Partner Program Terms (Partner Terms)
Partner Program Terms
Basic Information
- Operator
- Attempia LTD. (the "Company").
- Service
- SYSTEMTRADE.COM (the "Service").
- Document
- Partner Program Terms (Partner Terms)
Table of Contents
- Article 1 (Purpose and Scope) →
- Article 2 (Definitions) →
- Article 3 (Registration, Review, Approval, Cancellation) →
- Article 4 (Legal Compliance and Advertising Compliance) →
- Article 5 (Listing Program: Content Requirements, Rights, Review, Updates, Support) →
- Article 6 (Affiliate Program: Media Registration, Link Use, Restrictions, IP) →
- Article 7 (Tracking, Attribution, Invalid Traffic, Audit) →
- Article 8 (Rewards/Commissions, Set-off, Holdback, Clawback) →
- Article 9 (Point Exchange and Withdrawal) →
- Article 10 (Taxes) →
- Article 11 (Disclaimer, Limitation of Liability, Force Majeure) →
- Article 12 (Indemnification) →
- Article 13 (Suspension, Termination, Measures) →
- Article 14 (Confidentiality, Data, Security) →
- Article 15 (Changes to Terms/Rules) →
- Article 16 (Governing Law and Jurisdiction) →
- Article 17 (Miscellaneous) →
Article 1 (Purpose and Scope)
These Terms set forth the conditions for participation in the "Partner Program" (collectively referring to (1) the program for listing and selling digital products (the "Listing Program") and (2) the affiliate/referral program (the "Affiliate Program")) and define the rights and obligations of the Company and participants (the "Partners").
These Terms apply to all acts by Partners on or in connection with the Service, including listing, selling, promotion, placing links, handling inquiries, providing data, receiving rewards, and requesting exchange/withdrawal.
The Company may separately establish specifications, operational rules, prohibitions, tracking conditions, conversion conditions, review/listing criteria, payment terms, and other rules for the Partner Program (the "Program Rules") by posting on the Service or by any method deemed appropriate. The Program Rules form part of these Terms.
If these Terms conflict with the Program Rules, these Terms shall prevail unless the Company expressly provides otherwise.
Article 2 (Definitions)
Unless otherwise defined, the terms used in these Terms shall have the meanings set forth below.
Definitions
- Partner
- An individual or entity that registers through the Company’s procedures and is approved by the Company.
- Listing Partner
- A Partner approved by the Company to participate in the Listing Program.
- Affiliate Partner
- A Partner approved by the Company to participate in the Affiliate/Referral Program.
- Content
- Digital products provided on the Service that are created (or properly cleared/managed) by a Listing Partner, including EAs, indicators, e-books, accompanying materials, updates, and revised versions.
- E-book
- A digital publication such as PDF or equivalent formats (e.g., learning materials, guides, reference documents).
- Affiliate Media
- Any media operated or managed by an Affiliate Partner (website, app, social account, channel, etc.) where affiliate links are placed.
- Affiliate Link
- A unique URL or other tracking method provided by the Company for conversion tracking.
- Conversion
- An action by a user who accessed the Service via an Affiliate Link that satisfies conditions defined by the Company or the Program Rules (purchase, trading volume threshold, or other conditions set by the Company).
- Rewards
- Any commission, revenue share, points, bonuses, or other benefits granted or paid by the Company to a Partner.
- Commission
- Rewards granted or paid to an Affiliate Partner based on conversions.
- Points
- "Systre Points" issued by the Company as an internal reward currency.
- Effective Date
- The date on which the Partner completes registration and, if applicable, is approved by the Company, as determined by the Company’s records.
- Net Sales
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The amount definitively received by the Company from users for sales of the relevant Content (converted to JPY using a reasonable rate determined by the Company if applicable), less the following items:
- (1) Taxes (including VAT/GST, etc.).
- (2) Payment processing fees and other external costs paid to payment processors, card networks, stores, or other third parties.
