WHEN DO THESE TERMS APPLY

These Terms and Conditions (Terms) are agreed between you and Bacryp Funded (SVG)

LLC trading as Bacryp Funded (the Company) and sets out the terms and conditions that

apply to your Account and your use of the Services (including under an Evaluation Outline or as a Funded Trader or ancillary services associated with either or both). These Terms are effective immediately on successful registration of your Account and continue until terminated or you stop using the Services in accordance with clause 18. By registering your Account and using the Services, you expressly acknowledge and agree that you have read, understood, and agree to be bound by these Terms

WHAT YOU ARE SIGNING UP FOR

Assessment of Trading skill

• By establishing an account and paying the Access Fee, you agree to have your trading skills assessed by the Company in a proprietary demonstration environment (developed by the Company) and evaluated against the Evaluation Hurdles corresponding to your chosen Evaluation Outline.

• You will receive access to the Trading Platform, which you will use to execute your trades for evaluation by the Company according to the Evaluation Hurdles.

Funded Trader 

• If your trading skills are sufficiently proficient and you satisfy the Evaluation Hurdles, the Company may offer you a role as a Funded Trader (which you may accept or decline). There is no guarantee that you will be offered such a role, irrespective of whether you satisfy the relevant Evaluation Hurdles.
• As a Funded Trader, the Company will allocate to you a Bacryp Funded FUM (the amount of which will correspond to your Evaluation Outline) from which you will conduct trades with the aim of making a Notional Net Profit for each Trading Period.
• If you satisfy the Funded Trader Criteria for a given Trading Period, you will receive a Trader Payment for that Trading Period.
• If you do not meet the Funded Trader Criteria for a given Trading Period, you will not receive a Trader Payment for that Trading Period.
• As a Funded Trader, you will not be required to make any payment of money to either fund your allocated Bacryp Funded FUM or cover the negative monetary positions of your trades. 

Your Bacryp Funded FUM and the monetary positions of your trades are representative in nature only and are not “live” amounts or positions.

Trades are representative only 

All your trades will be placed on the Trading Platform, which is strictly a demonstration-only environment and not a “live” platform. The Trading Platform may use real data taken from a live trading environment, but such data will be representative only, and your trades will not be placed in a “live” trading environment. This applies to the trades you place as part of your chosen Evaluation Outline and as a Funded Trader.

PRELIMINARY MATTERS 

3.1 Amendments to these Terms

The Company may vary these Terms at any time, including to ensure compliance with legal and regulatory requirements, to protect its systems, processes, and other users’ services (including other Funded Traders), and to otherwise ensure that the delivery of services can continue in a commercially reasonable and sustainable way. Where such changes materially affect the services or their delivery, you will be notified in writing before the changes are implemented or as soon as practicable after they are implemented.

3.2 Defined Terms

Unless expressly stated otherwise or the context requires it, the following words have the following meanings when used in these Terms:

• Access Fee means the upfront fees payable by you to the Company to receive the Services, as relevant to your selected Evaluation Outline and prescribed in the Schedule.

• Account means an account created by you, or on your behalf, to use the services offered by the Company.

• Account Application Form means the relevant application form (whether printed or hosted online) you must complete to establish an Account.

• Bacryp Funded FUM means the representative dollar value which you will be allocated if you are selected to become a Funded Trader, and from which you will use to construct and place representative trades.

• Confidential Information means any information which is by its nature confidential or commercially sensitive and includes all technical, proprietary, and operational information, drawings, techniques, processes, know-how, methods of working, data, and specifications, trade secrets, and other commercially valuable information of any kind, including the terms of these Terms.

• Evaluation Hurdles means the relevant criteria corresponding to each Evaluation Outline detailed in the Schedule, and the requirements that must be satisfied to determine whether the Company considers a person to have sufficient proficiency in trading.

• Evaluation Outline means an “Evaluation Outline” as detailed in the Schedule, which you select as part of establishing your Account.

• Funded Trader means a person who accepts the Company’s offer to become an independent contractor to construct and place theoretical trades using representative real-time data on the Trading Platform.

