Terms of Use

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Last Updated: January 11, 2021

 

These TG APEX Pro Portal Terms and Conditions of Use (the "Terms") solely govern the use by you ("you" or "your") of the TG APEX Pro user interface, or portal, and associated services (collectively, the "Portal"). These Terms set forth the entire agreement between TG Asset For Wealth, Inc and you regarding your use of the Portal. These Terms supplement any other written agreements between you and TG APEX Pro. To the extent that you are accessing the Portal on behalf of another person (including a legal entity) that is a client of TG APEX Pro, you represent and warrant that you are duly authorized to legally bind such client. All capitalized terms not defined herein shall have the meanings ascribed in your custodial and/or execution agreement. In the event that these Terms conflict with your custody and/or execution agreement with TG APEX Pro, the terms of your custody and/or execution agreement shall control.

The Portal is intended for use solely by current customers of TG APEX Pro provides access to information about your custody and/or execution accounts with those entities. Not all Portal services and information will be available to all customers. In the future, TG APEX Pro may, in its sole discretion, expand the Portal capabilities, in which case these Terms may be updated consistent with Section 1.2 below.

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Section 1. Your Access to and Use of the Portal

 

1.1 Definitions

As used in the Portal, terms below are defined as follows:

"Custody Account" means your account under a custodial agreement with either TG APEX Pro or TG ASSET FOR WEALTH, INC, as applicable.

"End of each day" means 4:00 pm Eastern Time.

"Market value" means the US dollar value of certain digital assets calculated using the market price of such digital assets.

"Market price" means the per unit US dollar price of a digital asset as of a certain time under TG APEX PRO's Valuation Policy. Generally, this policy looks to a regulated spot exchange with the highest volume for a given digital asset.

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1.2 Acceptance of Terms of Use

PLEASE READ THESE TERMS CAREFULLY. BY ACCESSING THE PORTAL YOU AGREE THAT YOU HAVE READ THESE TERMS AND YOU AGREE TO BE BOUND BY THEM. Your acceptance of and compliance with these Terms is a condition to your right to access and utilize the Portal. You are not required to use the Portal at this time. If you do not agree to all of the Terms, you should not use the Portal. TG APEX Pro may amend these Terms, from time to time, and will post such amended Terms at  https://www.tgapex.com/termofuse, with the applicable effective date of such amended Terms set forth at the top of such Terms. Your continued use of the Portal after the applicable effective date for any amended Terms shall constitute your acceptance of the amended Terms. If the modified Terms are not acceptable to you, your only recourse is to cease using the Portal.

Use of the Portal is also subject to TG APEX Pro’s Privacy Policy at https://www.tgapex.com/privacypolic, which governs how TG APEX Pro collects, uses, discloses and otherwise manages personal information collected on the Portal and the measures TG APEX Pro takes to safeguard such information.

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1.2 No Offer or Recommendation

The content of the Portal is provided for informational purposes only. The content in the Portal is not intended to provide financial, legal, tax or investment advice or recommendations, or to be or constitute, a solicitation, recommendation or offer to buy or sell any security, financial product or instrument. You should conduct your own analysis and consult with professional advisors prior to making any investment decisions. You are solely responsible for determining whether any investment, investment strategy or related transaction is appropriate for you based on your personal investment objectives, financial circumstances and risk tolerance. You should consult your legal or tax professional regarding your specific situation. Past performance data should not be construed as indicative of future results.

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1.3 Security

For the protection of your Portal account, you should not share your credentials (including usernames and passwords) with anyone. You are solely responsible for maintaining the security of your Portal login credentials and any other form of authentication. If you suspect that your Portal access or credentials have been compromised, or that you have been a victim of fraud or attempted fraud, or any other security incident, you must notify TG APEX Pro immediately at info@tgapex.com. You agree that use of the Portal shall constitute a Custodian Designated Security Procedure under your custody and/or execution agreement with TG APEX Pro and/or TG Asset For Wealth, Inc Execution, pursuant to which we may provide confirmations, statements, invoices, tax forms, and other account and transaction documentation.

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1.4 Prohibited Use

You agree not to use the Portal for any illegal purpose, including, but not limited to, laundering money, engaging in fraud or attempted fraud, manipulating the cryptocurrency and forex asset markets, or violating any applicable sanctions programs, including those administered by the U.S. Department of the Treasury's Office of Foreign Assets Control.  In addition, you will not engage in any of the following activities, either directly or through a third party: (i) attempt to gain unauthorized access to the Portal or another TG APEX Pro customer’s account via the Portal; (ii) make any attempt to bypass or circumvent any security features; (iii) reproduce, duplicate, copy, sell or resell the Portal; (iv) engage in any activity that is abusive or interferes with or disrupts the Portal; (v) use the Portal in connection with any transaction involving illegal products or services; (vi) reverse engineer or decompile any part of Portal; or (vii) use or access the Portal for any purpose except as authorized in these Terms.  TG APEX Pro reserves the right to monitor, review, retain, or disclose any information of yours as necessary to satisfy any applicable law, regulation, legal process, or governmental request. TG APEX Pro also reserves the right to cancel or suspend your access to the Portal, in TG APEX Pro’s sole discretion, if TG APEX Pro determines that your activity is associated with a prohibited use.

