Terms of Use
Updated and Effective Date: March 19, 2021
Your use of the web sites on which these terms reside (collectively, the “Site”) are subject to these Terms of Use, which we may update from time to time. Please read these Terms of Use carefully before using this Site. By accessing this Site in any way, including, without limitation, browsing this Site, using any information, and/or submitting information to Tower Research Capital, you agree to and are bound by the terms and conditions contained on this page (the “Terms of Use”). The Site is owned or controlled by Tower Research Capital LLC and its affiliates (collectively, “Tower Research Capital”).
Tower Research Capital reserves the right, at its sole discretion, to change, modify, add or remove portions of these Terms of Use at any time. Your use of this Site after we post any changes to these Terms of Use constitutes your agreement to those changes. Any such change to these Terms of Use shall be effective upon posting to the Site. It is your responsibility to check these Terms of Use periodically for changes.
Each use of the Site constitutes your agreement to be bound by and comply with the then-current Terms of Use. If, at any time, you do not agree to be bound by or comply with these Terms of Use, then you should cease accessing or using this Site.
1. Content, Limited License to Use the Site
Tower Research Capital owns and maintains this Site. All information contained in this Site is intended solely for the use of those persons who have been granted permission to use this Site and who have agreed to these Terms.
All text, graphics, user interfaces, visual interfaces, images, digitally downloadable files, photographs, trademarks, logos, product and program names and computer code (collectively, “Content”), including without limitation the name or logo Tower Research Capital and/or any of its affiliates described on the Site, the design, structure, selection, coordination, “look and feel” and arrangement of such Content is the property of Tower Research Capital and is protected in the U.S. and internationally under trademark, copyright, and other intellectual property laws. Except as specifically permitted below, nothing contained in these Terms or the Site itself either grants or will be construed to grant to you or any third party, by implication, estoppel or otherwise, any title or interest in, or any license or right to use or reproduce Content contained in the Site. No act of downloading or otherwise copying from this Site will transfer title to any software or material to any user hereof. Any data that you transmit to the Site becomes the property of Tower Research Capital and may be used by Tower Research Capital for any lawful purpose without restriction, subject to the Privacy Notice. Tower Research Capital reserves, and will enforce to the fullest extent possible, all rights that it may have with respect to all material contained in the Site.
Tower Research Capital grants you a limited, nonexclusive license to display and otherwise use portions of the Site solely for your own private, non-commercial, informational purposes only, and to print pages from the Site only in connection with that use. Except as described in the immediately preceding sentence, you may not copy, store, modify, distribute, transmit, post, publicly display, perform, reproduce, publish, license, create derivative works from, transfer or sell any text, graphics, logos and other source-identifying symbols, designs, icons, images, or other information, software or code obtained from the Site without prior express written permission from Tower Research Capital which may be withheld for any or no reason. You further agree not to download, display or use any Content located on the Site for use in any publications, in public performances, on websites other than this Site for any other commercial purpose, in connection with products or services that are not those of Tower Research Capital, in any other manner that is likely to cause confusion among consumers, that disparages or discredits Tower Research Capital, that dilutes the strength of Tower Research Capital property, or that otherwise infringes Tower Research Capital’s intellectual property rights.
2. Usage Parameters
Prohibited Uses. In addition to the other limitations discussed in these Terms of Use, the following requirements apply to your use of the Site: (a) you will not use any “deep-link”, “page-scrape”, “robot”, “spider” or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process to acquire, copy or monitor any portion of the Site or any Content to obtain or attempt to obtain any materials, documents or information through any means not purposefully made available through the Site; (b) you may not reverse look-up, trace or seek to trace any information on any other user of or visitor to the Site to its source, or exploit the Site or any service or information made available or offered by or through the Site, in any way where the purpose is to reveal any information, including but not limited to personal identification or information, other than your own information, as provided for by the Site, (c) you will not take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Site or Tower Research Capital’s systems or networks, or any systems or networks connected to the Site or to Tower Research Capital, (d) you agree not to use any device, software or routine to interfere or attempt to interfere with the proper working of the Site or any transaction being conducted on the Site, or with any other person’s use of the Site; (e) you may not use the Site or any Content for any purpose that is unlawful or prohibited by these Terms of Use, or to solicit the performance of any illegal activity or other activity which infringes the rights of Tower Research Capital or others; (f) you will not use the Site for any commercial purpose not expressly approved by Tower Research Capital in writing.