• Funded Trader Criteria means the relevant criteria a Funded Trader needs to satisfy in order to receive Trader Payments (as prescribed in the Schedule).

• Independent Contractor Agreement means an agreement to be entered into between you and the Company if you are selected to become a Funded Trader.

• Intellectual Property Rights means all Confidential Information and all industrial and intellectual property rights, including:
• Any current and future rights in respect of or in connection with any copyright, patents, trademarks, design rights, eligible layout rights, trade secrets, know-how, inventions, discoveries, and all other intellectual property as defined in Article 2 of the
• Convention Establishing the World Intellectual Property Organization (1967), whether registered or not.
• Any current and future rights to apply for registration of any of the rights in paragraph (a) above.
• Notional Net Profit means the notional value that can be attributed to the representative value of the net positions of your trades for each Trading Period.

• Permitted Use means the construction and placement of trades on the Trading Platform as part of the Evaluation Outline or as a Funded Trader.

• Restricted Territory has the meaning given in clause 4.

• Restrictions means the prohibitions and restrictions on the use of the Services set out in clause 12.2.

• Schedule means the schedule of the same name detailing the Evaluation Program(s) available to you (and relevant details for Access Fees, Evaluation Hurdles, Funded Trader Criteria, and Potential Trader Payment) when you establish an Account and as part of the Services.

• Services means the provision by the Company of trading technology (including the Trading Platform) and trading assessment services to you, other applicants, and Funded Traders as part of your selected Evaluation Outline.

• Terms means these Terms and Conditions and includes the accompanying documents expressly agreed to form part of these Terms, including the Schedule.

• Trades means the theoretical and/or representative forex and contracts-for-difference (CFD) trades you construct and place on the Trading Platform, whether as part of your Evaluation Outline or as a Funded Trader, and Trading has a corresponding meaning.

• Trader Payments means the amounts you will be entitled to receive if you become a Funded Trader and satisfy the Funded Trader Criteria (as prescribed in the Schedule).

• Trading Platform means the technology platform provided by the Company to you as part of the Services to construct and place Trades.

• Website means the Company’s website prescribed in the Schedule or such other website(s) as the Company may maintain from time to time to deliver any part of the Services.

3.3 Interpretation of these Terms

When interpreting these Terms, unless the context otherwise requires:

• Singular words include the plural and vice versa.
• Unless expressly stated otherwise, a reference to “party” means a party to these Terms.
• The word “including” or any form of that word is not a word of limitation.
• Headings and sub-headings are for ease of reference only and do not affect the interpretation or construction of these Terms.
• An obligation or benefit imposed by these Terms on or in favour of more than one person binds or benefits all of them jointly and each of them individually.
• A reference to a person or party includes an individual, the estate of an individual, a corporation, a regulatory body, an incorporated or unincorporated association or parties in a joint venture, a partnership, and a trust, and its successors or permitted assigns.
• Expressions referring to writing are construed as including references to words printed, typed, or otherwise reproduced.
• If a party is obliged to do or refrain from doing something, it must also ensure that its employees, agents, contractors, customers, and visitors do or refrain from doing the same, as the case may be.
• These Terms must not be construed adversely against a party merely because that party prepared or arranged for the preparation of these Terms.

3.4 Incorporation of Schedule

The Schedule is incorporated into, and forms part of, these Terms. The Schedule may accompany these Terms or may be provided to you separately (either as another document, via the Website, or as part of other communications between you and the Company). Unless expressly stated otherwise, the provisions of the Schedule prevail in the event of any discrepancy between them and these Terms.

RESIDENCY ACKNOWLEDGEMENT & DISCLAIMER

You acknowledge, warrant, and agree that you are not, and will not at any time during your use of the Services be, a citizen or resident (permanent or otherwise) of a Restricted Territory. You acknowledge and agree that it is your sole responsibility to ensure you comply with any laws and are permitted to use the Services, and you fully indemnify the Company and its personnel from any loss, damage, or liability arising out of or in connection with the establishment of your Account or your use of the Services being unlawful or not permitted in any jurisdiction, including your country of citizenship or residency. For the purpose of these Terms, a Restricted Territory includes those countries expressly stated to be a “Restricted Territory” as set out in the Schedule but can also include others as designated by governments and government agencies.

