy Policy and other notices posted through the Services have been drawn up in English. Although translations in other languages of any of the foregoing documents may be available, such translations may not be up to date or complete. Accordingly, you agree that in the event of any conflict between the English language version of the foregoing documents and any other translations thereto, the English language version of such documents shall govern.

22. Questions & Contact Information

Questions or comments about the Website or these Terms may be directed to CadCluster by emailing support@cadcluster.com.