- (3) Amounts reduced or lost due to refunds, cancellations, chargebacks, payment reversals, fraudulent use, or other reasons.
- (4) Coupon/discount amounts, point redemptions, and other discount equivalents.
- (5) Fees charged by external sales channels (if applicable).
Article 3 (Registration, Review, Approval, Cancellation)
- Partners must register in the manner prescribed by the Company and provide and maintain true, accurate, and up-to-date information.
- The Company may, at its sole discretion, approve, reject, hold, cancel, or suspend an application. The Company has no obligation to disclose reasons.
- If false statements, omission of material facts, inconsistencies, impersonation, or use of a third party’s identity are found, the Company may immediately suspend/terminate participation and may withhold unpaid rewards, revoke granted rewards, demand repayment, set-off, and take other measures.
- The Company may request additional documents for identity/bank account verification, AML/KYC, sanctions/anti-social checks, fraud prevention, etc. If a Partner fails to comply, the Company may hold, suspend, or terminate rewards/participation.
- Partners must provide contact information, receiving account details, tax information, and other necessary information to the extent requested by the Company.
Article 4 (Legal Compliance and Advertising Compliance)
- Partners must comply with applicable laws, regulations, and industry rules (including advertising disclosures, consumer protection, personal data, and financial-related representations).
- Partners must not use expressions suggesting guaranteed profits, no risk, certain results, or principal guarantees, nor make exaggerated or misleading representations.
- Partners must not use methods deemed inappropriate by the Company, including forced clicks, cookie stuffing, hidden links, fake reviews, rating manipulation via multiple accounts, deceptive UI, bot traffic, unauthorized incentives, spam, or nuisance behavior.
- Partners must not impersonate the Company, misrepresent themselves as an agent/official/partner, or falsely claim endorsement by public institutions.
- Partners must appropriately disclose material relationships (e.g., that content is an advertisement/referral and may generate compensation) in accordance with each platform’s requirements.
- Partners represent and warrant that they are not sanctioned persons nor controlled by sanctioned persons and will not use the Service in violation of sanctions or export control laws.
- Partners represent and warrant that they are not anti-social forces (or equivalent) and have no relationship with them.
Article 5 (Listing Program: Content Requirements, Rights, Review, Updates, Support)
- Scope of eligible listings: limited to digital content related to financial markets (education, analysis, automated trading tools, e-books, etc. for FX, stocks, futures, options, crypto assets, etc.). The Company may impose additional restrictions under the Program Rules.
- No harmful code: Content must not contain viruses, malware, backdoors, logic bombs, or other harmful elements.
- No infringement: Content must not infringe third-party IP, privacy, reputation, or other rights, and must comply with laws. Rights clearance and legality are solely the Listing Partner’s responsibility.
- Rights in metadata: The Company may edit, format, translate, localize, advertise, and operationally use metadata and display formats such as titles, descriptions, icons, thumbnails, categories, tags, and promotional text.
- Ownership and license: IP rights in the Content itself (source code, logic, algorithms, etc.) generally belong to the Listing Partner. However, the Listing Partner grants the Company a non-exclusive, sublicensable license to reproduce, transmit, distribute, display, and store the Content to the extent necessary to operate, provide, promote, and maintain the Service.
-
Review/removal: The Company may review submitted Content and, at its sole discretion, request changes, unpublish, suspend listing, delete, restrict access, or suspend/terminate accounts. In particular, the Company may take action without prior notice in the following cases:
- (1) If there is a risk of rights infringement.
- (2) If it may be used for illegal or unethical purposes.
- (3) If it contains harmful elements.
- (4) If it violates these Terms, the Program Rules, or Company policies.
- (5) If complaints, regulatory/legal response, or internal compliance needs arise.
- Updates: Material changes to core logic/algorithms must be submitted as new Content. Minor updates (bug fixes, performance improvements, compatibility changes, etc.) are permitted provided a detailed changelog is attached. The Company will reasonably determine whether an update constitutes a material change.