By purchasing any products, you agree that all the information provided is true and accurate. You undertake that you will notify us as soon as possible if any of the above representations become incorrect. You further agree that we may immediately, and without notice, suspend or terminate the agreement if we reasonably believe this to be required in order to comply with applicable sanctions laws. You explicitly agree that any monies paid are not refundable if you breach this Clause 4.

PROVISION OF SERVICES

• The Company provides the Services strictly for Permitted Use only.
• The Company makes no representation and does not give any warranty about the suitability of the Services. You acknowledge and agree that the Trading Platform and Services are provided “as is” and that you have not relied on any representation or warranty (express or implied) made by any party, other than as expressly set out in these Terms. The Company does not warrant that the Trading Platform or any other technology or platform it provides: (i) is or will be secure, accurate, complete, uninterrupted, without error, or free of viruses, worms, other harmful components, or other limitations; (ii) meets your requirements; (iii) will provide results that are accurate or reliable; or (iv) will have errors corrected.
• You acknowledge and agree that the Company provides you with technology, administrative, and assessment services only, and that the Services do not constitute the provision of financial products or financial services.
• You assume the entire cost of all necessary servicing, repair, or correction of problems caused by viruses or other harmful components, except to the extent directly caused by the Company’s gross negligence or willful misconduct.
• The Company is not responsible for delays in the transmission of trade orders due to disruption, failure, or malfunction of communications facilities or infrastructure and is not liable for any claims, losses, damages, costs, or expenses, including legal or professional fees, to any person or entity arising other than as a direct result of the Company’s sole gross negligence.
• The Company is permitted to limit the number of open trading positions you may enter, or the Company may refuse to accept any trade.

NO PARTNERSHIP OR EMPLOYEE RELATIONSHIP

The parties are independent contracting parties to each other. These Terms do not create or constitute a partnership, joint venture, agency, or employer/employee relationship between the parties, nor do they allow a party to make any representation for the other party or bind the other party to any duty or obligation.

ESTABLISHING YOUR ACCOUNT

7.1 Completion of Account Application Form
To establish your account, you must complete the Account Application Form on the Website and provide the Company with all additional information requested (including providing relevant documents to enable the Company to complete required identity verification and anti-money laundering checks).

7.2 Acceptance of Application
The Company will complete all necessary internal controls once you submit your Account Application Form and, once completed, will send you a notice informing you whether or not your application to establish an Account has been accepted.

7.3 Discretion to Accept Applications
The Company has full and complete discretion as to whether it accepts an Account Application Form or proceeds with establishing or maintaining an Account.

7.4 Acknowledgement
You acknowledge and accept that the Company will rely on the accuracy, completeness, and correctness of the information or documents you provide in your Account Application Form and to otherwise establish the Account, and warrant that you will immediately notify the Company if the information or documents provided are modified or become inaccurate following a change in your circumstances.

ACCESS FEE

8.1 Payment of Access Fee
Upon establishing your Account, you will be required to choose an Evaluation Outline and pay the Company the relevant Access Fee applicable to your chosen Evaluation Outline, in full and before you are given access to the Trading Platform. The Access Fee is a non-refundable fee once your Assessment Period starts, except where expressly required by law.

8.2 Voluntary Payment of Access Fee
By submitting an Account Application Form, you expressly authorize and consent to the Company establishing your Account, and you acknowledge that you will receive and use the Services voluntarily and without any coercion from any other party. You agree that any Access Fee you pay to the Company is done voluntarily in accordance with your selected Evaluation Outline. You must not submit a chargeback in relation to the Access Fee on an unsubstantiated basis (this includes where you have started to receive the Services or have otherwise started to use the Trading Platform in any way). The Company may present these Terms as evidence to refute any chargeback in connection with the Access Fee, and you will be liable for any costs the Company incurs (including administrative and legal costs on a full indemnity basis) to refute an unsubstantiated chargeback or recover amounts in connection with an unsubstantiated chargeback.

