Terms & Conditions

TERMS AND CONDITIONS OF USE OF THE RIDIAN PLATFORM

IMPORTANT NOTICE: THIS PLATFORM IS OPERATED BY A MEXICAN ENTITY, SUBJECT TO THE APPLICABLE LEGISLATION OF THE MEXICAN REPUBLIC, WHERE THE ACTIVITIES AND SERVICES OFFERED ARE LAWFUL AND COMPLY WITH SUCH LEGISLATION. IF YOU DECIDE TO CONTRACT OUR SERVICES AND THIS LEGISLATION DOES NOT APPLY TO YOU BECAUSE YOU ARE NOT MEXICAN AND/OR ARE NOT LOCATED IN MEXICO, YOU ACKNOWLEDGE, DECLARE AND AGREE THAT OUR SERVICES ARE LAWFUL UNDER THE TERMS AND IN ACCORDANCE WITH THE LEGISLATION THAT APPLIES TO YOU EITHER BY NATIONALITY, BY YOUR PLACE OF RESIDENCE OR ANY OTHER SIMILAR CRITERIA. IN THE EVENT THAT THIS IS NOT THE CASE AND/OR THAT AT ANY TIME THIS CIRCUMSTANCE CHANGES, YOU MUST NOT USE OUR SERVICES OR YOU MUST TERMINATE THEM, AS THE CASE MAY BE.

THE INFORMATION CONTAINED ON THE PLATFORM (AS DEFINED BELOW) SHALL AT NO TIME AND UNDER NO CIRCUMSTANCES CONSTITUTE A SOLICITATION, OFFER OR RECOMMENDATION TO BUY, SELL OR ENGAGE IN ANY TRANSACTION.  THE INFORMATION PROVIDED ON THE RIDIAN WEBSITE (AS DEFINED BELOW) DOES NOT CONSTITUTE AN AID IN MAKING DECISIONS REGARDING ECONOMIC, LEGAL, TAX OR ANY OTHER TYPE OF ADVICE, NOR SHOULD ANY OTHER DECISION BE MADE SOLELY ON THE BASIS OF THIS INFORMATION. IT IS STRONGLY RECOMMENDED THAT USERS AND/OR CUSTOMERS CONDUCT THEIR OWN RESEARCH BEFORE MAKING ANY DECISIONS. 

GENERAL SUPPLIER INFORMATION

Tecnologías LC 42, S.A.P.I. de C.V., (hereinafter, "Ridian") will be the provider of the Services offered on this Platform.

The Terms and Conditions of Use set forth below (the "Terms") constitute the full and complete agreement between Ridian, (including its affiliates, subsidiaries, and/or its related parties), who is the legitimate owner or authorized to commercialize and use the Digital Platform called "Ridian" (the "Platform" or "Ridian Platform"), email address https://ridian.io/ (the "Site"), contact email [e-mail] (the "Email"), with address located at Pedregal 24, 3 Floor, Colonia Molino del Rey, Delegación Miguel Hidalgo, C.P. 11040, Mexico City, Mexico (the "Address"), telephone number: [phone] and Tax Identification Number (Registro Federal Contribuyentes, or "RFC" per its acronym in Spanish): TLC210810U51; and the individual or legal entity accessing it. The use of the Platform by any person gives you the character, under this Terms, of either user or customer, depending on the activities you carry out on the Site and/or the Platform. 

In the event that you merely access, browse or review our Site and/or Platform, you will be considered a user (the "User"); and, in the event that after having executed these User activities, you decide to create an account with Ridian, you will be immediately attributed the status/character of a customer (the "Customer"). Both of these activities imply your full and unconditional understanding, acceptance and consent to these Terms. 

     1. OBJECT AND SERVICES

Ridian makes the Platform available to Users and Customers, the main purpose of which is to provide them with information about its services (as defined below) and the service of creation, operation and commercial exploitation of information provided by Ridian, or by persons directly or indirectly linked to it (the "Content"). The Users and the Customer acknowledge that the Platform aims to provide subscription services to automated investment portfolios in cryptocurrencies and virtual assets based on specialized algorithms ("Strategy") available on the Platform, in order to carry out transactions on cryptocurrency exchange sites, external to Ridian (the "Exchange"), through the use of electronic digital devices, such as: computer, smartphone, tablet, etc. (the "Services"). In that sense, in order to perform the Services, the Customer shall:

1. agree to these Terms and the Privacy Notice;
2. create an account with Ridian, in which the Customer's transactions and operations will be recorded in accordance with these Terms;
3. choose the Exchange of use;
4. insert Customer’s API Keys (as such term is defined below) to connect Customer’s Exchange account or sub-account, or connect your account/sub-account through Single Sign-On ("SSO") if available on the Platform; 
5. choose among the Strategies offered by Ridian in its Platform;
6. determine the amount and/or percentage of resources in the Customer’s account or sub-account of the corresponding Exchange that the Customer wishes to be traded under the Strategy chosen by him/her.

