You (referred to as, “You”, “Member”, or “Student”) hereby acknowledge and agree as follows:
Adam Mesh, individually, Adam Mesh Trading Group LLC, Average Joe Trading LLC, and each of their affiliates (collectively, “AMTG”, We” or “Us”) reserve the right to make changes or modifications to AMTG’s website www.adammesh.com (the “Website”) and this Agreement. Display of notice of changes online at the Website shall constitute effective notice under this Agreement on the day AMTG places the changes online on its Website, and your continued use of the Website thereafter shall constitute your acceptance of such changes or modifications.
This Agreement applies to the purchase of products and the use of services offered by AMTG, including use of the Website (collectively, the “Products and Services”).
AMTG is not an investment advisor, money manager or a securities broker-dealer. All strategies and other information published by AMTG is provided for general informational and educational purposes only, and all Products and Services are provided ‘as-is’. Information provided by AMTG is based on sources believed to be reliable and are written in good faith, but no warranty or representation, expressed or implied, is made as to their accuracy. Any opinions expressed through the Products and Services are simply that – opinions – and do not represent personalized investment advice or a representation, recommendation, or solicitation by AMTG for the purchase or sale of securities.
AMTG utilizes a Trade Portfolio Manager (and may, from time to time, offer similar services), which illustrate the manner in which certain trading strategies developed or described by AMTG may be implemented. Such trading examples are intended for educational and informational purposes only, and may be based on simulated, not actual, trades. Although AMTG makes every effort to accurately estimate, for purposes of the Trade Portfolio Manager, the prices that could be obtained under actual market conditions, such estimated prices may differ from those which could actually be obtained due to liquidity and timing concerns, among other things. In addition, all profits or losses illustrated in such examples also do not reflect the cost of spreads, commissions and other fees associated with trading. As a consequence, all trading examples, and profits and losses associated therewith, must be considered hypothetical, and not an actual performance record. No representation is being made that any account will, or is likely to, achieve profits or losses similar to those illustrated by AMTG. While AMTG’s Trade Portfolio Manager identifies a particular allocation per trade in its trading examples (e.g. 5 contracts for options trades), no representation is made that such allocation is suitable for any particular investor. Moreover, past results are not necessarily indicative of future performance. Therefore, you should not assume or expect that future performance of any investment or strategy will be profitable or equal to historical or anticipated performance levels. The truth and accuracy of any testimonials provided in the Products and Services purporting to report user results and experiences have not been verified by AMTG or any third party, and thus are not indicative of the results individual investors may generally expect to achieve.
Trading securities and other financial instruments can involve high risk and the loss of all amounts invested. Trading securities and other financial instruments on margin or with other forms of leverage or borrowings can result in losses in excess of the amount invested. We strongly encourage you to supplement the information in the Products and Services with independent research and professional advice before investing in any security. All final investment decisions are yours, and your results may vary from those of AMTG. Whether you choose to trade, and the size of your trades, are your own personal decision. Under no circumstances will AMTG be held responsible for a trading decision made by you. If you desire investment advice which is suitable for your personal investment objectives, financial circumstances, level of sophistication and experience, investing time horizon, and risk tolerance, you should seek the assistance of a registered investment advisor.
The Website includes, as applicable and without limitation:
AMTG’s online computer system including all electronic databases and services accessed by or through AMTG’s on-line computer system, including the Community as defined below, and individual items within those databases or services which may constitute independent works of authorship;
All documentation, including user manuals, operations manuals and the like provided to you by or through AMTG, for use in connection with the on-line computer system; and
Any other courses, video presentations, audio presentations, webinars, slideshows, software, products, services, data or information provided by or obtained through AMTG’s computer system (collectively, “Information”).