EVALUATION OUTLINE

9.1 Access to Trading Platform
Once the Company has received the Access Fee, you will be given access to the Trading Platform to start your Evaluation Outline. Unless expressly agreed by the Company or communicated to you otherwise, your Evaluation Hurdles (including the Assessment Period) will correspond to your Evaluation Outline as stated in the Schedule.

9.2 Assessment Period Restarts
You will not be entitled to restart the Assessment Period once it begins. The Company may, at its sole discretion, allow an Assessment Period to restart if provided with compelling reasons by you or another person. The Company is not obliged to permit a restart of an Assessment Period other than as may be required by law.

9.3 Change of Evaluation Outline
You may only change Evaluation Outlines if agreed by the Company. You may be required to pay additional amounts to cover differences in Access Fees or administrative fees associated with implementing such changes. The Company has sole discretion in deciding whether or not to allow you to change to another Evaluation Outline or reject such a request.

9.4 Live Demonstration
You may be asked to give the Company a “live” or “real-time” demonstration of your trading activities during the Assessment Period, either by video conference or in-person.

COMPLETION OF EVALUATION OUTLINE

To successfully complete your chosen Evaluation Outline, your trading performance must satisfy the Evaluation Hurdles relevant to you and your chosen Evaluation Outline. You will be advised by the Company at the end of your Assessment Period whether you have satisfied the Evaluation Hurdles.

FUNDED TRADER

11.1 Offer to Become a Funded Trader
If you satisfy the Evaluation Hurdles or the Company considers your trading skills to be proficient and of high standards, the Company may (at its sole discretion) offer you a position as a Funded Trader. The Company may use other available information to assess your suitability to become a Funded Trader (including demonstrated trading history and expertise). An offer to become a Funded Trader is not guaranteed. Paying an Access Fee and participating in an Evaluation Outline (successfully or otherwise) does not oblige the Company to offer you a Funded Trader position.

11.2 Accept or Reject Offer
You may accept or reject the Company’s offer to you of a role as a Funded Trader. To accept the offer, you must sign an Independent Contractor Agreement provided by the Company. To decline the offer, you may inform the Company accordingly. If the Company does not receive your response to the offer within 30 days of making the offer, this will be deemed a rejection of the offer.

11.3 Additional Information
You may be required to provide further or additional information (including identification, criminal history and bankruptcy checks, and bank account information) before being onboarded as a Funded Trader.

11.4 Independent Contractor
A Funded Trader is engaged by the Company as an independent contractor only and not as an employee, partner, or agent of the Company.

11.5 Bacryp Funded FUM
As a Funded Trader, you will be allocated a Bacryp Funded FUM, and you will construct and place trades with the aim of making Notional Net Profit and adding to your allocated Bacryp Funded FUM.

11.6 Trader Payments
For each Trading Period in which you satisfy the relevant Funded Trader Criteria, you will receive a Trader Payment for that relevant Trading Period. Any Trader Payments you are entitled to will be paid to you in US Dollars (or the equivalent in another currency if agreed to by the Company) and to a bank account nominated by you.

PERMITTED USE & RESTRICTIONS

12.1 Permitted Use
(a) You must only use the Services for the Permitted Use and must not use the Services to contravene the Restrictions or allow someone else to contravene the Restrictions.
(b) You warrant that you are, and will remain at all relevant times, permitted, authorized, or licensed (to the extent necessary, including under any law or regulatory requirement) to conduct the activities contemplated by the Permitted Use or the Services.
(c) You must comply with all relevant laws, regulations, or other requirements of competent authorities when engaging in any activities contemplated by the Permitted Use and the Services.
(d) The Company is not liable for any loss, cost, or liability arising in connection with a breach of this clause by you, and you indemnify the Company against any loss, cost, or liability you incur arising out of or in connection with such breach.