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Section 2. No Warranty; Limitation of Liability

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2.1 No Warranty

The information on the Portal is provided "as is." TG APEX Pro does not warrant the accuracy of the material provided therein, either expressly or impliedly, for any particular purpose and expressly disclaims any warranties of merchantability or fitness for a particular purpose. TG APEX Pro does not guarantee the accuracy, timeliness, completeness or usefulness of any content. You agree not to hold TG APEX Pro liable for any possible claim for damages arising from any decision you make based on the Portal contents. You agree to use the content of the Portal at your own risk. You should be aware that there are risks associated with digital assets, as disclosed in your custodial and/or execution agreements with NYDIG Trust and/or Execution, and by using the Portal, you accept those risks.

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2.2. Limitation of Liability

TG APEX Pro, including its officers, directors, members, affiliates, employees, agents, licensors, service providers, and subcontractors will have no liability, contingent or otherwise, to you or any third party for any losses, liabilities, judgments, suits, actions, proceedings, claims, damages, costs, awards, fines, penalties, settlements or other expenses (including attorneys’ fees and disbursements), whether direct, indirect, special, incidental or consequential arising from or occurring in connection with the Portal or these Terms, or the performance or breach of these Terms, even if TG APEX Pro knew of the possibility of such losses, except if the losses are found to have resulted solely from the gross negligence, willful misconduct, or fraud of TG APEX Pro. You are solely responsible for any losses, damages or costs resulting from your reliance on any data or information that TG APEX Pro may provide in connection with your use of the Portal. You acknowledge that you have made your own independent decision to use the Portal. Finally, TG APEX Pro will have no liability for the acts or omissions of any third party providing any goods or services pursuant to these Terms. Notwithstanding anything in these Terms to the contrary, TG APEX Pro will in no event be liable for any consequential, indirect, special or punitive damages.

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Section 3. Termination

 

3.1 Termination

TG APEX Pro reserves the right to suspend, change, limit, modify or terminate, without prior notice, all or any part of your access to the Portal if TG APEX Pro, in its sole discretion, determines that: (i) the use of your account is associated with a prohibited use, as described in these Terms, or you have otherwise violated the terms of these Terms; (ii) TG APEX Pro is required to do so by governmental authority or court order; (iii) you have violated applicable law or regulation; or (iv) that it is necessary to protect TG APEX Pro. TG APEX Pro shall not be liable to you or any third party for the termination or suspension of the Portal or its content, or any claims related to such termination or suspension.

TG APEX Pro may discontinue or modify the Portal, and any portion thereof, at any time, without providing any notice to you. You release and agree to indemnify and hold harmless TG APEX Pro for any loss or damages arising from or relating to such discontinuation or modification.

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Section 4. Additional Obligations and Agreements

 

4.1 Intellectual Property

TG APEX Pro shall retain all right, title, and interest (including all copyright, trademark, patent, trade secrets, and all other intellectual property rights) in the Portal. Use of any TG APEX Pro intellectual property, including, without limitation, the name, marks, or logo of TG APEX Pro, without the express, prior written consent from TG APEX Pro is strictly prohibited.

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4.2 Severability

If any one or more of the provisions of these Terms are held to be unenforceable or void, that provision(s) will be limited and construed so as to make it enforceable, or, if such limitation or construction is not possible, that provision(s) will be deemed stricken from these Terms. In any event, all other provisions of these Terms will remain in full force and effect.

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4.3 Governing Law

These Terms, services provided pursuant to it, any transaction effected in connection with it, and all other matters arising under it will be governed by the laws of the State of New York, without regard to the conflicts of law provisions thereof.

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4.4 Arbitration

You agree that any dispute arising out of or relating to these Terms or to your use of the Portal, including, without limitation, federal and state statutory claims, common law claims, and those based in contract, tort, fraud, misrepresentation, or any other legal theory, shall be resolved through binding arbitration. Arbitration shall be conducted in accordance with the American Arbitration Association's rules for arbitration of consumer-related disputes (accessible at https://www.adr.org/sites/default/files/Consumer%20Rules.pdf). This agreement to arbitrate includes, without limitation, disputes arising out of or related to the enforceability, revocability, scope, or validity of these Terms, including this provision regarding arbitration. All such matters shall be decided by an arbitrator and not by a court or judge. You agree to waive your right to a trial by jury.