OWNERSHIP, USE AND ACCESS TO THE PRODUCTS AND SERVICES; INTELLECTUAL PROPERTY RIGHTS
If AMTG provides you with access identification, you may not allow concurrent use of the Products and Services by multiple users utilizing identical user identification numbers, or allow another person or entity to use your user identification number to access the Products and Services. You may not remove, alter or obscure any copyright, legal or proprietary notice in or on any portion of the Website. You may store in the memory of your computer and may manipulate, analyze, reformat, print and/or display for your use only, the Information received or accessed through Products and Services pursuant to this Agreement. You may not resell, redistribute, broadcast or transfer the Information or use the Information in a searchable, machine-readable database. Unless separately and specifically authorized in writing by a duly authorized officer of AMTG, you may not rent, lease, sublicense, distribute, transfer, copy, reproduce, publicly display, publish, adapt, store or time-share the Products and Services, any part thereof, or any of the Information, to or through any other person or entity. All rights not granted to you herein are expressly reserved by AMTG or its licensors. AMTG and its licensors reserve all rights to enforce its copyright and intellectual property rights.
TERMINATION; AUTO-RENEWAL & CANCELLATION
1. Notwithstanding anything herein to the contrary, AMTG shall have the unilateral right to terminate this Agreement or otherwise restrict your use and access of the Products and Services immediately, and without advance notice, for any of the following reasons:
any unauthorized access or use by you, including, without limitation: concurrent access of the Website by multiple users utilizing identical user identification numbers; permitting another person or entity to use your user identification number to access the Website; or any other access or use of the Website except as expressly provided in this Agreement;
if you assign or transfer (or attempt to assign or transfer) any rights granted to you under this Agreement;
if you fail to abide by the rules and regulations relating to the use of, or tamper with or alter any of the software and/or data files contained in or accessed through, the Website;
if you transmit or receive through the Website (or cause the transmission or receipt of) any pornographic, obscene, disparaging, defamatory, or libelous information of any nature or form whatsoever, with respect to any other user, company, or any other person or business entity. AMTG, in its sole discretion, shall determine whether any information so transmitted or received violates this provision;
upon discontinuance of Products and Services by AMTG; or
2. Termination or cancellation of this Agreement shall not affect any other right or relief, to which AMTG may be entitled, whether at law or in equity, regardless of the reason for cancellation or termination of this Agreement. All rights granted to you will terminate and revert to AMTG. As requested by AMTG, you agree to erase and destroy any copies of the Products and Services you have made. You agree to certify to AMTG your compliance with these requirements in writing upon AMTG’s request.
3. All subscriptions are subject to auto-renewal terms, pursuant to which your subscription will automatically renew for subsequent subscription periods of equal length until you cancel your subscription or AMTG terminates it. You will receive advance notice by email to remind you of any upcoming renewals. You may cancel your subscription at any time by contacting us at firstname.lastname@example.org, and you will continue to have access through the end of your subscription period. Whether you will be entitled to a refund will be specified in terms set forth on the Order Page when you initially subscribe.
NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, THE PROVISIONS CONTAINED IN THE LIABILITY AND INDEMNIFICATION SECTIONS OF THIS AGREEMENT SHALL SURVIVE TERMINATION OF THIS AGREEMENT. IN NO EVENT SHALL AMTG BE LIABLE FOR ANY LOSS OR LIABILITY, INCLUDING ANY FUTURE MONETARY LOSSES DUE TO YOUR USE OF THE PRODUCTS AND SERVICES.
You acknowledge that AMTG reserves the right to, and that AMTG may from time to time choose to, monitor any and all information transmitted or received through and of the Products and Services. AMTG, in its sole discretion and without further notice to you, may review, censor or prohibit the transmission or receipt of any information which AMTG deems inappropriate (such as that specified in Section III[d] above) or that AMTG determines violates any term or condition of this Agreement. AMTG may record and monitor any telephone or electronic communication for quality assurance purposes.
USER CONDUCT AND CONTENT
The term “Community” refers to all Products and Services offered by AMTG as well as the individuals utilizing and/or participating in same. The Community helps you get insight, exchange ideas and connect online with other beginner and advanced investors who use the tools offered by AMTG. AMTG believes the Community is a valuable place for AMTG students to exchange information and learn from one another. We want the Community to be a friendly, informative and safe place for all of our users.
