Terms of Use

Overview

Tenjin Ai Capital Advisors LLC is a Delaware limited liability company (“Tenjin Ai Capital Advisors”), Tenjin Ai Financial Technologiesis a Delaware limited liability company (“Tenjin Ai Financial Technologies”) with offices at 5 Penn Plaza, Suite 2337 New York, NY 10001 (referred to collectively herein as “Tenjin Ai”, “Tenjin”, “We,” “Us,” or “Our”).

By using or downloading our mobile application (the “Tenjin Ai Mobile App”) or accessing or using our website at https://www.tenjin-ai.com and its subdomains (“Website”) (collectively, the “Tenjin Ai Platform”), you indicate your unconditional acceptance of the following Terms of Use (these “Terms”) on your own behalf and on behalf of any organization you represent (collectively, “you” or “your”). If you do not agree to these Terms (or any updates to or modified versions thereof), you should discontinue use of the Tenjin Ai Platform immediately.

Your use of the Tenjin Ai Platform is governed by the version of the Terms in effect on the date each Tenjin Ai Platform is accessed by you. Tenjin Ai may modify these Terms at any time and without priornotice. You should review the most current version of these Terms by visiting the Tenjin Ai Platform and clicking on the Terms of Use hyperlink. These Terms are in addition to any other agreements between you and Tenjin Ai, including any customer or account agreements, and any other agreements that govern your use of information, content, tools, products and services available on and through the Tenjin Ai Platform.

Permanent U.S. Residents

You must be at least 18 years of age to become a user of the Tenjin Ai Platform. You represent and warrant that you are 18 years of age or older and are fully able and competent to enter into and abide by, the contract created by these Terms of Use.

The Tenjin Ai Platform is for U.S. Permanent Residents and U.S. citizens residing in the U.S. only. Youmust be a a legal Permanent Resident of the United States or a United States citizen residing in the United States in order to use the Tenjin Ai Platform.

Representations and Warranties

You represent and warrant to us that the following are true:

  1. All information provided by you to us from time to time, including Account Information, is accurate, true and complete.
  2. You are the only person with any interest in the Investing Account and the Investing Account is solely for your benefit and not the benefit of others.
  3. You are of legal age under the laws of the state where you reside and are authorized to enter into this Agreement.
  4. Neither you, nor any member of your immediate family, is an employee of (i) any exchange, (ii)any corporation of which any exchange owns a majority of the capital stock, (iii) a member of any exchange or self-regulatory organization, (iv) a member of any firm or member corporation registered on any exchange, (v) a bank, trust company, insurance company or any corporation, firm or individual engaged in the business of dealing either as a broker-dealer or as principal in securities.
  5. Neither you, nor any member of your immediate family, are registered persons of a broker-dealer.
  6. Neither you, nor any member of your immediate family, are an officer, director or 10% stockholder of any publicly traded company.
  7. You are not a Securities Professional (as defined below).
  8. You are not a “politically exposed person” or otherwise on any restricted list under applicable Office of Foreign Assets Control rules and regulations.
Use of Tenjin Ai Platform

The Tenjin Ai Platform is intended only for your personal, non-commercial use, unless you and Tenjin Ai have agreed otherwise in writing.

Prohibited Uses

Because all servers have limited capacity and are used by many people, do not use the Tenjin Ai Platform in any manner that could damage or overburden any Tenjin Ai server, or any network connected to any Tenjin Ai server. Do not use the Tenjin Ai Platform in any manner that would interfere with any other party’s use of the Tenjin Ai Platform.

Means of Access

The Website is generally intended to be viewed by a conventional web browser with a screen resolution of 800 by 600 pixels or greater. The Tenjin Ai Mobile Apps are meant to be viewed by a mobile phone with an Android or iOS operating system. Although you may use other means to access the Tenjin Ai Platform, be aware that the Tenjin Ai Platform may not appear accurately through other access methods, and you use them only at your own risk.

You should not access the Tenjin Ai Platform through devices or services that are designed to provide high-speed, automated, repeated access, unless such devices are approved or made available by Tenjin Ai.

