1.1 In these terms and conditions, the following definitions shall apply:
- Subscription: the Agreement that allows Client to automatically follow Trading Systems with his own securities account against periodic payment, for a specified period of time;
- Broker: the Broker is the specific company, where both trader and investor have a trading account, and which is compatible with the Software. Through this trading account, Client can Trade and monitor the Trading Systems. The name of this Broker is mentioned on the Website;
- Client: the investor who has taken out a Subscription to a Trading System of a Trader through Systems2follow and wishes to have the Trading Signals of this system automatically executed on his/her trading account at the affiliated Broker;
- Traders: Traders are individuals/companies with experience in the field of Trading. In doing so, they use a Trading System. Traders provide Trading Signals automatically or manually through the services of Systems2follow. Traders themselves follow the Trading System with their own investor account. Traders can publish their performance on the platform of Systems2follow;
- Trade signal: buy or sell order for a particular security from a Trader;
- Trading System: a Trading System is a method developed by a Trader to achieve a good result in the stock market. Such a method can depend on the Trader's fingerspoon sense, but in most cases it is also computer-based. A successful Trading System is often based on various techniques, such as technical analysis, fundamental analysis, various algorithms, quantitative analysis and every other conceivable methodology a Trader uses to determine what to invest in;
- Agreement: the agreement/agreements made by Systems2follow with Client regarding the Subscription. For example, the duration of the Subscription and the price of the Subscription;
- Personal Data: any information about an identified or identifiable natural person, as referred to in Article 4 under 1 of the General Data Protection Regulation, that Systems2follow processes;
- Software means the software used by Systems2follow to automatically copy Trades from Traders into the Client's securities account at the Broker;
- Systems2follow: Systems2follow, a trade name of Hoefnagels & Partners B.V., is a company that can connect Traders and Clients with each other through an online platform and the Software. Systems2follow is user of these terms and conditions declared applicable in accordance with Article 2. By "us" and "we" is therefore also meant Systems2follow;
- Trading: the execution of a transaction (hereinafter "Trade"), involving the buying or selling of securities, such as stocks, bonds, option or futures contracts;
- Website: the internet page https://www.systems2follow.com, on which, among other things, the results (returns) of various investment systems are published. In addition, Systems2follow allows Traders to publish further information about their Trading System.
1.2 In the definitions included in this Article (1), the singular shall be deemed to include the plural and vice versa.
2.1 These General Terms and Conditions apply to all legal relationships between Systems2follow and Customer. Systems2follow declares these General Terms and Conditions applicable to any offer from Systems2follow to Client and, whether or not resulting therefrom, Agreements entered into between these parties.
2.2 These general terms and conditions also apply to all agreements with Systems2follow, for the implementation of which third parties should be involved.
2.3 Systems2follow has the right to unilaterally amend these Terms and Conditions during the term of a current agreement with Client. Such amendments shall apply from the time Systems2follow has declared the new version applicable in writing and sent it to the Client.
2.4 The applicability of any purchasing or other terms and conditions of Client is expressly rejected.
2.5 In case these general conditions and the Agreement contain contradictions, the conditions contained in the Agreement shall prevail.
2.6 If one or more provisions of these terms and conditions are void or destroyed, the remaining provisions of these terms and conditions remain in full force. Systems2follow and Customer shall then consult to agree on new provisions to replace the invalid or void provisions, whereby if and to the extent possible the purpose and intent of the original provision are observed.
3.1 Client can subscribe to a Trading System of his/her choice through Systems2follow's platform. Once Client has paid the subscription fee, he/she will receive a right to use the Software during the subscription period.
3.2 Logged in to the platform of the Software, Client may connect himself/herself to the Trading System chosen by him/her. Client hereby consents that the Trades resulting from the chosen Trading System are automatically copied and executed in his/her trading account with the Broker.
3.3 The Software only works if the Client has an investment account with the Broker. If the Client has taken out a Subscription to a Trading System, the Client must therefore see to it himself that the account is actually opened. Restitution of subscription fees is not possible.
3.4 It may occur that Systems2follow has to switch affiliate Brokers, for example because the Broker stops offering the services in question. In this case, Systems2follow will look for a comparable broker as soon as possible to continue the Subscription. During the period when orders cannot be executed, the subscription is frozen. This means that open positions will be maintained, but temporarily no new Trading Signals can come in. The subscription will be renewed free of charge for the duration of this period.
3.5 If Client uses our services to issue investment orders, he/she issues those orders to the Broker and not to us. We only offer Client the opportunity to use our services as a tool.
4.1 By purchasing a subscription and using our services the Customer declares that he/she is 18 years or older and will not use the Subscription to invest funds professionally. If the Customer does so, he/she is legally in default and will forfeit to Systems2follow for each violation an immediately payable penalty of € 10,000, - per violation, as well as a penalty equal to € 1,000, - for each day that the violation, after notification of the discovery thereof by Systems2follow, continues, without prejudice to the right of Systems2follow instead to claim full compensation.