You are required to register to access the Website in order to read the message boards and post material on the Website. We may refuse to grant to you, and you may not use, a screen name or email address that is already being used by someone else, impersonates another person, belongs to another person (without that person’s prior consent), violates the intellectual property or other rights of any person, is offensive for any reason, or that we reject for any other reason at our sole discretion. You may have only one screen name. You are responsible for maintaining the confidentiality of your password, and you will be held liable for all activities that occur under your screen name. If you become aware of any unauthorized use of your password or of your account, you agree to notify AMTG immediately. You agree that all information provided in your profile is accurate, true and complete. We may terminate your registration if any of the information you provide is found to be inaccurate, false or incomplete.
Links may be posted on the Website to other websites which are not under the control of AMTG. AMTG is not responsible for the contents of any linked site or any link contained in a linked site, or any changes or updates to the information contained in such websites. Any such link on the Website does not imply AMTG endorsement of the site, the organization operating such site, nor any products or services of that organization. Your linking to any off-site pages or other sites is entirely at your own risk.
Prior to buying or selling an option, an investor should read and understand the booklet, “Characteristics and Risks of Standardized Options.” You can access and download a copy of the booklet on The Options/Clearing Corporation’s (OCC) website at www.theocc.com/publications/risks/riskchap1.jsp. This link reference is provided as a courtesy and does not imply that the OCC is endorsing AMTG or its Products and Services. This booklet is also available for free from your broker or from any of the U.S. Options Exchanges. Among other risks associated with options, options may expire worthless, resulting in a total loss of investment.
We encourage our subscribers to invest carefully and to utilize the information available at the websites of the Securities and Exchange Commission (SEC) at http://www.sec.gov, and the Financial Industry Regulatory Authority (FINRA) at www.finra.org. You can review public companies’ filings at the SEC’s EDGAR page. FINRA has published information on how to invest carefully at its website.
Brokers. AMTG is not affiliated with any brokerage firm and does not endorse or recommend any specific brokerage firm. AMTG is not and will not be responsible for any trades made by a broker on the subscriber’s behalf under any circumstances.
Constructive feedback regarding AMTG services can be submitted to email@example.com.
Intellectual Property Rights. Students may not post copyrighted material or trademarks belonging to other Students or AMTG without their written permission. If you own intellectual property and believe it is being infringed through a posting, please let us know immediately by filing a complaint as set forth below.
We at AMTG sometimes use postings in our publications, including without limitation, advertising, websites, newsletters and the like. By sharing information through the use of Products and Services, you are giving AMTG a non-exclusive, perpetual, irrevocable, royalty-free worldwide license to reproduce, communicate, re-publish, edit, adapt or otherwise use your postings as we see fit, including the right to sublicense or transfer to others in our discretion. You also give us a license to deal with the postings as necessary to perform technical and administrative functions in running the Community.
You also may have moral rights, so you consent to your postings being altered, edited or adapted so we can use them under our license in any way we deem appropriate. You consent to us not attributing authorship to you at all, or only attributing it to your registered name. We generally attribute authorship, but that is not always possible or feasible and we decide this on a case by case basis. If we do use your material we may attribute such material to your registered name, or contact you to request that your real name be used. If you do not want to give us a license to use your postings and do not want your postings used in this way, do not post on the Webite. Once you have made a posting, you cannot withdraw or retract the license and consents.
You may not use AMTG’s intellectual property in any way or for any purpose at any time without our permission. If you think a posting is violating these terms or infringing anyone’s legal rights, please notify AMTG immediately. AMTG will investigate your complaint and take action, if AMTG believes that action is necessary and appropriate. Such action may include removing the posting or banning the relevant user. To make a formal complaint regarding the Community, send a signed written letter of complaint to:
The Adam Mesh Trading Group LLC
146 W 29th St, Rm 8E
New York, New York 10001
Your letter of complaint must:
(a) Identify the posting in issue and include a copy of the posting and the location of the posting or if not about a posting; and describe with reasonable detail the offending behavior;
(b) Identify the intellectual property right or other law, rule or regulation which is being infringed or violated; and
(c) Provide information sufficient to permit AMTG to contact you (e.g., email address, postal address and fax number).
