Terms & Conditions - Prosper Trading Academy

By entering, using, or connecting the Prosper Trading Academy LLC (“Prosper” or “Company) Website (https://www.prospertrading.com), you (the user) agree that you have read, understand and accept the terms and conditions as set forth herein.

Prosper is solely an educator providing training on the theory of analyzing financial markets. Prosper’s services and products are for illustrative, informational and educational purposes only. By connecting to the web site, you acknowledge that you understand Prosper’s mission. Prosper does not provide trading advice. Rather, it provides training based on its theoretical analysis of markets and then provides theoretical examples of how a trader might choose a trade based on the theories taught by Prosper. Each and every trade example shown by Prosper is hypothetical and subject to the limitations of hypothetical results stated below.

Copyright Notice

The copyright in all material provided on Prosper ‘s websites (“Sites”) and in its course materials is held by Prosper or by the original creator of the material. Except as stated herein, none of the material may be copied, reproduced, distributed, republished, downloaded, displayed, posted, transmitted or retransmitted in any form or by any means, including, but not limited to, electronic, mechanical, photocopying, recording, or otherwise, without the prior written permission of Prosper or the copyright owner.

Permission is granted to display, copy, distribute and download the materials on these Sites for personal, non-commercial use only provided you do not modify the materials and that you retain all copyright and other proprietary notices contained in the materials.

You may not, without Prosper ‘s permission, “mirror” any material contained on these Sites on any other server. This permission terminates automatically if you breach any of these terms or conditions. Upon termination, you will immediately destroy any downloaded and printed materials.

Any unauthorized use of any material contained on these Sites may violate copyright laws, trademark laws, the laws of privacy and publicity, and communications regulations and statutes.

1. Risk Disclosure

PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS. HYPOTHETICAL PERFORMANCE RESULTS MAY HAVE MANY INHERENT LIMITATIONS, SOME OF WHICH ARE DESCRIBED BELOW. NO REPRESENTATION IS BEING MADE THAT ANY ACCOUNT WILL OR IS LIKELY TO ACHIEVE PROFITS OR LOSSES SIMILAR TO THOSE SHOWN. IN FACT, THERE ARE FREQUENTLY SHARP DIFFERENCES BETWEEN HYPOTHETICAL PERFORMANCE RESULTS AND THE ACTUAL RESULTS SUBSEQUENTLY ACHIEVED BY ANY PARTICULAR TRADING PROGRAM.

ONE OF THE LIMITATIONS OF HYPOTHETICAL PERFORMANCE RESULTS IS THAT THEY ARE GENERALLY PREPARED WITH THE BENEFIT OF HINDSIGHT. IN ADDITION, HYPOTHETICAL TRADING DOES NOT INVOLVE FINANCIAL RISK, AND NO HYPOTHETICAL TRADING RECORD CAN COMPLETELY ACCOUNT FOR THE IMPACT OF FINANCIAL RISK IN ACTUAL TRADING. FOR EXAMPLE, THE ABILITY TO WITHSTAND LOSSES OR TO ADHERE TO A PARTICULAR TRADING PROGRAM IN SPITE OF TRADING LOSSES ARE MATERIAL POINTS WHICH CAN ALSO ADVERSELY AFFECT ACTUAL TRADING RESULTS. THERE ARE NUMEROUS OTHER FACTORS RELATED TO MARKETS IN GENERAL OR TO THE IMPLEMENTATION OF ANY SPECIFIC TRADING PROGRAM WHICH CANNOT BE FULLY ACCOUNTED FOR IN THE PREPARATION OF HYPOTHETICAL PERFORMANCE RESULTS AND ALL OF WHICH CAN ADVERSELY AFFECT ACTUAL TRADING RESULTS.”

RISK DISCLOSURE AND DISCLAIMER STATEMENT

There is a risk of loss in trading stocks, securities, options on securities, futures and commodities, options on futures and commodities, futures related products, cryptocurrencies and that the risk can be substantial so you agree to accept that risk. You should, therefore, carefully consider whether such trading is suitable for you in light of your circumstances and financial resources.