Means of Access. The Site is generally intended to be viewed by a conventional Web browser. Although you may use other means to access the Site, be aware that the Site may not appear accurately through other access methods, and you use them only at your own risk. You are responsible for setting the cache settings on your browser to ensure that you are receiving the most recent data. You are responsible for obtaining and maintaining all equipment, services and other materials that you need to access and use the Site.
Usage Monitoring. Tower Research Capital reserves the right, but does not have the obligation, to access, archive, or monitor any use of this Site, or your use of this Site and your communications to the Site. Any personal information collected during such monitoring will be used in accordance with Tower Research Capital’s then-current privacy notice. By using the Site, you accept Tower Research Capital’s right to access, archive, and/or monitor usage to ensure service quality, or to evaluate the Site, the security of the Site, compliance with these Terms of Use, compliance with applicable laws, rules or regulations or for any other reason. You agree that Tower Research Capital’s monitoring activities will not entitle you to any cause of action or other right with respect to the manner in which Tower Research Capital monitors your Site usage and enforces, or fails to enforce, these Terms of Use. You further agree that in no event will Tower Research Capital be liable for any damages incurred by you as a result of Tower Research Capital’s usage monitoring.
3. No Offer of Securities; No Advice
THIS SITE AND THE INFORMATION INCLUDED HEREIN ARE FOR GENERAL INFORMATION PURPOSES ONLY. UNDER NO CIRCUMSTANCES SHOULD ANY MATERIAL AT THE SITE BE USED OR CONSIDERED AS AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO BUY ANY SECURITY, FUTURE OR OTHER FINANCIAL PRODUCT OR INSTRUMENT.
This Site is also not intended to provide any investment, financial, legal, regulatory, accounting, tax or similar advice, and nothing on this Site should be construed as a recommendation, by Tower Research Capital or any third party, to acquire or dispose of any investment or security, or to engage in any investment strategy or transaction. You should consult your own investment, legal, tax and/or similar professionals regarding your specific situation and any specific decisions.
4. Privacy Notice
Tower Research Capital’s Privacy Notice posted on this website applies to use of this Site, and its terms are made a part of these Terms of Use by this reference. Please read our Privacy Notice for more information about our information collection, use practices and our use of cookies. Your use of this Site signifies your consent to those practices and use.
5. No Reliance
While Tower Research Capital uses reasonable efforts to update the information contained in the Site, Tower Research Capital makes no representations or warranties as to the accuracy, reliability or completeness of any information or Content at or on the Site. Any content of the Site is subject to change without notice. As noted above, permission by Tower Research Capital to access this Site should not be construed as, or relied upon as, investment, financial, legal, regulatory, accounting, tax or similar advice. You acknowledge that any reliance on such material or systems will be at your own risk. Tower Research Capital makes no representations regarding the amount of time that any Content will be preserved.
6. Materials to be Consulted in their Entirety
Tower Research Capital does not endorse, verify, evaluate or guarantee any information provided by users. You shall not create or distribute information, including but not limited to advertisements, press releases or other marketing materials, or include links to any sites which contain or suggest an endorsement by Tower Research Capital without the prior review and written approval of Tower Research Capital.
All materials at the Site are meant to be reviewed in their entirety, including any footnotes, legal disclaimers, restrictions, disclosures, and any copyright or proprietary notices, including those contained in these Terms of Use. Any disclaimers, restrictions or disclosures apply to any partial document or material in the same manner as they do the whole, and will be deemed incorporated in the portion of any material or document that you consult or download.
7. Links to Third Party Web Sites
This Site may contain links to other independent third-party web sites ("Linked Sites"). These Linked Sites are provided solely as a convenience to our visitors. Such Linked Sites are not under Tower Research Capital’s control, and Tower Research Capital is not responsible for and does not endorse the content of such Linked Sites, including any information or materials contained on such Linked Sites. You will need to make your own independent judgment regarding your interaction with these Linked Sites. Tower Research Capital disclaims any responsibility for the products or services offered or the information contained on any websites other than this Site.