In addition, the Customer may at any time:

1. pause or suspend and/or change the chosen Strategy;
2. delete Customer’s API Keys (as such term is defined below) from the Ridian Platform and delist your account or sub-account, if any, from the corresponding Exchange; and/or 
3. delete the Customer’s account on the Ridian Platform.

The Services are provided in the Software as a Service modality which implies that the Customer receives the services in the cloud, either temporarily free of charge or in exchange for a monthly or annual fee, with direct and recurring charge(s) to a debit and/or credit card that the Customer has selected and that the Customer has previously linked in the Platform to receive the Services.

The User and the Customer agree to comply with each and every one of the procedures that the applicable laws indicate regarding the acquisition of online or digital services, and, for its part, Ridian agrees to respect and enforce the rights of the User and Customers and to make proper use of the data (including personal data) that are processed for this purpose, according to the Privacy Notice that is on the Platform and that for easy reference you can consult here: https://ridian.zendesk.com/hc/es-mx/articles/9784039203469-Pol%C3%ADtica-de-Privacidad 

The following provisions shall apply in connection with the Services offered through the Platform: 

• The User does not need to register in order to browse the Site and/or the Platform.  At the moment he/she decides to register and create an account, he/she will cease to be a User and will become, Ipso Iure, a Customer. Likewise, the Customer may choose the Exchange he/she wishes to connect to the Platform and subsequently authorize its connection through any of the following ways: (1) manually enter the Application Programming Interface Keys (hereinafter, "API Keys") that will allow the connection between the Customer's personal portfolio (hosted on his/her Exchange) and the Platform, or (2) select the SSO available for the Customer and/or Exchange on the Platform, whose practical effect will be the same as numeral 1 above. To authorize the connection described in number 1 above, the Customer shall follow the instructions indicated on the Platform to that effect.

• Once Customer has linked its personal portfolio hosted on its Exchange with the Platform, Customer shall choose any of the Strategies that Ridian makes available and select through the Platform. For all legal purposes, Ridian's Services shall be deemed to start at the time Customer connects his/her personal portfolio hosted in his/her Exchange and chooses a Strategy.

• Ridian's Services will be provided at all times through the Platform. At no time will Ridian have custody of the cryptocurrencies or any assets held in the e-wallets owned by the Customer. However, Ridian will have access to them in order to execute buy and sell operations, in the name and on behalf of the Customer, in accordance with the Strategy chosen by the latter. The Platform will only store information relating to the Customer's API Keys and the personal data described in our Privacy Notice made available on the Platform.

• The Customer may, at any time, stop the investment Strategy, such that Ridian will stop making transactions until such time as the Customer does not reactivate a Strategy. 

• The Customer may, at any time, perform discretionary transactions within his/her exchange account connected to Ridian. However, in the event the Customer uses the full amount originally allocated to an activated trading strategy, it will be affected by such transaction(s), and therefore, the trading strategy will be paused, and the buy and sell signals to be sent to the Customer's exchange account will be stopped. Nevertheless, the Customer understands, acknowledges, and agrees that if the Customer uses, for any purpose, less than the amount originally allocated to an investment strategy, such strategy will continue to execute trades within the Customer's exchange account, solely with the remainder of the original unused resources.

• In the event that at any time the Strategy previously activated by the Client has been stopped for any circumstance: (i) the Client may reactivate or select a new strategy on the Platform; (ii) the Client may request Ridian to activate or reactivate the Strategy so that Ridian may do so on behalf of and for the account of the Client; (iii) Ridian may contact the Client via registered mail to ask if he/she requires the Strategy to be reactivated or a different one to be activated, whereby in case of the Client so instructs, Ridian may do the reactivation or activation of a Strategy on behalf of and for the account of the Client. 

• At any time and without prior notice, Customer may suspend or terminate the Ridian Services by (i) removing the API Keys from the Platform; (ii) canceling the subscription to the Services, and/or (iii) deleting its Ridian account.  Upon Customer's removal of such connection or termination of the subscription, Ridian shall have no access or visibility to Customer's personal portfolio hosted on the Exchange and therefore the provision of the Services shall be deemed suspended or terminated.

     2. CONTRACTUAL USE OF THE PLATFORM.

Under these Terms, Ridian authorizes and grants the User and the Customer access to use and enjoy the Platform for personal use, for which, in the event that the User becomes a Customer, he/she must register and follow the instructions included in the Platform for such purposes. Such access is provided on an "as is", temporary, non-exclusive, non-commercial, and non-sublicensable basis for the provision of the Services.

Electronic Contracting. The User and the Customer acknowledge that the use and access to the Platform shall be tacitly understood as the acceptance, understanding and consent of the present Terms to use the Platform and/or register and/or purchase the Services. By the foregoing, Customer acknowledges that use of the Platform constitutes its full understanding, acceptance, and intent to be bound by and to pay, in a timely manner, for such Services. Such obligation shall be deemed applicable to all transactions made through the Platform. The User and the Client recognize that the acceptance of the Terms will have the same legal effect as if the written signature had been included in an Agreement between them. In addition, it will be understood that the Client accepts that his consent is collected electronically at the moment of marking and clicking on the "check-box" that is enabled for such effects and that in turn refer to these Terms, considering at all times the applicable legislation in the matter of electronic commerce. If the Customer does not agree with the provisions of these Terms, Customer may not use the Platform or the Ridian Services.