Stocks, Securities, options on securities, futures and commodities, options on futures and commodities, futures related products and cryptocurrency trading have large potential risks, in addition to any potential rewards. You must be aware of the risks and be willing to accept them in order to invest in the futures or commodities markets. Do not trade with money you cannot afford to lose. Prosper’s services are neither a solicitation nor an offer to buy or sell commodity, futures or any other financial interests. Past Performance of any trading methodology is not necessarily indicative of future results. Any and all methodologies, patterns, statements, opinions, products, materials, services or webinar rooms are for informational, illustrative and educational purposes only and are not to be construed as specific advisory recommendations. Should you use information or training provided by Prosper in an actual trading account, Prosper is not responsible for any trades that you may take or any losses that you may incur. You should consult your broker or financial advisor before placing any such trades.

Furthermore, you should be aware of the following points:

2. SECURITIES NOTICE

Prosper is neither a broker/dealer nor registered investment advisor under United States federal securities law or securities laws of other jurisdictions, and does not advise individuals as to the advisability of investing in, purchasing or selling securities or other financial products or services. Nothing contained in Prosper’s service constitutes an offer or solicitation to buy or sell any security. Prosper does not endorse or recommend any particular financial products or services. Nothing contained in the service is intended to constitute professional advice, including but not limited to, investment or tax advice.

Prosper does not and will not provide any investment advice with respect to any investment decision or strategy with respect to any of the securities or other financial products described on the Website. Furthermore, you acknowledge and agree that Prosper is not soliciting any investment in any of the securities or other financial products described on the Website. You understand that any investment in such securities or other financial products involves risk of loss and you may lose some or all of or more than your investment and that you and your agents and advisors are solely responsible for determining the suitability of any investment. You understand that none of the information contained on the Website constitutes investment, financial, tax, legal or other advice, and that you should consult your own investment, financial, tax, legal or other advisors before investing in any of the securities described on the Website.

3. INVESTMENT MANAGER DATA

Prosper may offer content from third parties on the Website. This content may include types of investments made by certain investment managers, hedge funds, investor qualifications and certain limited historical performance information (the “Manager Data”). Prosper is granting you a revocable, non-exclusive, non-transferable, limited license/right to access the Manager Data on the Website only for your personal use. In no event shall you publish, retransmit, redistribute or otherwise reproduce any Manager Data in any format to anyone, and you shall not use any Manager Data in or in connection with any business or commercial enterprise, including, without limitation, any securities, investment, accounting, banking, legal or media business or enterprise.

You acknowledge and agree that the Company does not guarantee the availability of any data on the Website at any time and that access to the information contained on the Website may be limited or unavailable due to a number of factors, including, but not limited to, periods of peak demand, system upgrades, failure of communications, acts of war or terrorism and other factors both within and without Prosper ‘s control. The Company reserves the right to suspend, deny access to or otherwise limit the information made available on the Website at any time and from time to time in its sole and absolute discretion and without prior notice. You understand that the Manager Data may not be current and may quickly become unreliable for a number of reasons, including changes in market conditions or the financial condition of the investment managers or hedge funds. The Company has no obligation to update any of the Manager Data or provide notice of any such change.

4. QUOTES, E-MAIL AND TEXT ALERTS.

Quotes for stock, bond, index, futures, foreign exchange and other investment instruments (“Quotes”) appearing on the service are supplied by Yahoo! Finance, Google Finance, EZ Texting and Xignite (the “Quote Vendors”). Unless otherwise indicated, Quotes are delayed at least 15 minutes. Quotes indicated as “real-time quotes” are made available without delay following their receipt from Quote Vendors. Your actual receipt of real-time quotes may be affected by delays in transmission over the Internet, and by other causes. All Quotes are labeled with “time of last trade” to indicate the timeliness of the data.

All information provided by Quote Vendors and their affiliates (the “Quote Vendors Information”) included in the service is owned by or licensed to Quote Vendors and their affiliates and any user is permitted to store, manipulate, analyze, reformat, print and display the Quote Vendors Information only for such user’s personal use. In no event shall any user publish, retransmit, redistribute or otherwise reproduce any Quote Vendors Information in any format to anyone, and no user shall use any Quote Vendors Information in or in connection with any business or commercial enterprise, including, without limitation, any securities, investment, accounting, banking, legal or media business or enterprise. Prior to the execution of a trade based upon the Quote Vendors Information, you are advised to consult with your broker or other financial representative to verify pricing information. Neither Quote Vendors nor their affiliates make any express or implied warranties (including, without limitation, any warranty or merchantability or fitness for a particular purpose or use) regarding the Quote Vendors Information. The Quote Vendors Information is provided to the users “as is.” Neither Quote Vendors nor their affiliates will be liable to any user or anyone else for any interruption, inaccuracy, error or omission, regardless of cause, in the Quote Vendors Information or for any damages (whether direct or indirect, consequential, punitive or exemplary) resulting therefrom.