Certain parts of the Tenjin Ai Platform are protected by passwords or require a login. You may not obtain or attempt to obtain unauthorized access to such parts of the Tenjin Ai Platform, or to any other protected materials or information, through any means not intentionally made available by Tenjin Ai foryour specific use.

You understand that to receive electronic deliveries, you must have internet access, a valid e-mail address, the ability to download and have ongoing access to applications as Tenjin Ai may specify and a printer or other device to download and print or save any information you may wish to retain.

Password Security and Notification

If you have a password for access to non-public areas of the Tenjin Ai Platform, you are solely responsible for maintaining the confidentiality and use of the password and other security data, methods and devices. Further, you are responsible for all activities that occur in connection with your password including all instructions electronically transmitted or use of any data, information or servicesobtained using your password and other security data. Tenjin Ai shall not be under any duty to inquire as to the authority or propriety of any instructions given to Tenjin Ai by you or via your password and shall be entitled to act upon any such instructions and Tenjin Ai will not be liable for any loss, cost, expense or other liability arising out of any such instructions.

Accordingly, you should take steps to protect the confidentiality of your password. As an authorized user you accept full responsibility for the monitoring of your account including frequently checking your account information, reviewing your transaction history online and promptly reviewing any correspondence, account statements and confirmations received from Tenjin Ai. Notify Tenjin Ai immediately if you become aware of any unauthorized activity, disclosure, loss, theft or unauthorized use of your password. You agree to cooperate with Tenjin Ai in any investigation and agree to take corrective measures to protect your account from further fraudulent activity.

Monitoring and Recording

We may view, monitor, and record activity in the Tenjin Ai and related to your Investing Account without notice to or permission from you. Any information obtained by monitoring, reviewing, or recording activity is subject to review by law enforcement organizations in connection with investigation or prosecution of possible criminal activity as well as by any regulatory agency or self-regulatory body with supervisory authority over us. We may monitor or record conversations, telephone calls, SMS messages, or electronic communications that you have with our employees or agents for the purpose of verifying transactions, quality control, or for other business reasons. You waive any notice other than this provision that your communications shall or may be recorded at any time.

Site Availability

While we have put resources into building and testing our computer systems, computer glitches, slowdowns, and crashes will occur. We will also need to restrict access to some parts of our website or our entire website to perform routine maintenance. We will try to schedule our maintenance during the middle of the night.

While it is our intention that our website will be available seven days a week except when maintenance is scheduled (usually for weekends), you understand that we do not guarantee that you will always be able to access the Tenjin Ai Platform. Computer problems can arise on your end, our end, or anywhere in between: your computer may break down; the connection between your computer and your Internet service provider may not work properly; your Internet service provider may go down; or our computersand the computers we link to may be unavailable due to unforeseen system outages.

When trading volumes soar on our nation’s stock markets and many investors want to buy or sell at the same time, lines form and orders cannot be filled as quickly. You agree that we are not responsible for any losses or liabilities that may occur as a result of high trading volume, market volatility, or computer, telecommunications, or Internet failures, regardless of the cause.

Network Security and Reliability

You acknowledge that the Internet is not a secure network and that communications transmitted over the Internet may be accessed by unauthorized or unintended third parties. E-mail notifications sent by Tenjin Ai will not contain sensitive or confidential information. Due to security risks, you should not send any sensitive information, such as account numbers or passwords in an unencrypted email. E-mails may fail to transmit properly. Regardless of whether you receive an e-mail notification, you agree to check the Tenjin Ai website to avoid missing time-sensitive information. You further agree that for your records, you can download and save or print the communications received via electronic delivery.

Responsibility for Your Account

ou are solely responsible for any authorized or unauthorized access to or use of your account by any person, and for all fees and charges incurred on or for the Service through your account. You agree to notify us promptly (at support@tenjin-ai.com) regarding any unauthorized access to or use of your account. You further agree that you will remain liable for any fees and charges incurred for the Service through your account during any period before you notify us of any such unauthorized access to or use of your account.