4.2 Client is in full control of his/her securities account with Broker and is therefore logically responsible for it at all times.
4.3 Client must ensure that he has sufficient funds in his account to follow the Trading Signals. For each Trading System it is clearly stated how much money must be available to participate. Insufficient funds available may result in Trades not being able to be executed on his/her trading account. Not having sufficient funds in the account may cause Client to miss out on returns. This is at his/her own expense and risk.
4.4 The Client must ensure that Trading Permissions are set up so that the Trades of the trader are authorized on his account. Example: if a Trading System trades in 'futures America', then a Client must ensure that he/she has permission on his securities account to trade in 'futures America'. These trading permissions can be set up on the trading account with the Broker himself.
4.5 Client is free to connect with and disconnect from the Trading System to which he/she has a subscription during the subscription period. Disconnecting does not entitle Client to renew the subscription period.
4.6 The Client may intervene at any time during the subscription period at its own discretion. The Client must indicate this via the Software in accordance with the instructions in the Software manual. Intervening means that he can close positions himself, or block new positions. In this way the Client retains full control over his trading account.
4.7 If a Client no longer wishes to use Trade Signals he can pause or unsubscribe from it. Unsubscribing or pausing does not entitle the Client to a refund of the subscription fee. Should there be a profit fee, it will be calculated based on the High-Water Mark principle. If Client stops following the course prematurely this will be at his own expense. If a Client does not pay the profit fee invoice within 14 days he/she will automatically be put on pause until payment is received.
4.8 The Client is not permitted to make his/her login details available to others or to provide them with access to the Services.
5.1 Client already gives Systems2follow the right in advance, without needing the express consent of Client, to transfer all or parts of the Agreement.
6.1 The Agreement between Systems2follow and Client is entered into for a definite period, unless the content, nature or scope of the Agreement indicates otherwise or the parties expressly agree otherwise in writing.
6.2 The Subscription starts at the time the Client has paid the price for Subscription, unless another start date is expressly agreed.
6.3 If the Client no longer wishes to use the Trade Signals, he/she can unsubscribe/ pause the Trade Signals on the platform of the Software. This will not affect the (continued) subscription and the subscription price due.
7.1 The cost of a Subscription for each Trading System is stated on the Website. For concluded Subscriptions, the first payment is due in advance. Any price increases of the Trading System will apply to the Agreement only from (automatic) renewal or from the conclusion of a new Agreement.
7.2 Subscription fees may be fixed and/or variable depending on the choice of Trading System. Variable charges consist of a profit fee, which is calculated on a High-Water Mark principle.
7.3 The profit fee is collected by Systems2follow by means of a profit fee invoice upon reaching each € 1,000.00 profit by Client. Also upon termination of the Subscription, the profit fee balance is drawn up and a profit fee invoice is sent, even if the remaining profit is less than € 1,000.
7.4 The amounts stated in the Agreement and the Website are exclusive of any fees incurred by Client with the Broker. The agreement between Client and the Broker is separate from the Agreement.
8.1 Payment of the invoice sent by Systems2follow must be made, without deduction, discount or setoff, within 14 days of the invoice date. Payment must also be made in Dutch currency by deposit in favor of a bank account designated by Systems2follow. Objections to the charges due do not suspend the payment obligation of Client.
8.2 If Client fails to make payment within the period, Client shall be in default by operation of law, without further notice. The Client shall then owe statutory interest, or statutory commercial interest (for commercial transactions). The interest on the amount due and payable shall be calculated from the day the Client is in default until the day of payment in full.
8.3 The subscription fee is payable in advance over the agreed subscription period.
8.4 Systems2follow is entitled in the first place the payments made by the Client to reduce the costs, then to reduce the interest cases and finally to reduce the principal and accrued interest. Systems2follow can, without thereby being in default, refuse an offer of payment if the Client designates a different order for the allocation.
8.5 Systems2follow can refuse full repayment of the principal sum, if this does not include the cases and accrued interest and costs.
9.1 If Customer is a consumer and he/she has not or not fully complied with the payment obligation after the expiry of the first payment period, Systems2follow will send a written reminder to Customer for payment of the outstanding amount and the statutory interest thereon within a second period of 14 days, notifying the extrajudicial collection costs according to the scale of extrajudicial collection costs (BIK). If the Client has not or not fully complied with the payment obligation within the second term, the extrajudicial collection costs will be due, as well as the statutory interest on the extrajudicial costs from the day they are due.
9.2 If Client is not a consumer and has not or not fully complied with the payment obligation after the expiry of the first payment period, as mentioned in article 8 paragraph 1, the actual extrajudicial collection costs, as well as the legal interest on the extrajudicial costs from the day they are due, shall be due.