To the extent your complaint involves intellectual property rights, please note that AMTG honors the intellectual property rights of others and asks same of users of the community. AMTG may, in its sole discretion, terminate the account or access rights of users whose actions infringe or otherwise violate the intellectual property rights of others. In accordance with the Digital Millennium Copyright Act (17 U.S.C. §512), any notification of claimed copyright infringement must be sent to AMTG’s Designated Agent at: firstname.lastname@example.org. Please see 17 U.S.C. §512(c)(3) for the requirements of a proper notification.
By using the Products and Services, you may be supplying us with “personal information.” We collect this to administer and help you use the Products and Services, send you a password, contact you about postings, and keep in touch with you. Your screen name will be visible to other users, and when you register for the Community, you can choose whether your user profile and email address will be also be visible to other users. You can access and update your personal information in the Profile section of the Community site.
Periodically, AMTG may send you information regarding the Products and Services through direct mailings or e-mails. If you do not want to be included on AMTG marketing lists, you may opt out through the unsubscribe link at the bottom of the emails, by sending an e-mail to email@example.com or by mail to Adam Mesh Trading Group LLC at 146 W 29th St, Rm 8E New York, NY 10001, and stating that you do not want to be included on AMTG’s marketing list.
AMTG does not pre-screen, verify or edit the content posted by users in the Community. However, AMTG and its agents reserve the right to investigate any violation of the terms of this Agreement and to take such remedial action as it deems appropriate. AMTG has the sole discretion to enforce the terms of this Agreement, including, but not limited to warning users of violations, disabling or suspending privileges and access, deleting, screening or editing any content or prohibiting any behavior that does not comply with this Agreement. If AMTG decides it is necessary to remove any content, AMTG may remove the entire thread and any accompanying material.
EQUIPMENT AND OPERATION; RETURNS
You shall provide and maintain all telephone and other equipment necessary to access the Products and Services, and the costs of any such equipment and/or telephone connections or use, including any applicable taxes, shall be borne solely by you. You shall pay AMTG for your use of the Products and Services, and be billed in accordance with your access to Products and Services. You are responsible for operating your own equipment and for familiarity with the information (e.g., calculations and reports) used with or available through the Website. AMTG reserves the right to refuse assistance or to charge additional fees if you seek assistance from AMTG with respect to such basic background information or any other matters not directly relating to the operation of the Website. AMTG shall not have any responsibility to provide you with alternate access to the Products and Services if your access is interrupted due to a breakdown or failure of your equipment.
Any Product that is returned for a cash refund must be in the original packaging, undamaged and resalable. There is a ten percent (10%) restocking fee on all products shipped from our fulfillment center. In situations in which physical attempt to deliver a package is unsuccessful due to vendor shipping beyond our control, we reserve the right to replace your order with a digital version equal to your order to satisfy your purchase. If the product is a digital product, there is a full refund ninety (90) day return policy. A twenty-five dollar ($25) fee will be charged if your check payment is returned to AMTG for any reason (e.g., insufficient funds, account closing, etc.). AMTG assumes no responsibility for fees, charges or any other penalty that may be imposed by your bank as a result of an unpaid check. Other refund policies may be set forth on Order Pages to be reviewed by you when subscribing for certain Products and Services.
You hereby agree to indemnify, defend and hold harmless, AMTG for an against any and all third-party claims arising from our related to your access to and use of the Products and Services, including all fees costs, and expenses (including reasonable attorneys’ fees) associated with defending such claims.
DISCLAIMERS; LIMITATION OF LIABILITY
You acknowledge that the information provided through the Products and Services is compiled from sources which may be beyond the control of AMTG. You acknowledge that inaccuracies may occur and AMTG does not warrant the accuracy or suitability of the information for any particular purpose. The information is provided by AMTG for your personal information only, and is not intended for trading purposes. Information on this site does not constitute advice (investment, financial, tax, or legal) nor does such Information constitute recommendations regarding particular financial instruments, investments or products. AMTG shall not be liable for any errors, inaccuracies or delays in content, or for any actions taken by you in reliance thereon. AMTG makes reasonable efforts to obtain reliable content from third parties, but AMTG does not guarantee the accuracy of or endorse the views or opinions given by any third parties. The Products and Services may point to other websites that may be of interest to you; however, AMTG does not endorse or take responsibility for the content on such other websites.