- Support: Listing Partners are primarily responsible for inquiries, complaints, user support, and fixes relating to their Content. The Company has no support obligation beyond providing the platform.
- No performance guarantee: The Company does not guarantee functionality, performance, profitability, or outcomes of listed Content. Listing Partners must not imply any Company guarantee.
- Non-refundable notice: Digital sales are generally final (non-refundable). Listing Partners must clearly disclose the non-refundable nature to users.
Article 6 (Affiliate Program: Media Registration, Link Use, Restrictions, IP)
- Affiliate Partners may place the Company-provided Affiliate Links on registered Affiliate Media. If conversions occur, the Company will grant/pay commissions in accordance with these Terms and the Program Rules.
- Affiliate Partners must register all media where links are placed and promptly update any changes.
- Only Company-provided/approved links, banners, copy, and creatives may be used, in accordance with Company guidelines.
- If the Company deems media content or placement inappropriate, it may require removal/modification of links at its sole discretion. Partners must comply promptly.
- Affiliate Partners must not place links using illegal, immoral, misleading, forced-click, spam, overly aggressive solicitation, harassment, or similar media/methods. Rules for ad placements such as trademark bidding are governed by the Program Rules.
- IP in Company-provided program materials belongs to the Company or rightful owners and may be used only within the limited, revocable license granted by the Company.
Article 7 (Tracking, Attribution, Invalid Traffic, Audit)
- Conversion attribution, tracking methods, conditions, and attribution windows are governed by the Program Rules, and the Company’s tracking results/records shall be final.
- If fraud, invalid traffic, violations, manipulation, or deceptive inducement is suspected, the Company may invalidate conversions and refuse to grant/pay rewards or revoke already granted/paid rewards at its sole discretion.
- Self-referrals, self-purchases, circular transactions, etc. (including indirect methods) by the Partner and related persons/entities may be excluded from eligibility at the Company’s sole discretion.
- If concerns arise, the Company may request submission of materials such as media information, placement location, traffic sources, logs, and ad placement information. Partners must cooperate promptly.
- To correct tracking errors, apply rules, or address refunds/chargebacks/fraud, the Company may retroactively recalculate and adjust rewards.
Article 8 (Rewards/Commissions, Set-off, Holdback, Clawback)
- Listing rewards (revenue share): As a general rule, Listing Partners receive 70% of Net Sales (the Company fee is 30%). Different terms may apply for specific products or campaigns as defined in the Program Rules.
-
Affiliate commissions: Unless otherwise specified, the following applies (conversion recognition and final determination follow the Company’s records):
- (1) Free plan: 10% of the trading-volume-linked revenue generated by users of the Company’s free service (calculated using metrics defined by the Company).
- (2) Paid plan: 10% of the purchase amount for paid products/services (the Company may reasonably adjust if net receipts decrease due to refunds, cancellations, chargebacks, discounts, etc.).
- Rank/extra points: The Company may grant additional points or preferential treatment based on cumulative performance, etc. Details and updates follow Company postings (Program Rules).
- Method/timing of granting/payment: Payment methods (including point grants), closing dates, confirmation timing, minimum payout amounts, etc. are determined by the Company and governed by the Program Rules.
- Set-off/holdback: The Company may set off rewards against obligations owed by a Partner (including indemnification, repayment, fees, fraud investigation costs, etc.). The Company may also hold back rewards if legal/compliance concerns, suspected fraud, chargeback risks, etc. exist.
- Clawback: If refunds, chargebacks, cancellations, fraud, unconfirmed payments, etc. occur, the Company may revoke related rewards, demand repayment of amounts already paid, and deduct from future rewards.
Article 9 (Point Exchange and Withdrawal)
- As a general rule, Points can be exchanged for cash at 1P = 1 JPY. However, the Company may change, suspend, or discontinue exchange conditions under the Program Rules due to legal/compliance or operational reasons.