5. NO REFUNDS, EXCHANGES OR RETURNS.

If you decide to purchase a course or training materials from Prosper, you agree that there will be NO REFUNDS, NO EXCHANGES, and NO RETURNS. All sales are final and there are no refunds in whole or in part.

6. HONESTY AND PERSONAL CONDUCT BY STUDENTS

After a student enrolls in a course at Prosper Trading Academy, the student is required to complete a questionnaire about his/her background. If a student fails to honestly answer the questions posed by the questionnaire, such student will be subject to expulsion as a student and the student will not be entitled to any refund. Further, all students must conduct themselves civilly in all on line chat rooms. If a student makes disparaging and/or inappropriate remarks about any matter or any person at any time, the instructor in that class has the absolute right, in their sole discretion, to ban such student from the classroom, either temporarily or permanently, and such banned student will not receive a refund of any sort.

7. THIRD PARTY LINKS AND ADVERTISERS.

On occasion, the Sites may contain links to third parties and/or advertisers. Prosper is not responsible for the material contained on any other web site and does not vouch for the quality or accuracy of any information from any third party or advertiser. You, the user, are solely responsible for any action taken as to information provided by a third party or advertiser.

tastytrade, Inc. (“tastytrade”) has entered into a Marketing Agreement with Prosper Trading Academy (“Marketing Agent”) whereby tastytrade pays compensation to Marketing Agent to recommend tastytrade’s brokerage services. The existence of this Marketing Agreement should not be deemed as an endorsement or recommendation of Marketing Agent by tastytrade and/or any of its affiliated companies. Neither tastytrade nor any of its affiliated companies is responsible for the privacy practices of Marketing Agent or this website. tastytrade does not warrant the accuracy or content of the products or services offered by Marketing Agent or this website. Marketing Agent is independent and is not an affiliate of tastytrade.

8. GOVERNING LAW; VENUE.

This Agreement and any services hereinafter provided by Prosper, shall be governed by and construed in accordance with the laws of the State of Illinois, without regard to conflict of laws rules, statutes or principles. The provisions of the United Nations Convention on the International Sale of Goods and the Uniform Computer Information Transactions Act, however designated, are excluded and shall not apply to this Agreement or any transactions hereunder.

You irrevocably agree and consent to submit to the personal and exclusive jurisdiction of the state or federal courts located within the City of Chicago, Cook County, Illinois for the purpose of litigating any and all claims or disputes regarding or related to this Agreement. If you bring an action, you will bring such action in the state courts or federal courts located within the City of Chicago, Cook County, Illinois. You agree that Prosper makes and will perform this Agreement in Chicago, Illinois.

9. TRADE SIGNALS

Hypothetical performance results have many inherent limitations, some of which are described below. No representation is being made that any account will or is likely to achieve profits or losses similar to those shown. In fact, there are frequently sharp differences between hypothetical performance results and the actual results subsequently achieved by any particular trading program. One of the limitations of hypothetical performance results is that they are generally prepared with the benefit of hindsight. In addition, hypothetical trading does not involve financial risk, and no hypothetical trading record can completely account for the impact of financial risk in actual trading. For example, the ability to withstand losses or to adhere to a particular trading program in spite of trading losses are material points which can also adversely affect actual trading results. There are numerous other factors related to the markets in general or to the implementation of any specific trading program which cannot be fully accounted for in the preparation of hypothetical performance results and all of which can adversely affect actual trading results.

10. A.I. TRADE SIGNALS

Cumulative returns based on past performance. The AI Trade Finder analyzes and reports past performance based on the situation you request. Past performance is not necessarily indicative of future results.

11. TESTIMONIALS

Testimonials appearing are individual experiences, reflecting real life experiences of those that have used our product and/or services in some way or another. However they are individual results and results may vary. We do not claim that they are typical results that consumers will generally achieve. The testimonials are not necessarily representative of all those who will use our products and/or service. The testimonials presented are applicable to the individuals, and may not be indicative of future performance or success of any other individual.

12. CHARTS

Charts showing stock and futures performance are for demonstration purposes only. Past performance is not necessarily indicative of future results.