Hosting and Operation of the Site and Platform. Ridian will host the Site and Platform in the cloud of its choice (cloud means processing and storage space for data and applications on physical servers that are in a data center of some third party). The hosting has adequate availability. Notwithstanding the foregoing, Ridian shall not be liable for any downtime, total or partial unavailability, or total or partial loss of data. In addition, and because the Site and the Platform use the Internet as a platform to operate, Ridian does not guarantee in any way the continuity and availability of the Site and the Platform. Notwithstanding the foregoing, we will carry out the actions that according to our possibilities allow us to maintain the proper functioning of the Site and the Platform, without this implying any liability on the part of Ridian.

Accuracy of data. The Customer acknowledges that Ridian will not conduct any investigation to validate the accuracy and veracity of the data provided by the Customer (including personal data), so that in case of omissions, inaccuracies or errors, the Customer releases Ridian from any liability for any damage or injury that such acts may cause.

Term. It is understood that the subscription to the Services begins at the time the Customer registers to receive the Services, and shall remain in effect indefinitely, until the Customer does not (i) cancel the subscription to the Services provided by Ridian, (ii) delete their API Keys from the Platform, and/or; (iii) delete his/her Ridian account, in order to remove their account or sub-account, if any, from the corresponding Exchange. Likewise, we inform you that, in terms of the applicable legislation, the Customer, within five (5) business days from the acceptance of the Service, has the right to revoke its consent without any liability or justification whatsoever. The foregoing, provided that the following two conditions are met: (i) that the Service has not already been provided; and (ii) in case the applicable free period has concluded, that the payment of the Service is reliably evidenced. To carry out this procedure, the Customer should contact Ridian by means of the e-mail address indicated in the "General Provider Information" section of these Terms. Please note that if you do not comply with the two conditions described above, your revocation of consent will not be valid.

Termination. Ridian, in its absolute discretion, may terminate the Services at any time by giving Customer at least one (1) hour's prior notice. In the event that any Service has already been contracted and paid for by the Customer, it shall be terminated until such time has elapsed in the manner in which it was contracted. 

Price. Customer agrees to pay Ridian for the provision of the Services, the fees specified on the Platform. These fees are specified in Local Mexican Currency and include all Mexican applicable taxes. Ridian may, at its sole discretion, update the fees at any time. If Customer does not agree to the new fees, Customer shall have the right to cancel the Service immediately and without penalty. Also, Ridian may offer (at its sole discretion and for a limited time) the Services free of charge as a limited trial period. In the event that this happens, Ridian will inform you simultaneously with your registration as a Customer. It will also inform you how long your free trial period lasts and the procedure to follow when your free trial ends in order to start paying for the Services.

Payment Methods. Charges for the Services, including any applicable taxes, will be made by monthly, bimonthly, quarterly, semiannually or annually recurring charge, directly to a debit and/or credit card provided by Customer on the Platform.

The Customer authorizes Ridian to charge the Customer's debit and/or credit card for the charges, commissions and/or fees applicable for the Services provided to the Customer, and for such purposes, will send to the Customer the invoices or digital tax receipts via Internet ("CFDI") that are applicable (if any) within the following 5 (five) business days. In case the Customer requires any change or correction in these CFDIs, he/she must request it through the Email during the current month of its issuance. In case it is not requested within this period, the Customer acknowledges and accepts that the change or correction will not be applicable and will not be carried out. 

Customer, as the sole party responsible for the timely payment of the Services, agrees to provide actual, valid, and current credit card, debit card or payment engine information where the monthly recurring charge will be made. In the event that Ridian is unable to charge Customer's chosen payment method, Ridian reserves the right to revoke or restrict Customer's access to the Services until payment is made in full. Any operating charge or fee established for the Services offered through servers or third-party platforms, are fully regulated by terms and conditions provided by such third parties or by applicable laws, so the Customer hereby releases Ridian from any liability regarding the manner, time and amount in which the charges are made, even if such charge is considered excessive, improper or violates any rights of the Customer.

In this way, the Customer agrees to hold Ridian harmless at all times from any legal proceedings, in any jurisdiction, which may be brought by reason of the use of servers or portals of third parties.

     3. USE AND ACCESS TO THE PLATFORM

To access the Services, you represent and warrant that: (i) you are 18 years of age or older; (ii) you are qualified, competent and have full necessary legal capacity to bind yourself in terms of applicable law; (iii) you will use the Site and the Platform in accordance with these Terms; (iv) you will only use the Site and the Platform on your own behalf and for your own account; (v) all information you provide on this Site and the Platform will be truthful, accurate, complete, current and will not harm the rights of any third party; (vi) the use of the Platform and the Services does not violate any applicable regulations, or contractual relationship between the Customer and any third party; and (vii) all goods, resources or funds that you intend to use to hire and use the Services on the Platform come from legal and lawful sources. 