12.2 Restrictions
You must not:

• Allow or enable another person or third party to view, access, or use your Account or the Trading Platform without our express permission.
• Amend, modify, or alter any part of the Trading Platform or Services without the Company’s prior written consent.
• Use the Trading Platform, or allow it to be used, to engage in, support, or facilitate, directly or indirectly, any illegal, unethical, unconscionable, or fraudulent activities. This includes activities associated with contravening anti-money laundering and counter-terrorism financing laws of any country.
• Use the Services in contravention or violation of any laws or any third party’s personal or proprietary rights (including Intellectual Property Rights).
• Take any actions (including using any software or applications) to scrape, crawl, frame/iFrame, post unauthorized links to, aggregate, hack, perform denial-of-service (DOS) attacks on, reverse engineer, or circumvent technological protection measures of the Services, the Trading Platform, or the Website.
• Use the Services or Trading Platform to transmit unsolicited commercial communications to third parties.
• Use any trading strategy that is expressly prohibited by the Company, including trading in a way that may include but is not limited to: (i) Exploiting errors or latency in pricing and/or platform(s) provided by, or on behalf of, the Company.
  (ii) Using non-public and/or insider information.
  (iii) Facilitating or supporting front-running trades placed elsewhere.
  (iv) Undermining the relationship the Company may have with a service provider (including a broker) or which could result in the cancellation of live trades placed by the Company.
  (v) Creating regulatory issues for the Company or a service provider (including a broker).
  (vi) Accessing multiple accounts from the same IP address or allowing an account to be used from multiple IP addresses.
  (vii) Allowing a third party to access or use your Account for any reason, including for the purposes of placing trades or to pass an evaluation challenge.
  (viii) Using any other strategy, software, or technique that the Company considers, in its exclusive opinion, to not represent individual trading in good faith.

12.3 Contraventions
If the Company determines that you have contravened this clause 12, the Company may immediately and without notice terminate or suspend your Account and/or use of the Services, and you will forfeit any fees or payments you are entitled to under these Terms. You will not be eligible to become or remain a Funded Trader if your trading activities contravene the Restrictions of this clause 12.2, and you agree that the Company may review your trading activities at any time to determine if such contraventions have occurred.

TAXES OR OTHER STATUTORY OR REGULATORY COSTS

(a) All fees quoted as part of these Terms will be exclusive of tax, unless expressly stated otherwise.

(b) You are solely responsible for paying all relevant taxes or other statutory or regulatory fees or costs in connection with your use of the Services, including any applicable sales, use, goods and services, value-added, withholding, or similar taxes, and any penalties or interest in connection with the same.

(c) If the Company is required to withhold or deduct any such amounts described in paragraph (b) above from the Trader Payment, the Company is entitled to recover such withheld or deducted amounts from you in addition, and as a debt immediately due and payable.

NTELLECTUAL PROPERTY

14.1 Ownership of Intellectual Property
The parties acknowledge and agree that the Company wholly owns all legal ownership and Intellectual Property Rights to any technology, applications, products, systems, and documents that are provided to you in connection with these Terms, including the Trading Platform, the Website, the Account, and any other part of the Services.

14.2 Assignment of Intellectual Property Rights
If required to effect the Company’s ownership and control of any Intellectual Property Rights described in clause 14.1, you must procure the effective assignment of any such rights.

14.3 Indemnity
You indemnify the Company against all liabilities incurred by the Company arising out of or in connection with any infringement of Intellectual Property Rights by you or any failure to effectively assign Intellectual Property Rights to the Company under clause 14.2.

CONFIDENTIALITY

Each party agrees not to disclose information provided by any other party that is not publicly available (including the existence or contents of these Terms) except:

• With the consent of the party who provided the information (such consent not to be unreasonably withheld); or
• If allowed or required by law, the Terms and Conditions, or required by a regulatory authority;
• In connection with any legal proceedings relating to the Terms and Conditions;
• To any person in connection with the exercise of rights or dealing with rights or obligations under the Terms and Conditions (including in connection with preparatory steps such as negotiating with any potential assignee or other person who is considering contracting with us in connection with the Terms and Conditions).