13. ARBITRATION AGREEMENT TO ARBITRATE DISPUTES

This arbitration provision (“Arbitration Provision”) sets forth the circumstances and procedures under which Claims (defined below) that arise between you and us will be resolved through binding arbitration. This means that neither you nor we will have the right to litigate that Claim in court or have a jury trial on that Claim. Other rights that you would have in court also may not be available or may be limited in arbitration, including your right to appeal and your ability to participate in a class action. Nothing in this provision precludes you from filing and pursuing your individual Claim in a small claims court in your state or municipality, so long as that Claim is pending only in that court.

Definitions

As used in this Arbitration Provision, the term “Claim” shall mean and include any claim, dispute or controversy of every kind and nature, whether based in law or equity, between you and us arising from or relating to Prosper Trading Academy, these Terms of Use, our Content, our Materials, our other content and features, the Site, your registration with us, your subscription with us, any store purchase, as well as any related or prior agreement that you may have had with us or the relationships resulting from any of the above agreements (“Agreements”), including the validity, enforceability or scope of this Arbitration Provision or the Agreements.

As used in this Arbitration Provision, “you” and “us” also includes any corporate parent, or wholly or majority owned subsidiaries, affiliates, any licensees, predecessors, successors, assigns, any purchaser of any accounts, all agents, employees, officers, directors and representatives of any of the foregoing, and any third party using or providing any product, service or benefit in connection with Prosper Trading Academy, the Site, our Content, our Materials, our other content and features, your registration and/or subscription with us, or any product purchases.

Initiation of Arbitration Proceeding / Selection of Administrator

Any Claim shall be resolved, upon the election by you or us, by arbitration pursuant to this Arbitration Provision and the code of procedures of the national arbitration organization to which the Claim is referred in effect at the time the Claim is filed (the “Code”), except to the extent the Code conflicts with this Agreement. Claims shall be referred to the American Arbitration Association (“AAA”). For a copy of the procedures, to file a Claim, or for other information about the AAA, contact AAA at 335 Madison Avenue, New York, NY 10017, www.adr.org. In addition to the AAA, Claims may be referred to any other arbitration organization that is mutually agreed upon in writing by you and us, or to an arbitration organization or arbitrator(s) appointed pursuant to section 5 of the Federal Arbitration Act, 9 U.S.C. sections 1-16, provided that any such arbitration organization and arbitrator(s) will enforce the terms of this entire Arbitration Provision.

Class Action Waiver and Other Restrictions

Arbitration shall proceed solely on an individual basis without the right for any Claims to be arbitrated on a class action basis or on bases involving claims brought in a purported representative capacity on behalf of others. The arbitrator’s authority to resolve and make written awards is limited to Claims between you and us alone. Claims may not be joined or consolidated unless agreed to in writing by all parties. No arbitration award or decision will have any preclusive effect as to issues or claims in any dispute with anyone who is not a named party to the arbitration.

Notwithstanding any other provision in these Terms of Use (including the “Continuation” provision below), and without waiving either party’s right of appeal, if any portion of this “Class Action Waiver and Other Restrictions” provision is deemed invalid or unenforceable, then the entire Arbitration Provision (other than this sentence) shall not apply.

Arbitration Procedures

This Arbitration Provision is made pursuant to a transaction involving interstate commerce, and shall be governed by the Federal Arbitration Act, 9 U.S.C. Sections 1-16, as it may be amended (“FAA”), and the applicable Code. The arbitrator shall apply substantive Illinois law consistent with the FAA and applicable Illinois statutes of limitations and shall honor claims of privilege recognized at law. Federal or state rules of civil procedure or evidence shall not apply. Written requests to expand the scope of discovery rest within the arbitrator’s sole discretion and shall be determined pursuant to the applicable Code. The arbitrator shall take reasonable steps to preserve the privacy of individuals, and of business matters. Judgment upon the written arbitral award may be entered in any court having jurisdiction.

Subject to the right of appeal under the FAA, the arbitrator’s written decision will be final and binding unless you or we take an appeal from the award by making a dated, written request to the arbitration organization within 30 days from the date of entry of the written arbitral award. A three-arbitrator panel administered by the same arbitration organization shall consider anew any aspect of the award objected to by the appellant, conduct an arbitration pursuant to its Code and issue its decision within 120 days of the date of the appellant’s written notice. The panel’s majority vote decision shall be final and binding.