You agree to provide the information required to create an account, so it is your responsibility to provide and maintain true, accurate, current and available information. Failure to update your account will result in your inability to access and use the Services, as well as the suspension or cancellation of your account.

The User and the Customer are solely responsible to Ridian, and to any third party, for their conduct in accessing, using, browsing, consulting, providing information and making use of the Platform to hire our Service and the consequences that may arise from a use, with purposes or unlawful effects or contrary to the object of the Platform, its Content, whether or not prepared by Ridian, published or not under its official name; as well as those consequences that may arise from the use, contrary to the content of these Terms that is detrimental to the interests or rights of others, or in any way damage, disable or impair the Platform and prevent the normal use of other Users or Customers.

     4. AGENCY COMMISSION AGREEMENT

By accepting these Terms, the Customer grants Ridian an agency commission, as broad as legally required, in order for Ridian, in the name and on behalf of the Customer, in accordance with these Terms and through the Platform, to perform the necessary activities for the provision of the Services, including, but not limited to: the purchase and sale of cryptocurrencies and/or virtual assets with the Customer's own resources, directly on the Exchange previously connected and in accordance with the Strategy chosen by the Customer, and under the sole and exclusive responsibility of the Customer. 

In that regard, the Customer authorizes Ridian to exercise this agency commission and manage the Customer's portfolio assets on the relevant Exchange, as deemed appropriate in accordance with the Services and the Strategy chosen by the Customer. The Customer expressly and unconditionally authorizes Ridian, so that in compliance with the management of the Strategy chosen by the Customer, Ridian may execute trades in various cryptocurrencies or virtual assets, including those of low, minimal or no transactionality, whether buying or selling assets, as the case may be, solely and directly on the Customer's Exchange.

Customer may revoke the stated agency commission at any time by deleting its API Keys or deleting its account on the Platform in accordance with the provisions of these Terms. Ridian may also terminate the agency commission by terminating the Services in accordance with the provisions of these Terms.

The Customer fully understands the scope of the Terms and expressly accepts that the Strategies that Ridian makes available for the provision of the Services, perform automated and discretionary operations of investment in cryptocurrencies and virtual assets, based on specialized algorithms, and therefore accepts and consents that the prior and recurrent approval and/or ratification of the Customer will not be necessary neither required, for each operation that is carried out in its Exchange portfolio, unless Ridian so requires. 

Therefore, the Customer acknowledges, understands, and agrees that Ridian shall not be liable for any loss of value, damage, or impairment arising from such discretionary management of its personal portfolio nor for the execution of this agency commission entrusted to it by the Customer and therefore releases Ridian from any liability that may arise in this regard.

     5. USE OF OTHER PRODUCTS AND SERVICES

User and Customer acknowledge that components or features of the Services, including those involving the purchase and download of additional products or services, may require different software or other license agreements or terms of use, and User or Customer agrees to read, accept, and be bound by those terms of use set forth, separately, as a condition of using these particular components or features of the Service.

     6. PLATFORM INACCURACIES

The Content of the Platform and/or the Services provided may contain inaccuracies and/or typographical errors. Ridian does not guarantee the accuracy of the Content and reserves the right, in its sole discretion, to correct any errors or omissions in any part of the Platform and/or the Services and to make any changes to the features, functionality, or Content at any time. Ridian, as well as any person related and/or affiliated with Ridian, including, without limitation, directors, attorneys-in-fact, representatives, administrators, employees, shareholders and/or agents, actual or former, or allies, shall not be liable for errors or omissions in the Content on the Platform that are beyond their control or responsibility.

     7. RESPONSIBILITY FOR THE CONTENTS

Correct use of the Contents. The User and the Customer agree to:

a) use the Site, the Platform and its Contents in accordance with applicable laws and public order, refraining from any act that undermines, impairs, disables or damages the image and/or information disclosed by Ridian, or in any way injures the rights or interests of third parties, directly or indirectly linked to it;

b) not to copy, disseminate, modify, reproduce, distribute or use in any way for profit or non-profit purposes the Content and the elements used on the Platform, unless expressly authorized in writing by Ridian;

c) not to modify and/or manipulate the trademarks, logos, commercial notices, trade names and/or distinctive signs in general of Ridian, the Platform or persons associated with Ridian (unless authorized in writing);

d) delete, circumvent and/or modify the Content and the elements used in the Platform, as well as technical protection devices, or any mechanism or procedure established in the Platform.

Excluded from the above points, the information generated through the Platform for use and management of the User or Customer, which may be printed and / or copied for the interests that best suit the same. In the event that the User or Customer is a legal entity, it will adhere to the provisions of Article 148, Section IV of the Mexican Federal Copyright Law. The User and the Customer acknowledge and agree that the use of the Platform and the Content, is under its sole and strict responsibility, so Ridian will not be, at any time and under any circumstances, responsible for any damage or problem that occurs in the computer equipment (hardware) or computer programs (software) used by the User or Customer to access or navigate any part of the Platform.