- The minimum withdrawal amount is 10,000P (subject to change by the Company).
- Partners are responsible for providing accurate bank information. The Company is not liable for failed transfers or erroneous transfers caused by incorrect inputs.
- Fees associated with withdrawal, transfer, or exchange are generally borne by the Partner.
- The Company may delay, refuse, or hold withdrawals for AML/KYC, sanctions compliance, fraud investigations, dispute handling, or legal compliance.
Article 10 (Taxes)
Partners must, at their own responsibility and expense, file and pay taxes and complete other procedures regarding rewards, points, and exchanges in accordance with applicable tax laws.
Article 11 (Disclaimer, Limitation of Liability, Force Majeure)
- The Company makes no warranty regarding the functionality, performance, results, profitability, or trading outcomes of listed Content.
- Except in cases of willful misconduct or gross negligence, the Company is not liable for damages incurred by Partners in connection with participation in the Partner Program.
- The Company is not liable for lost profits, indirect damages, special damages, consequential damages, data loss, business interruption, etc.
- The Company is not liable for delays or failures due to force majeure such as natural disasters, governmental acts, civil unrest, power outages, communication failures, or failures of payment providers.
Article 12 (Indemnification)
Partners must indemnify, defend, and hold harmless the Company (including officers, employees, and affiliates) from any damages, claims, and costs (including reasonable attorney’s fees) arising from or related to the following:
- The Partner’s content, media, statements, promotions, or conduct.
- Infringement of IP, privacy, or other rights.
- Violations of these Terms, the Program Rules, or laws.
- Disputes with users or third parties (including refund demands and complaints).
Article 13 (Suspension, Termination, Measures)
- If a Partner violates these Terms/Program Rules, if complaints/regulatory issues/compliance concerns arise, if fraud is suspected, or if otherwise deemed necessary, the Company may immediately take measures at its sole discretion, including unpublishing/deleting content, stopping links, invalidating rewards, suspending participation, or termination.
- Upon termination, the Company may hold unpaid rewards and may set off or demand repayment.
- Upon suspension/termination, Partners must immediately cease using Company materials, links, and IP.
Article 14 (Confidentiality, Data, Security)
- Partners must treat as confidential any non-public information learned through the Service or program operations (performance data, sales data, operational info, non-public rules, etc.) and must not disclose it to third parties without the Company’s consent.
- The Company may collect, store, and use logs and tracking data for conversion tracking, fraud prevention, compliance, analytics, and improvements.
- Partners must not tamper with, reverse engineer, bypass, or compromise the Service’s systems.
Article 15 (Changes to Terms/Rules)
- The Company may change these Terms and the Program Rules at any time. Changes will be announced by posting on the Service or by other methods deemed appropriate, and will take effect at a time determined by the Company.
- If a Partner continues participation after changes, the Partner is deemed to have agreed to the changed terms.
Article 16 (Governing Law and Jurisdiction)
- These Terms are governed by the laws of the Republic of Seychelles, without regard to conflict-of-law principles.
- Any dispute arising out of or relating to these Terms or the Partner Program shall be subject to the exclusive jurisdiction of the courts of the Republic of Seychelles as the court of first instance.
- The Company may seek injunctive or other equitable relief in other jurisdictions as necessary to protect its rights.
Article 17 (Miscellaneous)
- Independent contractor: Partners are independent contractors. These Terms do not create employment, agency, partnership, joint venture, association, or similar relationships. Partners have no authority to bind the Company.
- No assignment: Partners may not assign their position or rights/obligations under these Terms without the Company’s prior written consent. The Company may freely assign.
- Severability: If any provision is held invalid, the remaining provisions remain in effect.
- Entire agreement: These Terms and the Program Rules constitute the entire agreement between the parties.
- Language precedence: If there is any conflict between a translated version and the English version, the English version shall prevail.