8. No Offer of Employment
The Site does not constitute an offer or promise of employment with respect to any employment position described on this Site. Without notice, Tower Research Capital may eliminate, modify or change any aspects of any employment position described on the Site. This Site does not provide binding employment offers or any terms or conditions of employment. Any employment offer that may ensue as a result of your submission of information to Tower Research Capital shall be solely in accordance with the specific terms of such employment offer, not the terms of the Site.
9. Disclaimers
TOWER RESEARCH CAPITAL AND ITS OFFICERS, DIRECTORS, MEMBERS, PRINCIPALS, AGENTS AND EMPLOYEES (COLLECTIVELY, THE “TOWER PARTIES”) MAKE NO REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, REGARDING THIS SITE, CONTENT AND/OR THE ACCURACY, ADEQUACY, RELIABILITY, TIMELINESS, COMPLETENESS, SUITABILITY OR OTHER CHARACTERISTICS OF THE INFORMATION AND MATERIALS CONTAINED ON OR PRESENTED THROUGH THE SITE. THIS SITE AND ALL SUCH INFORMATION AND MATERIALS ARE PROVIDED “AS IS”, WITHOUT ANY WARRANTY OF ANY KIND, AND ON AN “AS AVAILABLE” BASIS. TOWER RESEARCH CAPITAL, TO THE FULLEST EXTENT PERMITTED BY LAW, HEREBY EXPRESSLY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, AS TO THE SITE, CONTENT, ANY MATTER RELATED TO THE SITE AND SUCH INFORMATION AND MATERIALS ON THE SITE, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT AND AVAILABILITY. TOWER RESEARCH CAPITAL EXPRESSLY DISCLAIMS LIABILITY FOR ERRORS AND OMISSIONS IN THE SITE OR THE INFORMATION AND MATERIALS CONTAINED THEREIN.
THE TOWER PARTIES FURTHER ASSUME NO RESPONSIBILITY FOR, AND MAKE NO WARRANTIES THAT, INFORMATION, SERVICES OR FUNCTIONS CONTAINED AT THIS SITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE OR THE SERVER THAT MAKES IT AVAILABLE WILL BE FREE OF VIRUSES, WORMS, “TROJAN HORSES” OR OTHER HARMFUL COMPONENTS. THE TOWER PARTIES SHALL NOT BE LIABLE FOR ANY DAMAGES OF ANY TYPE OR KIND TO YOUR COMPUTER, VIRUSES THAT MAY INFECT YOUR COMPUTER, OR SERVICES REPAIRS OR CORRECTIONS THAT MUST BE PERFORMED ON YOUR COMPUTER OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS OR USE OF THE SITE.
Tower Research Capital reserves the right to do any of the following, at any time, without notice: (1) to modify, suspend or terminate operation of or access to the Site, or any portion of the Site, for any reason; (2) to modify or change the Site, or any portion of the Site, and any applicable policies or terms; and (3) to interrupt the operation of the Site, or any portion of the Site, as necessary to perform routine or non-routine maintenance, error correction, or other changes.
10. Limitation of Liability; Indemnification
Except where prohibited by law, in no event will the Tower Parties be liable to you for any direct, indirect, consequential, exemplary, incidental, special or punitive damages, including lost profits or loss of revenue, even if Tower Research Capital has been advised of the possibility of such damages. Further, none of the Tower Parties will be responsible for any failure to comply, by you or any third party, with these Terms of Use or with applicable federal, state and/or local laws
If, notwithstanding the other provisions of these Terms of Use, Tower Research Capital is found to be liable to you for any damage or loss which arises out of or is in any way connected with your use of the Site or any Content, Tower Research Capital liability shall in no event exceed US$100.00. Some jurisdictions do not allow limitations of liability, so the foregoing limitation may not apply to you.
These limitations of liability will apply regardless of: (i) any negligence or gross negligence of Tower Research Capital or any of the Tower Parties or (ii) whether the liability arises in negligence, gross negligence, strict liability, contract, tort (including negligence or gross negligence) or any other theory of legal liability; and will remain in effect even if any remedy fails of its essential purpose.