YOU ACKNOWLEDGE THAT THE PRODUCTS AND SERVICES ARE PROVIDED TO YOU ON AN “AS IS” BASIS. AMTG AND ITS LICENSORS EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES, WHETHER EXPRESS, ORAL, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE, ANY IMPLIED WARRANTY OF MERCHANTABILITY, ANY WARRANTIES ARISING BY VIRTUE OF CUSTOM OF TRADE OR COURSE OF DEALING AND ANY IMPLIED WARRANTIES OF TITLE OR NON-INFRINGEMENT. SOME STATES DO NOT ALLOW EXCLUSIONS OF IMPLIED WARRANTIES, OR LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. FURTHER, AMTG DOES NOT REPRESENT OR WARRANT:
THAT AMTG OR ITS PRODUCTS AND SERVICES WILL MEET YOUR REQUIREMENTS OR ARE SUITABLE FOR YOUR NEEDS;
THAT THE ACCESS OR USE OF THE PRODUCTS AND SERVICES WILL BE ERROR-FREE; OR
THE ACCURACY OF ANY DATA OR INFORMATION IN OR PROCESSED WITH AMTG, ITS PRODUCTS OR SERVICES, OR THE RESULTS OF ANY SUCH PROCESSING.
YOU ARE SOLELY RESPONSIBLE FOR ALL DECISIONS MADE BY YOU IN CONNECTION WITH SUCH DATA, INFORMATION AND RESULTS, AND FOR VERIFYING THE ACCURACY OF SUCH DATA, INFORMATION AND RESULTS FROM INDEPENDENT SOURCES.
AMTG SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOSS, DAMAGE, LIABILITY, COST OR EXPENSE SUFFERED OR INCURRED IN CONNECTION WITH THE USE OF THE PRODUCTS AND SERVICES.
AMTG SHALL NOT IN ANY EVENT BE LIABLE FOR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE PRODUCTS AND SERVICES FOR ANY PURPOSE WHATSOEVER, EVEN IF AMTG HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING THE ABOVE PROVISIONS, IF THERE SHALL AT ANY TIME BE OR ARISE ANY LIABILITY ON THE PART OF AMTG BY VIRTUE OF THIS AGREEMENT OR BECAUSE OF THE RELATIONSHIP HEREBY ESTABLISHED, WHETHER DUE TO THE NEGLIGENCE OF AMTG OR ITS AFFILIATES OR OTHERWISE, SUCH LIABILITY IS AND SHALL BE LIMITED TO $100.00. THIS LIABILITY SHALL BE COMPLETE AND EXCLUSIVE.
AMTG WILL USE REASONABLE EFFORTS TO ASSURE THAT NO VIRUSES OR PROGRAMS WITH SIMILAR FUNCTIONS OPERATE ON, OR ARE PASSED THROUGH, THE WEBSITE OR THE PRODUCTS AND SERVICES. HOWEVER, YOU HEREBY ASSUME ALL RESPONSIBILITY, AND HEREBY HOLD AMTG HARMLESS, FOR DETECTING AND ERADICATING ANY VIRUS OR PROGRAM WITH A SIMILAR FUNCTION ON YOUR COMPUTER EQUIPMENT, BY WHATEVER MEANS YOU DEEM MOST APPROPRIATE FOR YOUR NEEDS.
THE PROVISIONS CONTAINED IN THIS LIABILITY SECTION SHALL SURVIVE TERMINATION OF THIS AGREEMENT.
DELAYS IN SERVICES AND FORCE MAJEURE
Any delays or failure of performance by AMTG or any of its licensors, service providers or service sponsors (including each of their officers, directors, employees, affiliates, agents, representatives and subcontractors) shall not give rise to any claims for damages, or any loss or liability, if and to the extent caused by interruptions due to electronic or mechanical equipment failures, telephone interconnect problems, defects, or occurrences beyond AMTG’s control, including but not limited to acts of governmental authority, weather, fire, floods, explosions, acts of God, viruses, pandemics, epidemics, strikes or other concerted acts of workers, riots, armed conflicts, acts of war, or sabotage. AMTG shall have no responsibility to provide you access to the Products and Services during any such events.