PRIVACY AND DATA PROTECTION

(a) We collect personal information from you in order to process your application, and if your application is accepted, to administer your investment and to provide you with services related to your investment. If you do not provide us with your personal information, we may not be able to process your application or provide our services to you.

(b) In order to do these things, we may disclose your personal information on a confidential basis to our agents, contractors, or third-party service providers that provide services to us in connection with these Terms and Conditions, but restricted to the purposes of providing that service.

(c) We may also disclose your personal information to regulatory authorities and third parties as required or authorized by law.

(d) We may also use your personal information to inform you about other products and services offered by us or other companies associated with us. In order to do that, we may disclose your information to such other companies, including within our corporate group.

(e) You acknowledge it may be necessary for your information to be transferred to someone who provides a service to us in other countries, and you consent to such a transfer. You agree that we may record all telephone conversations, emails, internet conversations (chat), and meetings between you and us, and use such recordings, or transcripts from such recordings, as evidence towards any party (including, but not limited to, any regulatory authority and/or court of law) to whom we, at our sole discretion, deem it desirable or necessary to disclose such information in any dispute or anticipated dispute between us and you.

(f) You agree that the Company may contact you directly by any communication method.

(g) The Company will keep records containing your personal data, trading information, account opening documents, communications, and anything else which relates to you for at least five years after termination or expiry of these Terms (or such other period as required by law).

INDEMNITY AND LIMITATION OF LIABILITY

17.1 Indemnity
You indemnify us against any liability or loss (including consequential losses) arising from, and any costs incurred in connection with:

• Us acting in connection with the Terms or any Contract or Order in good faith on telephone, email, or written instructions purporting to originate from you; or
• An Event of Default; or
• Your breach of these Terms;
• The Agreement; or
• Us acting in accordance with any direction, request, or requirement of any regulatory authority or government body.

You agree to pay amounts due under this indemnity on demand from us. This indemnity survives any termination of the Agreement.

17.2 Indirect Losses
We are not liable for indirect losses that occur as a side effect of the main loss or damage that are not foreseeable by you and us. We are not liable to you for losses which you incur that are foreseeable by us simply because you have communicated the possibility of such losses or any special circumstances to us.
We are not liable to you for any loss of profit or opportunity.

17.3 Exclusion of Liability
We are not liable for loss or costs caused by:

• Any action we may take under these Terms, so long as we act within its provisions and, in particular, act reasonably where required to do so; any claim, loss, expense, cost, or liability suffered or incurred by you except to the extent that such a loss, expense, cost, or liability is suffered as a result of our breach of these Terms, negligence, or willful default;
• The exercise or attempted exercise of, failure to exercise, or delay in exercising, a right or remedy under the Terms;
• Not accepting your orders or delays in accepting your orders;
• Not designating or delays in designating amounts as either Bacryp Funded FUM in your Funded Account.

TERMINATION OR DISCONTINUED USE OF THE SERVICES

18.1 Voluntary Discontinuation of Use

• You may stop using the Services at any time you decide. You must notify us as soon as practicable following your decision to stop using the Services.
• If you do not use or access your Account or the Trading Platform for 6 consecutive months, the Company may deem this as your notification that you have decided to stop using the Services.
• Upon notification of your discontinuation of use of the Services, the Company will close or restrict access to your Account and the Trading Platform.
• Subject to paragraph (e) below, you will not be entitled to receive payment of any sums or any refund of the Access Fee.
• If you have been onboarded as a Funded Trader, you will receive any remaining Trader Payments you are entitled to (before your discontinuation of the Services and subject to clause 13).

18.2 Termination Without Cause by the Company
The Company may terminate your use of the Services for any reason and without cause at any time.

18.3 Termination for Cause

• A party may terminate these Terms if the other party fails to remedy a breach of any clause of these Terms within 14 days of receiving written notification of the breach.
• A party may terminate these Terms immediately, without notice to the other party, if the other party commits a material breach of these Terms. A material breach includes:
  (i) A party becoming bankrupt, making an assignment for the benefit of its creditors, entering into an arrangement with its creditors, or becoming unable to pay its debts when they fall due; or
  (ii) A party resolving to wind up, being subject to an order to be wound up, going into liquidation, being placed under official management, or having a receiver, manager, or administrator appointed; or
  (iii) If you breach a Restriction or use the Services in contravention of the Permitted Use.
• The Company may terminate these Terms immediately and without notice to you under clause 12.3.