Ridian is entitled to conduct, during defined time intervals, promotional campaigns to promote the registration of new members on the Platform. Ridian declares that all Content, and the elements used on the Platform, are duly registered and protected under the relevant authorities and laws.

Platform and content outside the Platform and Ridian Content. Ridian may make use of its right to publish any informational material and/or sites or sub-sites owned by third parties, whether or not linked to Ridian, which it considers of interest to Users or Customers. However, Ridian dissociates itself from all liability, from the access and/or use made by the User or Customer of the information contained therein and/or from the use, origin and destination of the information arising from different links (i.e., link, hyperlink, link, etc.). Any publication made within the Platform, by Users or Customers, does not generate payment obligation to third parties by reason of promotion, publication and/or management of information and/or image, unless you have a previously signed an agreement with Ridian. 

Denial and withdrawal of access to the Platform and Content. Ridian reserves the right to deny and/or withdraw access to the Platform, or its Contents, at any time, without liability for Ridian and without prior notice to the User or Customers who fail to comply in whole or in part with the Terms and conditions set forth herein and/or who perform actions or acts tending to:

1. "stalking" or otherwise harassing or annoying other Users or Customers;
2. misrepresenting yourself as a representative or employee of Ridian, making false or otherwise misleading statements about your affiliation with Ridian;
3. collect or store personal data of other Users or Customers in connection with prohibited conduct and activities;
4. forge headers or manipulate identifiers of the Platform, with the purpose of hiding the origin of the Contents;
5. upload, publish, send by e-mail, transmit and/or otherwise provide, any content with respect to which it does not have the right to transmit, by virtue of the terms contained in the Mexican Federal Law for the Protection of Industrial Property (Ley Federal de Protección a la Propiedad Industrial), the Mexican Federal Copyright Law (Ley Federal del Derecho de Autor), and the Mexican Federal Law for the Protection of Personal Data in Possession of Individuals (Ley Federal de Protección de Datos Personales en Posesión de los Particulares) or contractual relationships protected by confidentiality and non-disclosure agreements;
6. upload, post, email, transmit and/or otherwise provide materials that contain software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of software, hardware or telecommunications equipment connected to the Platform;
7. use the Platform in a manner that could damage, disable, overload and/or disrupt Ridian's servers or network connections;
8. ignoring requirements, procedures, policies or rules of networks connected to the Platform that could interfere with the use of the Platform by any third party; and
9. unauthorized access to accounts, computer systems or networks connected to Ridian's servers, through hacker attacks, password cracking or any other method of obtaining or attempting to obtain materials or information by any means not intentionally made available through the Platform.

The User and the Customer agree to indemnify and hold harmless Ridian and its directors, shareholders, officers, agents, employees, partners, suppliers and/or licensors against any claim and/or lawsuit brought by any third party against Ridian because of the content that the User or Customer submits, posts, transmits or provides in a manner different from that provided in the Platform, and to cover the fees of lawyers that Ridian hires to defend their interests against claims and/or lawsuits brought against Ridian. The foregoing without prejudice to the right of Ridian to take the necessary legal action to claim damages that such actions by the User or Customer may cause. 

Liability for Content. Ridian assumes no liability whatsoever arising, including but not limited to: (i) the use that the User or Customer may make of the materials of this Platform, or of the Contents, or of the linked websites, whether prohibited or permitted, in violation of the intellectual and/or industrial property rights of contents of the website or of third parties; (ii) any damages to the User or Customers caused by normal or abnormal operation of the search tools, the organization or location of the Content and/or access to the Platform and, in general, errors or problems that are generated in the development or implementation of the technical elements that the Platform provides the User or Customer; (iii) the contents of those pages that the User can access from links included in the Platform, whether authorized or not; (iv) acts or omissions of third parties, regardless of the relationship that such third parties may have with Ridian; (v) access by minors to the Content, as well as the sending of personal information that they could make without authorization from those who must give it in terms of applicable law; (vi) communications or dialogues in the course of discussions, forums, chats and virtual communities that are organized through or around the Platform link, or respond, therefore, for any damages suffered by the User or the Customer as a result of such communications and / or dialogues, etc.

Liability for technological failures. Ridian shall not be liable in any way, when there are: (i) errors and/or delays in accessing the Platform when entering data in the application form, the slowness and/or impossibility of receipt by the recipients of the confirmation of the request or any anomaly that may arise when such incidents are due to problems in the Internet network, fortuitous event or force majeure or any other unforeseeable contingency beyond Ridian's control; (ii) failures or incidents that may occur in communications, either by deleting or incomplete transmissions, so that there is no guarantee that the Platform Services are constantly operational; (iii) errors or damage caused to the Platform by misuse of the service by the User or the Customer; (iv) the inoperability or problems in the email address provided by the Customer to send confirmation of the request made; (v) errors, delays, blockages, restrictions and / or any other failure in the operation of the Customer's Exchange, (vi) errors, delays, bugs in the code or any other failure in the performance of the Site, the Platform or the proper functionality of the Strategy that could affect the interests of the Client or third parties. In any case, Ridian undertakes to solve the problems that may arise and to provide all necessary support to the User or Customer to reach a quick and satisfactory solution to the incident, without Ridian assuming responsibility in any way. 