Investment Advisory Terms 

Tenjin Ai is an investment adviser registered with the U.S. Securities and Exchange Commission (“SEC”). Tenjin Ai offers the Service exclusively through the Tenjin Ai Platforms. You agree to check the Platforms (both our mobile application and website) regularly for communications from Tenjin Ai, and agree to provide and update client information electronically through the Platforms. Communications through the Platforms may involve the electronic transmission to any email address you have provided to us of information that you may consider to be personal financial information, and you agree and consent to such transmission of such information. In order to access the Service through your Account, you must enter into all of the following:

  • an Account management agreement with Tenjin Ai,
  • a securities brokerage agreement with Interactive Brokers LLC. (“IBKR”), an SEC registered broker-dealer that provides brokerage services to Tenjin Ai, and
  • a custody agreement with Interactive Brokers LLC., an SEC registered broker-dealer that provides custody, clearing, and settlement services for IBKR and your Account. These Client Agreements, along with these Terms, collectively govern your relationship with Tenjin Ai with respect to the Service received through your Account.

You will use IBKR’s application program interface and our mobile application to access the electronically stored copies of Client Agreements and other documents and communications related to your Account. You do not object to and will not challenge the enforceability or use of the electronically stored copies of the Client Agreements. Before you enter into these Terms and the Client Agreements, you agree to read the disclosures regarding the Service described in the Tenjin Ai Term sheet disclosureinvolving discretionary investment advisory services sponsored by Tenjin Ai (www.tenjin-ai.com/legal). You also agree to read the Client Agreements carefully before you agree to them (also listed at www.tenjin-ai.com/legal), as they have the same legal effect as signing a paper version of these agreements. You understand that the Client Agreements may be modified, and agree to check the Platforms for any such updates. By keeping and using your Account, you agree to all of the terms and conditions, as modified from time to time, of these Terms and the Client Agreements.

Commissions, Fees and Taxes
  1. Commissions and Fees. We may charge your Investing Account for trade charges, brokerage commissions, mark-ups and other fees for the Service (the “Fees”). Fees may be implemented or increased from time to time, at our sole discretion. In the event that a Fee is implemented or changed, we will give you prior notice if possible. If not possible, notice will be given to you as soon as practicable after the change is implemented. You acknowledge that you have reviewed the Fees and that they constitute reasonable compensation for the Service.
  2. Taxes.You are responsible for and will pay any applicable taxes, duties and fees, including any interest and penalties with respect thereto, which may be assessed under present or future laws in connection with your Investing Account. You are responsible for reporting all proceeds of sale transactions, dividends paid, or other amounts in your Investing Account to the Internal Revenue Service in accordance with applicable law.
  3. Deduction of Commissions, Fees and Taxes. We may deduct all Fees, charges, expenses, disbursements and taxes as described above directly from your Investing Account or any Eligible Transaction Account. You grant Tenjin Ai express legal authority to use, liquidate or transfer any and all securities, assets or other property in your Investing Account or Carrying Broker account as needed to satisfy any amounts owed by you arising in connection with your Investing Account, to the extent permitted by law.
Consent to electronic delivery

By providing Tenjin Ai with your e-mail address, you agree to receive all required notices electronically to that e-mail address. It is your responsibility to update or change the e-mail address registered with Tenjin Ai, as appropriate. If you become aware of any unauthorized use of your information, please contact Tenjin Ai.

Further, by registering with Tenjin Ai you are aware and consent that electronic signatures and electronic documents will be used instead of paper documents. You agree and are giving consent to electronic delivery of all communications which includes, but is not limited to, all current and future account statements, trade confirmations, notices, disclosures, regulatory communications (including prospectuses, proxy solicitations and privacy notices) and other information, documents, data and records regarding your account all services provided by Tenjin Ai delivered or provided to you by Tenjin Ai.

Your consent will be effective immediately and will remain in effect until either Tenjin Ai or you revoke it. You understand that it may take up to three days to process a revocation of consent to electronic communications and you may receive electronic notifications in the interim.