18.4 Suspension in Lieu
The Company may elect to suspend your access to the Services rather than terminate these Terms if it considers it more appropriate to do so (for example, if further inquiries or investigative activities need to be completed to determine if there has been a breach of these Terms or misuse of the Services). The length of any such suspension will be determined by the Company at its sole discretion, acting reasonably.

18.5 Consequences of Termination

• On termination or expiry of these Terms: (i) Your access to the Services will be restricted and/or cancelled;
  (ii) Each party must, as soon as reasonably practicable, deliver to each other party (or, if directed to do so, delete or destroy) any Confidential Information, data, personal information, or other property of the other party that is in its possession or control. To comply with this paragraph, you must return to the Company all information, including access codes and passwords in your possession, related to the Services and the Trading Platform.
• Except as expressly contemplated by clause 12.3, termination or expiry of these Terms does not prejudice the rights or obligations of a party accrued before termination or expiry, including in relation to payment of Access Fees or Trader Payments, whether invoiced or not at the time of termination or expiry of these Terms.

18.6 Survival
A clause that is expressed to, or by its nature is intended to, survive termination or expiry, including clauses 4 (Residency Acknowledgement & Disclaimer), 6 (No Partnership or Employee Relationship), 13 (Taxes or Other Statutory or Regulatory Costs), 14 (Intellectual Property), 15 (Confidentiality), 16 (Privacy and Data Protection), 17 (Indemnity and Limitation of Liability), 18.5 (Consequences of Termination), 18.6 (Survival), 21 (Notices), and 22 (Dispute Resolution), survives termination or expiry of these Terms.

FORCE MAJEURE

The Company is not liable to you or any other person for any claims, losses, damages, costs, or expenses, including legal or professional fees, caused directly or indirectly by any events, actions, or omissions not within the Company’s reasonable control. This includes those resulting from civil unrest, war, insurrection, international intervention, actions of a government or regulatory body (including, without limitation, exchange controls, forfeitures, nationalisations, devaluations), natural disasters, acts of God, market conditions, inability to communicate with any relevant person, or any delay, disruption, failure, or malfunction of any transmission or communication system or computer facility, whether belonging to you, the Company, or a third party or other service provider.

WARRANTIES REGARDING CAPACITY AND STATUS

20.1 Warranties Regarding Capacity
Each party represents to the other that the following statements are true and accurate upon the commencement of these Terms:

• It validly exists under the laws of its place of incorporation.
• It has the power to enter into and perform its obligations under these Terms and to carry out the transactions contemplated by these Terms.
• It has taken all necessary action to authorize its agreement and performance of these Terms and to carry out the transactions contemplated by these Terms.
• Its obligations under these Terms are valid, binding, and enforceable against it.
• All warranties contained in this clause 20 are true and correct and will remain true and correct while you use the Services.

20.2 If You Are a Trustee
If you establish your Account as the trustee of a trust (Relevant Trust), then you warrant to the Company that, upon establishing your Account:

• You are, and continue to be, the sole trustee of the Relevant Trust and are not in breach of any fiduciary duty in respect of the Relevant Trust.
• The Relevant Trust has been validly settled and has not terminated or vested, and no action has been taken or proposed to remove you as trustee or to terminate the Relevant Trust.
• You have a right to be fully indemnified out of the assets of the Relevant Trust, and the Relevant Trust fund is sufficient to satisfy such indemnity right and all other obligations you have as the trustee indemnified under these Terms.
• You have full power and unfettered authority to enter into these Terms, discharge your obligations under these Terms, and observe and perform all of your obligations under these Terms.
• You agree to these Terms in the due and proper administration of the Relevant Trust and for the benefit of the beneficiaries of the Relevant Trust, without any conflict of interest, duty, or breach of trust.
• These Terms are legal, valid, and binding on you, and subject only to the discretion of the courts not to grant relief by way of injunction, specific performance, or declaration, and laws relating to creditors’ rights generally, are enforceable against you.