     8. REQUESTED DATA

The Customer acknowledges and agrees that, in order to fulfill the purpose of the Platform, it will be necessary for Ridian to collect personal data, in order to include it in formats, lists, databases or other physical, digital and / or electronic means, to carry out the proper registration of the same and offer the Services. The foregoing, always in compliance and in accordance with our Privacy Notice available on the Platform. 

By accessing the Platform, or any of the Content in which personal data is required, the Customer agrees to provide true, reliable, complete and updated personal data. In the event that the Customer provides false or misleading information, Ridian assumes no responsibility for the results that such acts cause the Customer, having the power to deny access to the Platform and its contents, without prejudice to the possibility of requiring compensation where appropriate.

     9. DATA AND INFORMATION MANAGEMENT

All information provided by the User or Customer during their access to the Platform is strictly confidential and will be used or processed only by Ridian's internal staff or its authorized representatives. As referred to in the Privacy Notice, the personal data of Users or Customers will always be treated in terms of the Privacy Notice.

     10. DATA INDICATORS

The information that the User or Customer provides on the Platform, real or historical, is processed, sorted and dissociated, to generate data indicators, which Ridian may use to make decisions relevant to its business, always statistically and not individualized or identifiable with any particular User or Customer. 

     11. INFORMATION PROVIDED BY THE CUSTOMER

Customer acknowledges and agrees that Ridian may, during the term of the Services and in order to be able to provide the Services, rely on and/or use data, material or other information provided by Customer, which does not require any independent investigation or verification and Ridian shall be entitled to rely on the accuracy and completeness of such information in order to provide the Services. Customer is solely responsible for the information it shares with third parties and hereby releases Ridian from any and all present or future liability to Ridian in the event Customer chooses to share such information.

     12. EXCLUSION OF WARRANTIES AND LIABILITY

User and Customer acknowledge that the information on the Site, Platform and Services are provided "as is" without any express or implied warranty of merchantability or fitness for a particular purpose. Ridian does not warrant the accuracy or completeness of the information, text, graphics, links or other items contained on the Platform or Content. Ridian does not warrant the uninterrupted or error-free operation of the Platform and/or its Content. Ridian does not control or guarantee the absence of viruses in the Content, or the absence of other elements in the Content that may cause alterations in the User's computer system (i.e., software or hardware) or electronic documents stored on your computer system.

     13. COMPATIBILITY OF ELECTRONIC DEVICES

The User and the Customer shall be solely responsible for obtaining devices or hardware that are compatible with the Platform and the Services, since Ridian does not guarantee that they will function properly on any device. Similarly, the User and the Customer agree not to use devices, software or any other means to interfere with the activities and / or operations of the Services or the Platform or the databases and/or information contained therein.

     14. PLATFORM MAINTENANCE

In order to carry out maintenance work, Ridian reserves the right to suspend access and/or modify the Content, as well as to remove or disable access to the Platform or the Services, without prior notice. Ridian, when deemed necessary for the proper functioning of the Platform, may perform patches, updates, bug fixes and improvements to the Platform. We will carry out this maintenance in the most efficient time possible in order to limit to a minimum, the unavailability of our Site and / or Platform.

     15. SUPPORT, COMMUNICATION MECHANISMS, AND COMPLAINT RESOLUTION AND CLARIFICATION MECHANISMS.

Ridian offers the User and the Customer, the service of technical support and basic guidance for the use of the Services and the functionalities of the Platform, which may be by email, or any other means that Ridian considers convenient and feasible, during business days and hours, or by other time or day previously agreed with the User or Customer by Email. This service will have no additional cost. Also, the User or Customer who has requested support, accepts and authorizes Ridian to have full access to all information provided on the Platform, without any limitation. In this regard and for the benefit of the User and Customer, Ridian is obliged to maintain full secrecy and confidentiality regarding the information to which it has access. 

In the event that Ridian needs to communicate with its Customers, it will do so by means of the email and/or any means of communication that they have provided at the time of their registration as Customers on the Platform.

In the event that Users or Customers have any questions, concerns, claims or complaints regarding our Platform or Service, this should be submitted via our email and Ridian will respond within a period not exceeding ten (10) business days, during business hours and email for such purposes indicated by Users or Customers. 