This Agreement is expressly made subject to any laws, regulations, orders, or other restrictions on the export from the United States of America of AMTG’s Products and Services that may be imposed from time to time by the government of the United States of America. You agree that you are not in a country where such export is prohibited or are a person or entity to which such export is prohibited. You are responsible for compliance with the laws of your local jurisdiction regarding import or export of the Products and Services.
Conflicting Terms. If there is any conflict between this Agreement, any purchase order, any help text, manuals or other documents relating to AMTG or its Products and Services, this Agreement shall govern, whether such order or other documents is prior to or subsequent to this Agreement, or is signed or acknowledged by AMTG.
Attorneys’ Fees. If AMTG takes action to enforce any of the provisions of this Agreement, including collection of any amounts due hereunder, in addition to all sums to which it is entitled or any other relief, at law or in equity, AMTG shall be entitled to recover from you and you agree to pay, reasonable and necessary attorneys’ fees, interest, and all costs of any litigation. In addition, to the extent you commence any dispute resolution proceeding other than in accordance with the forum and venue provisions below, you shall be liable to AMTG for any attorneys’ fees incurred by AMTG in seeking to dismiss such proceeding on the basis of the below forum and venue provisions.
Disputes; Choice of Law; Limitations; Venue. Any dispute or claim relating in any way to your use of the Products and Services or otherwise arising out of this Agreement shall be resolved through binding arbitration, rather than in court, except that you may assert claims in small claims court if your claims qualify. The arbitration will be conducted by the American Arbitration Association under its rules, including the AAA’s Supplementary Procedures of Consumer-Related Disputes. The AAA’s rules are available at www.adr.org or by calling 1-800-778-7879. Any arbitration proceeding shall be held exclusively within the State of New York, County of New York. Any small claims lawsuit shall be brought exclusively in the courts located within the State of New York, County of New York, and you agree to the exclusive personal jurisdiction of such courts in the event of a small claims lawsuit. Any dispute resolution proceedings (whether arbitration or small claims court) will be conducted only on an individual basis, and not in a class, consolidated, or representative action. This Agreement shall be governed by the laws of the State of New York, without respect to its choice of laws rules. To the extent allowed by applicable law, any claims or causes of action arising from or relating to your access and use of Products and Services contemplated by this Agreement must be instituted within two (2) years from the date upon which such claim or cause arose or accrued.
Severability. If any provision of this Agreement is found to be unlawful or unenforceable in any respect, the court shall reform such provision so as to render it enforceable (or, if it is not possible to reform such provision so as to make it enforceable, then delete such provision); and, as so reformed or modified, fully enforce this Agreement.
Interpretation. This Agreement shall be construed reasonably to carry out its intent without presumption against or in favor of either party, irresepective of the party who drafted same. If any provision hereof shall be declared invalid by a court or in any administrative proceedings, then the provisions of this Agreement shall be construed in such manner so as to preserve the validity hereof and the substance of the transaction herein contemplated to the extent possible. The paragraph and/or section headings and the arrangement of this Agreement is for the convenience of the parties hereto and do not in any way affect, limit, amplify or modify the terms and provisions hereof.
Waiver of Jury Trial. You agree that the respective parties hereto shall and they hereby do waive trial by jury in any action, proceeding or counterclaim brought by either of the parties hereto against the other concerning any matters whatsoever arising out of or in any way connected with this Agreement.
Pronouns and Headings. Every pronoun used in this Agreement shall be construed to be of such number and gender as the context shall require. The headings appearing in this Agreement are intended only for convenience of reference, and are not to be considered in construing this instrument.
Entire Agreement. This Agreement constitutes the entire agreement between the parties regarding the subject matter hereof, and no other agreement as to such subject matter, written or oral, exists.