20.3 Restrictions If You Are a Trustee
In your capacity as trustee of the Relevant Trust, you must not, without the Company’s prior written consent, permit any of the following:

• Variation, replacement, or limitation of the terms of any document constituting the Relevant Trust.
• Your removal as trustee of the Relevant Trust or the appointment of another party as trustee, whether solely or jointly with others.
• Any distribution, transfer, or setting aside of any part of the income or capital of the Relevant Trust.

NOTICES

Any notice, demand, consent, or other communication (“Notice”) given or made under these Terms must be in writing, in English, signed by a person duly authorized by the sender, and delivered to the registered address of the Company or an address notified by you to the Company in any correspondence (as the case may be). This includes any notice, demand, consent, or other communication made through electronic forms of communication, such as email.

DISPUTE RESOLUTION

22.1 Good Faith Negotiation
If a dispute arises out of or in connection with these Terms (except for an urgent matter that may require urgent relief), the parties agree to act in good faith to resolve the dispute by ensuring discussions between them are conducted before any further action is taken on the dispute.

22.2 Arbitration
At any time following a dispute arising, and whether the parties have relied on clause 22.1 or not, the dispute may be referred to and finally resolved by arbitration under the London Court of International Arbitration Rules (LCIA Rules), which are deemed to be incorporated by reference into this clause, and:

• The number of arbitrators will be one.
• The seat of the arbitration will be London, England.
• The language of the arbitration will be English.

22.3 Injunctive Relief
This clause 22 does not prejudice any party’s right to seek injunctive relief from a court of competent authority where failure to obtain such relief would cause irreparable damage to the party concerned. The dispute resolution procedures in this clause 22 do not apply to impair, delay, or otherwise prejudice the exercise by a party of its rights provided in these Terms (including any right of termination).

GENERAL

23.1 Severability
If any part of these Terms does not comply with any law, then the offending part must be read down to give it as much effect as possible. If it is not possible to give the provision any effect at all, then it must be severed from the rest of these Terms.

23.2 No Waiver
A single or partial exercise or waiver of a right relating to these Terms does not prevent any other exercise of that right or the exercise of any other right. A party is not liable for any loss, cost, or expense of any other party caused or contributed to by any waiver, exercise, attempted exercise, failure to exercise, or any delay in the exercise of a right.

23.3 Variations
Other than as expressly contemplated by another provision of these Terms, a variation or amendment to these Terms is not binding unless agreed by the parties in writing.

23.4 Assignment
You must not assign, novate, transfer, or otherwise deal with your rights and obligations under these Terms without the Company’s prior written consent. The Company may assign, novate, transfer, or otherwise deal with its rights and obligations under these Terms without notice to you to effect any corporate restructuring activities or a sale or transfer of its business to a third party.

23.5 Entire Agreement
These Terms form the entire agreement between the parties and supersede all other communications, negotiations, arrangements, and agreements, whether verbal or written, between the parties in respect of the subject of these Terms.

23.6 Governing Law

These Terms are governed by the laws of Saint Vincent and the Grenadines, and each party irrevocably and unconditionally submits to the non-exclusive jurisdiction of the courts of Saint Vincent and the Grenadines.

APPLICANT CONFIRMATION & ACKNOWLEDGEMENT

I/we, being the above-named applicant, have read and understood the Terms and Conditions accompanying this Account Application Form, and authorize Bacryp Funded  (SVG) trading as Bacryp Funded to establish an Account on my/our behalf. I/we acknowledge and agree that I/we have voluntarily and fully consented to paying the Access Fee corresponding to the Assessment Path I/we have selected above to the Company. The Company may present this Confirmation and Acknowledgement as evidence to refute any chargeback in connection with an Access Fee paid by me/us and may recover from me/us any costs (including administrative and legal costs on a full indemnity basis) it incurs to refute a chargeback or recover an Access Fee associated with an unsubstantiated chargeback.