     16. INDUSTRIAL PROPERTY AND COPYRIGHT

Ridian authorizes the User and its Customers to use the Platform, exclusively under the terms expressed herein, without implying that it grants the User or Customer any license or authorization, or any type of right other than the aforementioned, with respect to Ridian's Industrial Property and Copyright, being understood as such: all trademarks registered and/or used in Mexico or in any other country, by Ridian; all rights on inventions (patented or not), industrial designs, utility models, confidential information, trade names, trade secrets, trade notices, reservations of rights, domain names; as well as all kinds of economic rights on works and creations protected by copyright and other forms of industrial or intellectual property recognized or that come to be recognized by the corresponding laws.

Users and Customers acknowledge and agree that Ridian is the rightful owner of, or has the necessary rights in, the Platform, including Ridian's trade names, trademarks, service marks, logos, domain names and other distinctive brand features contained therein (the "Ridian Trademarks"), whether or not such rights are registered, and wherever in the world such rights may exist, and that they are protected by industrial property and copyright laws and international treaties. Therefore, the User and the Customer agree that the Ridian Trademarks may not be copied, reproduced, modified, published, uploaded, posted, transmitted, exploited, or distributed in any way. Except as otherwise expressly stated herein, Ridian does not grant to User or Customer any express or implied rights under any patents, copyrights, trademarks or trade secret information. User and Customer acknowledge and agree that the Platform, as well as all designs thereon, are and, at all times, shall remain the property of Ridian.

     17. OTHER DISPOSITIONS

The User and the Customer agree that a printed version of these Terms, and of any communication sent and/or received in electronic form, shall be admissible as evidence in any judicial and/or administrative proceeding.

The User and the Customer (as applicable) acknowledge and agree that:

1. Fully understand the risks of possible fluctuations in the value of cryptocurrencies and other types of virtual assets;     
2. That in order for Ridian to offer its Customers the products and services through its platform, it is necessary that they have previously (i) successfully opened a personal account as users in an Exchange that in turn is integrated to Ridian; and (ii) that they have correctly completed the registration and identification process, accrediting all the information that has been required, in compliance with the requirements applicable to such entity.     
3. They have sufficient understanding of what it means to invest and the capacity to assume the risks derived from any type of investment, and they undertake to independently assume all risks and consequences derived from any action or investment they have made;
4. All trades made by Ridian in any of the accounts or sub-accounts, if any, of the applicable Exchange represent your true investment intentions and that you unconditionally accept the potential risks and rewards of your decisions.

     18. MODIFICATION OF THE TERMS AND CONDITIONS OF USE OF THE PLATFORM

Ridian reserves the right, at any time, to modify and/or renew these Terms unilaterally and without prior notice, with the obligation to publish or share a message on the Platform containing a notice to the User and the Customer that certain modifications have been made to the Terms. It shall be the exclusive right of the User and the Customer to accept or reject such modifications.

The User and the Customer will always have the Terms on the Platform in a visible and freely accessible way for any queries they wish to make. In any case, the acceptance of these Terms will be a prior and indispensable step to the acquisition of any Service. Therefore, Ridian recommends its Users and Customers, carefully read these Terms each time you access the Platform.

     19. SITE AND PLATFORM SECURITY MECHANISMS

Our Site and Platform have, among others, the following security mechanisms to protect the privacy of our Users/Customers and their data and information: 

(i) The security mechanisms we have in place follow the principle of least accessibility, in which, each person within Ridian, only has access to the information and data indispensable to carry out his or her work; therefore, a very limited number of people within Ridian have access to the production environment of the Platform and our Site.

(ii) users' private keys (API Keys) are encrypted at rest using the Fernet recipe, which provides symmetric encryption and data authentication; this ensures that the encrypted message or key cannot be manipulated or read without authorization.

(iii) Users and/or Customers, when creating their private keys, must specifically approve Ridian’s IP, so that only from our IP such keys will be useful, thus ensuring their protection and use.

(iv) We use the Cloud IDS (Cloud Intrusion Detection System) tool to detect intruders/trespassers and analyze traffic on our systems for suspicious traffic.  

     20. DIVISIBILITY

In the event that any term, condition or provision contained in these Terms is determined to be ineffective, illegal or unenforceable, the same may be severed from the text of these Terms hereof and the remaining clauses shall continue in full force and effect to the fullest extent permitted by law.

     21. RIGHTS.

Any rights not expressly granted herein are reserved to Ridian.

     22. APPLICABLE LAW AND JURISDICTION

These Terms shall be governed by and construed in accordance with the laws applicable in Mexico.

Any dispute or claim related to these Terms and / or use of the Site or the Platform, shall be submitted and resolved at the election of the User or Customer, either through the jurisdiction of the Mexican Consumer Protection Federal Agency (Procuraduría Federal del Consumidor) or by the competent courts of Mexico City. By virtue of the foregoing, the User, the Customer and Ridian expressly submit to the jurisdiction of the Mexican Consumer Protection Federal Agency (Procuraduría Federal del Consumidor) and the competent courts of Mexico City and waive any other jurisdiction that may apply by reason of their present or future addresses, or for any other reason.

