Welcome to Smart Code Submission (the "Platform"). These Terms and Conditions ("Terms") govern your access to and use of the Platform and any related services provided through the Platform ("we," "us," or "our").
By accessing or using the Platform, you agree to be bound by these Terms. If you do not agree, do not use the Platform.
Smart Code Submission provides a web-based tool that assists users in submitting, routing, relaying, or executing code and related actions through third-party systems, including DSJ Exchange and related websites, URLs, APIs, or services ("Third-Party Systems").
We do not own, operate, or control DSJ Exchange or any Third-Party Systems. The Platform is merely a technical convenience layer and does not guarantee any outcome, execution, or availability.
We do not guarantee that any code, signal, instruction, trade, transaction, submission, login, routing, or execution request will be successfully processed, accepted, completed, recorded, or executed by DSJ Exchange or any Third-Party System.
Execution or submission may fail, be delayed, be interrupted, be duplicated, be partially completed, or be processed incorrectly due to reasons including:
You are solely and fully responsible for verifying, directly with DSJ Exchange or the applicable Third-Party System, whether your code, trade, order, transaction, or other instruction was actually submitted and executed successfully.
You agree that:
To the maximum extent permitted by applicable law, we shall not be liable for any failure, delay, interruption, inaccuracy, rejection, cancellation, duplication, non-execution, misexecution, unauthorized execution, partial execution, or incomplete execution of any code, trade, order, instruction, or transaction submitted through the Platform.
We shall not be liable for any losses, damages, costs, claims, or expenses arising out of or related to:
The Platform is provided on an "as is" and "as available" basis, without warranties of any kind, whether express or implied.
To the maximum extent permitted by law, we disclaim all warranties, representations, and conditions, including:
Smart Code Submission is a technology platform only. It does not provide brokerage services, exchange services, custodian services, financial services, fiduciary services, or guaranteed trade execution.
We do not warrant or represent that any code submission, automated step, or workflow will result in a completed trade or transaction on DSJ Exchange.
Nothing on the Platform constitutes investment advice, legal advice, tax advice, brokerage advice, financial advice, or a recommendation to buy, sell, hold, or execute any transaction.
No fiduciary or equitable duty is created between the Platform and any user. No special relationship is formed by your use of the Platform, and we undertake no duty to act in your best interests or to monitor, supervise, or protect your financial positions, transactions, or accounts.
You are solely responsible for:
The Platform may transmit, process, cache, encrypt, tokenize, or store credentials, session tokens, API credentials, or other secrets as technically necessary to provide the service. You acknowledge that any such handling is performed at your request and risk, and you remain solely responsible for deciding whether to provide, rotate, revoke, or continue using such credentials or secrets.
We are not liable for any loss, damage, claim, or expense resulting from:
For security, technical, legal, or operational reasons, we may invalidate, revoke, wipe, rotate, reset, disable, or require re-entry of stored credentials, tokens, sessions, or related access data at any time, with or without notice, and without liability.
By using the Platform, you acknowledge and accept that submitting code or execution instructions through third-party exchange systems involves technical, operational, security, availability, and market risk.
You assume full responsibility for all such risks, including the risk that an instruction may not be executed, may be executed late, may be executed incorrectly, may be duplicated, may be executed without your knowledge due to account misuse or unauthorized access, or may need to be manually confirmed or resubmitted.
You further acknowledge that technical errors or unauthorized access could result in the partial or total loss of funds, assets, positions, trading opportunities, account access, or data.
You agree to defend, indemnify, and hold harmless the Platform and its owners, operators, affiliates, officers, directors, employees, contractors, agents, licensors, and service providers from and against any claims, liabilities, damages, judgments, losses, costs, and expenses, including reasonable attorneys' fees and costs, arising out of or related to:
The Platform may interact with third-party exchanges, websites, systems, services, and URLs. We are not responsible for the availability, accuracy, performance, security, legality, content, policies, rules, or functionality of any Third-Party System.
Any use of DSJ Exchange or another Third-Party System is at your own risk and may also be subject to that third party's separate terms, policies, and rules.
To the maximum extent permitted by applicable law, our total aggregate liability for any and all claims arising out of or related to the Platform or these Terms shall not exceed the greater of:
This limitation applies regardless of the form of action, whether in contract, tort, negligence, strict liability, equity, statute, or otherwise, and regardless of whether any limited remedy fails of its essential purpose.
We have no duty to monitor whether your code, instruction, trade, or transaction has successfully executed on DSJ Exchange.
We are under no obligation to notify you of:
We reserve the right, at any time and for any reason, to modify, suspend, restrict, disable, discontinue, or terminate the Platform or any feature, workflow, integration, endpoint, credential mechanism, or access method, with or without notice and without liability.
We are not liable for any delay, interruption, malfunction, suspension, or failure caused by events beyond our reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, labor disputes, power outages, internet failures, cloud outages, cyberattacks, vendor failures, legal or regulatory changes, government actions, exchange actions, or failures of any Third-Party System.
Please read this section carefully. Subject to applicable law, any dispute, claim, or controversy arising out of or relating to these Terms, the Platform, or your use of the Platform ("Dispute") shall be resolved by final and binding arbitration instead of in court, except that either party may seek relief in small claims court for qualifying claims or seek temporary injunctive relief for misuse of intellectual property or unauthorized access.
The Federal Arbitration Act provides that written arbitration provisions in contracts involving commerce are generally "valid, irrevocable, and enforceable," except on grounds that would revoke any contract.
Any arbitration shall be conducted on an individual basis only, and not as a class, consolidated, collective, representative, or private attorney general action.
The arbitration shall be administered by [AAA or JAMS] under the applicable rules then in effect. AAA publishes its rules, forms, and fees on its official website.
The seat or place of arbitration shall be [Insert City, State]. The language of the arbitration shall be English. The arbitrator shall have exclusive authority to resolve all threshold issues regarding arbitrability, scope, and enforceability of this arbitration provision, except where prohibited by applicable law.
To the maximum extent permitted by law, you and the Platform agree that all Disputes shall be brought only in an individual capacity and not as a plaintiff or class member in any purported class, collective, coordinated, consolidated, representative, or private attorney general proceeding.
If this class action waiver is found unenforceable as to any claim or request for relief, then that claim or request for relief shall be severed and litigated in a court of competent jurisdiction, and the remainder of the arbitration agreement shall continue to apply to the fullest extent permitted by law.
These Terms and any Dispute shall be governed by the laws of [Insert State], without regard to conflict of laws principles, except to the extent preempted by federal law, including the Federal Arbitration Act.
For any Dispute that is determined not to be subject to arbitration, the exclusive venue shall be the state or federal courts located in [Insert County, State], and you consent to the personal jurisdiction of those courts.
California law includes limits on contractual waivers. For example, California Civil Code Section 1668 states that contracts cannot exempt a party from responsibility for its own fraud, willful injury, or violation of law.
We reserve the right, in our sole discretion, to modify or replace these Terms at any time by posting an updated version on the Platform. Your continued use of the Platform after any changes become effective constitutes your acceptance of the revised Terms. If you do not agree to the revised Terms, you must stop using the Platform immediately.
These Terms constitute the entire agreement between you and us regarding the Platform and supersede all prior or contemporaneous understandings, communications, proposals, and agreements, whether oral or written, relating to the subject matter hereof.
If any provision of these Terms is held to be invalid, illegal, unenforceable, or void, the remaining provisions shall remain in full force and effect, and the invalid provision shall be enforced to the maximum extent permitted by law.
By using Smart Code Submission, you acknowledge that you have read and understood these Terms and Conditions.