Your sole remedy for dissatisfaction with your use of the Site is to stop using the Site.
You hereby agree, at your own expense, to indemnify, defend and hold Tower Research Capital and the Tower Parties harmless from and against any and all liability costs incurred by these parties in connection with any claim arising out of your use of the Site, including, without limitation, attorneys’ fees and costs. You shall cooperate as fully as reasonably required or requested in the defense of any such claim. Tower Research Capital reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and you shall not in any event settle any matter without the written consent of Tower Research Capital.
11. Violations of These Terms of Use
Tower Research Capital may disclose any information we have about you (including your identity) if we determine that such disclosure is necessary in connection with any investigation or complaint regarding your use of the Site, or to identify, contact or bring legal action against someone who may be causing injury to or interference with (either intentionally or unintentionally) Tower Research Capital’s rights or property. Tower Research Capital reserves the right at all times to disclose any information that Tower Research Capital deems necessary to comply with any applicable law, regulation, legal process or governmental request.
You agree that Tower Research Capital may, in its sole discretion and without prior notice, terminate your access to the Site and/or block your future access to the Site if we determine that you have violated these Terms of Use or other agreements or guidelines which may be associated with your use of the Site. You also agree that any violation by you of these Terms of Use will constitute an unlawful and unfair business practice, and will cause irreparable harm to Tower Research Capital, for which monetary damages would be inadequate, and you consent to Tower Research Capital obtaining any injunctive or equitable relief that Tower Research Capital deems necessary or appropriate in such circumstances. These remedies are in addition to any other remedies Tower Research Capital may have at law or in equity.
You agree that Tower Research Capital may, in its sole discretion and without prior notice, terminate your access to the Site, for cause, which includes (but is not limited to) (1) discontinuance or material modification of the Site or any service offered on or through the Site, or (2) unexpected technical issues or problems.
If Tower Research Capital does take any legal action against you as a result of your violation of these Terms of Use, Tower Research Capital will be entitled to recover from you, and you agree to pay, all reasonable attorneys’ fees and costs of such action, in addition to any other relief granted to Tower Research Capital. You agree that Tower Research Capital will not be liable to you or to any third party for termination of your access to the Site as a result of any violation of these Terms of Use.
12. General
Both you and Tower Research Capital acknowledge and agree that no partnership is formed and neither of you nor Tower Research Capital has the power or the authority to obligate or bind the other.
These Terms of Use are governed by the internal laws of the State of New York, without reference to its conflicts of laws provisions. You consent to the jurisdiction of, and venue shall lie in, any federal or state court located in the Borough of Manhattan, New York City as the exclusive jurisdiction and venue for the adjudication of all disputes arising out of or relating to the use of the Site. You hereby appoint the Secretary of State of the State of New York as your agent for service of process in any such proceeding. You agree that, to the extent permitted by applicable law, any and all disputes, claims, and causes of action arising out of or connected with this Site and/or these Terms, will be resolved individually, without resort to any form of class action. These Terms of Use operate to the fullest extent permissible by law.
Any notice to Tower Research Capital shall be given in writing and sent by registered mail to Tower Research Capital LLC, 377 Broadway, 11th Floor, New York, NY 10013, Attention: General Counsel, or at such successor address as designated by Tower Research Capital in its sole discretion from time to time.
The failure of Tower Research Capital to comply with these Terms of Use because of an act of God, war, fire, riot, terrorism, earthquake, pandemic, actions of federal, state or local governmental authorities or for any other reason beyond the reasonable control of Tower Research Capital, shall not be deemed a breach of these Terms of Use.
If Tower Research Capital fails to act with respect to your breach or anyone else’s breach on any occasion, Tower Research Capital is not waiving its right to act with respect to future or similar breaches.
If any provision of these Terms of Use is held to be invalid or unenforceable in any jurisdiction, such provision shall be deemed modified to the minimum extent necessary so that such provision shall no longer be held to be invalid or unenforceable, and these Terms of Use shall be interpreted so as to achieve the intent expressed herein to the greatest extent possible in the jurisdiction in question. Any such modification, invalidity or unenforceability shall be strictly limited both to such provision and to such jurisdiction.