Location of Arbitration / Payment of Fees

The arbitration shall be held at a location determined by the AAA pursuant to the Code, provided that such location is reasonably convenient for you. Irrespective of who prevails in arbitration, you will only be responsible for paying your share, if any, of the arbitration fees required by the applicable Code, which amount shall not exceed the filing fees you would have incurred if the Claim had been brought in the appropriate state or federal court closest to your residence. We will pay the remainder of any arbitration fees. At your written request, we will consider in good faith making a temporary advance of all or part of your share of the arbitration fees. Waivers may also be available from the AAA.

Continuation

This Arbitration Provision shall survive termination or expiration of these Terms of Use, your registration, your Prosper Trading Academy membership, any Voucher, any offer in our store or the termination of this Site or our operations, and any bankruptcy by you or us. If any portion of this Arbitration Provision, except the “Class Action Waiver and Other Restrictions” provision above, is deemed invalid or unenforceable for any reason, it shall not invalidate the remaining portions of this Arbitration Provision, these Terms of Use or any predecessor agreement you may have had with us, each of which shall be enforceable regardless of such invalidity. If the Class Action Waiver and Other Restrictions is found to be invalid, unenforceable or illegal, then the entirety of this Arbitration Provision shall be null and void, and neither you nor Prosper Trading Academy shall be entitled to arbitrate their dispute.

14. MISCELLANEOUS

This Website and all information on this Website or any other information has been prepared solely for informational and educational purposes and is not a solicitation, or an offer to buy or sell any security, commodity, futures contract, option interests or the like. The information has been compiled in good faith and from sources believed to be reliable, but is not guaranteed as to its accuracy, timeliness, or completeness. The information does not purport to be a complete description of the securities, commodities, futures, options, markets, or developments referred to in this website or in any of the materials. All expressions of opinion are subject to change without notice. The information has been compiled and obtained from internal sources and external sources, which we consider and believe to be reliable, but is not guaranteed as to its accuracy, timeliness, or completeness and we have not independently verified such information. Therefore, we assume no responsibility for errors or omissions. We do not undertake to advise you of any changes whatsoever.

The user agrees that neither Prosper nor any other entities associated with Prosper or this website shall be liable for any direct, indirect, consequential or any other loss arising from the use of this Website, or the use of any other information or material. The user also agrees that in no event shall Prosper or any other entities associated with Prosper or this Website, be held liable for any damages, of any kind, including but not limited to, loss of profits, lost savings, or other incidental or consequential damages. Our employees, clients, company and or officers and directors, may from time to time have positions in any of the instruments or investments described or discussed on our website or in our materials.

In whole or in part, the information available on this Website is the property of Prosper and/or its affiliates and is protected by copyright and other intellectual property laws. Except as stated herein, you agree not to copy, record, video, photograph, reproduce, distribute, sell, share, disseminate, display, project, publish, post, upload, broadcast, circulate, transmit, retransmit, or the like any of the material or information (in whole or in part) in any form or by any means, including but not limited to, electronic, mechanical, photocopying, recording, or otherwise to anyone, without the express prior written consent of Prosper or the copyright owner. Prosper may change or discontinue the service of this Website at any time without any notice.

ACCEPTANCE OF RISK AND RELEASE OF LIABILITY.

You agree not to hold Prosper responsible in any way for any monetary or non-monetary damages (including but not limited to, stress, emotional suffering and other injuries) and/or losses resulting from the use of any information, materials, services, products, websites or other material made available or offered by Prosper. Furthermore, no guarantee is made that any of the information, materials, services, products, Sites, signals, methods, analysis, techniques or anything else offered by Prosper will be profitable or will not result in losses.

ENTIRE AGREEMENT. This Agreement constitutes the entire agreement between the parties hereto, and cannot be changed or terminated except by a written agreement signed by the parties and shall inure to the benefit of the parties’ successors and assigns.

COSTS AND EXPENSES. Any costs and expenses incurred by Prosper (including, without limitation, reasonable attorneys’ fees) in enforcing any of its rights or remedies under this Agreement or in any litigation or lawsuit, including collection of any outstanding balances due, shall be paid by you the user..

NO WAIVER OF RIGHTS. Failure to exercise any right by Prosper under this Agreement does not constitute a waiver of such right, unless expressly agreed in writing.

SEVERABILITY. Each of the provisions of this Agreement is severable from every other provision of this Agreement and the invalidity or unenforceability of any one or more provisions of this Agreement shall not affect the validity or enforceability of the remaining provisions of this Agreement.