You may revoke or restrict consent to electronic delivery of Tenjin Ai communications at any time by notifying Tenjin Ai. You have the right to request paper delivery of any communication that the law requires Tenjin Ai to provide in paper form. If you revoke or restrict consent to electronic delivery, Tenjin Ai, at its discretion, may charge a service fee of up to $100.00 for the delivery of communications that would otherwise be delivered electronically, restrict your account, or close your account and terminate access to the Tenjin Ai Platform.

Content

All information, data, materials, text, graphics, images, and other content available through the Service and/or any of our Platforms (collectively, the “Content”) are the property of Tenjin Ai or that of our suppliers or licensors. Except as otherwise provided herein, you may not use, download, upload, copy, print, display, perform, reproduce, publish, modify, transmit, or distribute any of the Content for any public or commercial purpose without our express written consent.

Conditional Licenses

We hereby grant you a personal, non-exclusive, non-transferable, non-sublicensable license to access and use any publicly available portions of our Platforms, and the Content available therein, solely for lawful purposes and subject to your compliance with these Terms. If you set up an account by completing the registration process (see Section 5 below), we also hereby grant you a personal, non-exclusive, non-transferable, non-sublicensable license to access and use the Service and our Platforms, as well as all Content, solely for lawful purposes and subject to your compliance with these Terms. By accessing or using the Service or any of our Platforms in any way, you acknowledge and agree to these Terms. If you do not agree with these Terms at any time, you may not continue to use the Service or any of our Platforms or Content.

Modifications to the Service or Our Platforms. 

As a part of our ongoing efforts to enhance the performance of our models, there maybe changes to algorithms or investment models. All effort will me made to provide adequate notice of such changes toclients. We reserve the right to modify or discontinue the Service or any of our Platforms, in whole or in part, at any time without providing notice to you. Errors. The Content may contain typographical errors or other errors, inaccuracies or deficiencies, and may not be complete, accurate or up to date. We reserve the right to correct any error, deficiency, omission or inaccuracy in any Content or otherwise onany of our Platforms at any time, but we do not guarantee that any such errors, deficiencies, omissions or inaccuracies will be corrected.

Information Subject To Limitations

The information and content available on or posted to the website may not be timely or complete, and should not be relied upon for making any investment or other decisions. Information, such as stock prices, is not real-time and the past performance results of a security available for purchase through the website is not an indication of future performance. Share prices used to value individual positions, or contribute to other performance information, are provided by third-party data providers and may not be timely and may not reflect certain activities such as corporate actions, fees and commissions. Tenjin Ai cannot guarantee the accuracy or completeness of the information it receives from third-party sources of information and makes available on the website. Tenjin Ai may cause pricing, performance or other information to be unavailable with respect to a particular security from time to time if Tenjin Ai determines that such information is inaccurate.

Tenjin Ai makes available hyperlinks from the website to third-party websites, as a convenience to users with the intention of allowing users to access additional investment-related information. You agree to access any such third-party websites through those hyperlinks at your own risk and to follow any rules and restrictions particular to those websites. Tenjin Ai is not responsible for the content appearing on third- party websites hyperlinked from the website, nor does Tenjin Ai make any endorsements or warranties, express or implied, with respect to the content of third-party websites, including the information, products or services offered on any third-party websites, including but not limited to accuracy, completeness, reliability, suitability, non-infringement, merchantability or fitness for a particular purpose. Tenjin Ai does not guarantee the authenticity of information or documents available on the internet and reserves the right to terminate any link from the website at any time.

Timeliness of Content

All content on the Tenjin Ai Platform is presented only as of the date published or indicated, and may be superseded by subsequent market events or for other reasons. In addition, you are responsible for setting the cache settings on your browser to ensure you are receiving the most recent data.