     23. DIGITALLY, ELECTRONICALLY OR ONLINE

The Parties agree that the form to perfect the agreement of wills between them is the Digital, Electronic or Online format. In this sense, the User and Customer express their willingness to accept these Terms by deciding to create their account on the Ridian Platform, as well as by having provided personal data and information on the Platform or in the various applications of the licensors, without requiring the signature on any document.

     24. NO FINANCIAL ADVISORY

The Client and/or the User (hereinafter and before, "you") acknowledge, understand and agree that Ridian is not your broker, finder, intermediary, agent or advisor and has no fiduciary relationship or obligation to you in connection with any act, agency, commission, representation, transaction of any nature or other decisions or activities made by Ridian and/or by you using the Platform Services. 

No communication or information provided to you (as a Client and/or User) by Ridian, in any manner whatsoever is intended to be, or shall be deemed or construed to be, investment advice, financial advice, trading advice or any other type of advice. Unless otherwise specified in these Terms, all trades are executed automatically, and you (as a Client and/or User) are solely responsible for determining whether any investment and/or transaction related to the chosen Strategy is appropriate for you, in accordance with your personal investment objectives, financial circumstances and/or risk tolerance, and you shall be solely responsible for any damages, loss, impairment, prejudice, and/or liability arising therefrom.

You should perform your own investigation and due diligence and consult with legal, financial or tax professionals regarding your specific situation. Ridian shall not be responsible for decisions that the Customer makes by choosing a Strategy, or for those decisions that are executed by such Strategy to buy, sell or hold cryptocurrencies or any type of virtual asset based on information provided by Ridian. 

By virtue of being a technological innovation with limited history and in constant development, the User and the Customer understand that investments in cryptocurrencies or any kind of virtual assets are highly volatile and may involve greater risks than those associated with other traditional investments. Likewise, the User and the Customer acknowledge that any modification to the applicable regulation could limit, even completely, the sale, exchange and/or use of any cryptocurrency or any kind of digital asset. The value of a cryptocurrency or digital asset may be determined by transactions of a small number of holders of such cryptocurrency or digital asset, which may reduce its popularity and negatively impact its value.

The information contained on the Platform is not intended to, nor does it, provide tax, legal or financial advice and may not be suitable for your specific circumstances. Each Customer must decide the appropriateness of choosing any Strategy that Ridian makes available. The Content of the Platform is subject to change without notice. Ridian is not responsible for losses, diminutions, damages and/or prejudices that are intended to be imputed to Ridian by reason of the use of the Services, on the understanding that it will be the User and Customer who will make their own investment decisions when it is considered properly informed, by choosing a Strategy. 

The simulators, graphical representations, fact sheets or any other information that may be contained in the Platform are merely informative and didactic, so Ridian does not offer or intend to guarantee explicitly or implicitly the profitability of the Services and/or any of the Strategies available to Customers, therefore, Ridian and its directors, employees, contractors, officers, shareholders and/or agents may not be subject to any claim or lawsuit in this regard. Past performance as a basis for such exercises or any other exercise presented on the Platform in no way guarantees present or future performance. There is no guarantee that the Strategies available on the Ridian Platform and/or that the methodology of creating such Strategies will result in an increase in the value of the Customer's cryptocurrencies or virtual assets.

Any information provided by Ridian should in no way be understood to address the needs of a specific individual or group of individuals.

     25. ACCEPTANCE OF TERMS

The User acknowledges that, by accessing, subscribing and using the Platform, the Services and/or Content or derivatives, manifests its full and unreserved acceptance and, therefore, its acceptance and consent to the version of the Terms published at the time you access the Platform, in terms of the provisions of Articles 1803 and 1834 Bis of the Mexican Federal Civil Code (Código Civil Federal), 80, 81, 89 and other relative and applicable of the Mexican Commercial Code (Código de Comercio) and applicable law for Mexico. It is the sole and exclusive responsibility of the User and the Customer, previously read these Terms and its amendments, each time you access the Platform. If at any time, the User or Customer does not agree, in whole or in part with these Terms, must immediately refrain from accessing and using the Platform and the Services provided. Therefore, with the acceptance of these Terms, the User and the Customer expressly agree to be subject to them, thus entering into an agreement to use the Platform with Ridian, so you represent that you have read and understood the contents of each and every one of the provisions and ratifies its contents.

[___] YES, I ACCEPT THE PRESENT TERMS. THEREFORE, I WISH TO ACCESS THE SITE AND THE PLATFORM TO CREATE AN ACCOUNT AND, IF NECESSARY, TO RECEIVE RIDIAN'S SERVICES. 

[___] I DO NOT ACCEPT THESE TERMS, THEREFORE, I DO NOT WISH TO CREATE AN ACCOUNT OR RECEIVE SERVICES FROM RIDIAN.

     26. TOTAL AGREEMENT

The User and the Customer acknowledge and agree that Ridian made available to them all the information necessary to understand the scope and features of the Platform and the Services. Likewise, they state that, prior to accessing the Platform, they have analyzed and understood the characteristics of the Platform and, therefore, they agree with it.

First Issuance Date: 10/11/2021

Latest Update Date: 06/15/2023