DISCLAIMER OF WARRANTIES

TENJIN AI DOES NOT MAKE ANY EXPRESS OR IMPLIED WARRANTIES ABOUT THE TENJIN AI PLATFORM, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. THE TENJIN AI PLATFORM IS MADE AVAILABLE TO YOU “AS IS” AND “AS AVAILABLE” AND TENJIN AI DOES NOT WARRANT THAT ANY DEFECTS OR INACCURACIES WILL BE CORRECTED.TENJIN AI DOES NOT WARRANT THAT THE TENJIN AI PLATFORM WILL MEET YOUR NEEDS, OR THAT THEY WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE. TENJIN AI ALSO MAKES NO WARRANTY THAT THE RESULTS OBTAINED FROM THE USE OF THE TENJIN AI PLATFORM WILL BE ACCURATE OR RELIABLE, OR THAT THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE TENJIN AI PLATFORM WILL MEET YOUR EXPECTATIONS.

LIMITATION OF LIABILITY

TENJIN AI WILL NOT BE LIABLE TO YOU OR ANYONE ELSE FOR ANY CONSEQUENTIAL, INCIDENTAL, SPECIAL, DIRECT, OR INDIRECT DAMAGES (INCLUDING BUT NOT LIMITED TO LOST PROFITS, TRADING LOSSES OR DAMAGES THAT RESULT FROM USE OR LOSS OF USE OF THE TENJIN AI PLATFORM AND THIRD PARTY CONTENT, INCONVENIENCE OR DELAY). THIS IS TRUE EVEN IF TENJIN AI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES.

TENJIN AI WILL NOT BE LIABLE TO YOU OR ANYONE ELSE FOR ANY LOSS RESULTING FROM A CAUSE OVER WHICH SUCH TENJIN AI DOES NOT HAVE DIRECT CONTROL. THIS INCLUDES FAILURE OF ELECTRONIC OR MECHANICAL EQUIPMENT OR COMMUNICATIONS LINES (INCLUDING TELEPHONE, CABLE AND INTERNET), UNAUTHORIZED ACCESS, VIRUSES, THEFT, OPERATOR ERRORS, SEVERE OR EXTRAORDINARY WEATHER (INCLUDING FLOOD, EARTHQUAKE, OR OTHER ACT OF GOD), FIRE, WAR, INSURRECTION, TERRORIST ACT, RIOT, LABOR DISPUTE AND OTHER LABOR PROBLEMS, ACCIDENT, EMERGENCY OR ACTION OF GOVERNMENT.

IF YOU LIVE IN A STATE THAT DOES NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SOME OR ALL OF THESE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.

Indemnification

As a condition of your use of the Tenjin Ai Platform, you agree to indemnify and hold Tenjin Ai and its Third Party Content providers harmless from and against any and all claims, losses, liability, costs and expenses (including but not limited to attorneys’ fees) arising from your use of the Tenjin Ai Platform, or from your violation of these Terms.

Changes to Tenjin Ai Platform

Unless otherwise agreed, Tenjin Ai may discontinue or modify the Tenjin Ai Platform at any time without prior notice to you, and you accept those modifications if you continue to use the Tenjin Ai Platform.

Termination

Subject to your Client Agreement (if you are a registered user), Tenjin Ai may terminate your access to or use of any of our Platforms at any time in our sole discretion. Upon any such termination, you must destroy any Content obtained from such Platforms and all copies thereof. The provisions of these Termswhich contemplate surviving, including the provisions concerning Site security, prohibited activities, copyrights, trademarks, user submissions, disclaimer, limitation of liability, indemnity, and jurisdictional issues, shall survive any such termination.

Governing Law

Unless otherwise agreed, these Terms and their enforcement are governed by the laws of New York, without regard to conflicts of law, and shall inure to the benefit of Tenjin Ai’s successors and assigns, whether by merger, consolidation, or otherwise.

Severability

If a court of competent jurisdiction deems any provision unenforceable, that provision will be enforced to the maximum extent permissible, and the remaining provisions will remain in full force and effect.Check the background of Tenjin Ai Capital Advisors LLC on SEC’s Investment Advisor Public Disclosure site. 

TENJIN vs SPX