9.3 Systems2follow shall send a written demand to Client for payment of the outstanding amount, interest due on the outstanding amount, extrajudicial collection costs and statutory interest thereon. This shall be done within the deadline of 7 days.
9.4 If after the expiration of the deadline the Customer has not or not fully complied with its payment obligation, Systems2follow will be entitled to initiate legal action against the Customer. All judicial and/or execution costs, which Systems2follow has had to incur as a result of the non-compliance by the Customer, will then also be borne by the Customer.
10.1 The Agreement entered into for a definite period cannot be terminated prematurely by the Client. The Client may terminate the Fixed Term Subscription subject to a notice period of 1 month before the end of the agreed subscription period.
10.2 If the Client is not a consumer, the following applies: after the expiration of the agreed subscription period, the Subscription will be automatically renewed for the same period at the then current subscription price for the same product, unless the Client cancels the Subscription subject to 1 month's notice before the expiration of the agreed subscription period.
10.3 If Client is a consumer, the following applies: after the expiration of the agreed subscription period, the Subscription will be automatically renewed for an indefinite period of time at the then current subscription price for the same product, unless Client cancels the Subscription subject to 1 month's notice before the expiration of the agreed subscription period. After renewal, Client may cancel the Subscription at any time subject to 1 month's notice. If Client validly terminates the Subscription before the expiration of the payment period, a refund of the subscription fee already paid will be made for the remaining payment period from the end date of the Subscription.
10.4 Termination of a Subscription can be done electronically (via an unambiguous e-mail to info@systems2follow.com) or by mail. Here, the moment the message arrives is considered the moment against which the cancellation is made.
10.5 Systems2follow is entitled to terminate a Subscription by giving the same notice period as that applicable to the Client in question.
10.6 If the Subscription is terminated by Client without observing the notice period, Systems2follow is entitled to 100% of the subscription price for the subscription period.
11.1 Systems2follow is authorized to suspend performance of its obligations with immediate effect, without obligation to pay any damages, or to terminate the Agreement, if:
- Client fails to fulfill or fails to fully fulfill its obligations under the Agreement;
- After the conclusion of the Agreement Systems2follow learns of circumstances that give good reason to fear that the Client will not fulfill its obligations. If there is a well-founded fear that the Client will only partially or improperly fulfill its obligations, suspension is only allowed to the extent that the shortcoming justifies it;
- Client was requested at the conclusion of the Agreement to provide security for the fulfillment of its obligations under the Agreement and such security is not provided or is insufficient;
- Systems2follow has legitimate reasons, such that it can not reasonably be required to continue the Subscription. For example, when the provision of the services involves unforeseen and disproportionately high costs.
11.2 If the Agreement is dissolved, the claims of Systems2follow on the Client are immediately due and payable. If Systems2follow suspends the fulfillment of its obligations, Systems2follow retains its claims under the law and Agreement.
11.3 Systems2follow always retains the right to claim damages.
12.1 Systems2follow assumes no liability for any damages suffered by Client or third parties, such as lost profits or losses, in any manner or basis whatsoever, arising out of the use (or the inability to use), reliance on, or actions taken as a result of use, of our services.
12.2 If the above exclusion of liability has no effect, then this liability is limited to what is regulated in this provision.
12.3 Systems2follow is not liable for damages of any kind, where Systems2follow has relied on any incorrect and / or incomplete information provided by the Customer, unless such inaccuracy or incompleteness should have been known to Systems2follow.
12.4 Damage means only: damage to persons, damage to property and direct property damage. Systems2follow shall never be liable for indirect damages, including but not limited to consequential damages, lost profits, lost savings and damage due to business stagnation.
12.5 Systems2follow shall at all times have the right to prevent or mitigate as far as possible any damage suffered or incurred by Customer.
12.6 The liability of Systems2follow is in any case limited to a maximum of twice the claim amount of the relevant Agreement, at least that part of the Agreement to which the liability relates.
12.7 The exclusions and/or limitations of liability for damages contained in these Terms and Conditions do not apply if the damage is due to intentional or equivalent gross negligence of Systems2follow or its subordinates.
12.8 The Client waives the right to hold persons or legal entities, employed by or affiliated with Systems2follow, liable for breach of contract or tort. The limitations of liability laid down in these General Terms and Conditions are also stipulated for the benefit of persons or third parties engaged by Systems2follow, who therefore have a direct claim to these limitations of liability.
13.1 Parties are not obliged to fulfill any obligation if they are hindered to do so as a result of a circumstance that is not due to fault, nor for their account by virtue of the law, a legal act or generally accepted practice.
13.2 Force majeure in these terms and conditions means, in addition to what is understood in the law and jurisprudence, all external causes, foreseen or unforeseen, which Systems2follow can not influence, but which Systems2follow is unable to fulfill its obligations, such as a failure.
13.3 Systems2follow also has the right to invoke force majeure if the circumstance preventing (further) performance occurs after Systems2follow should have fulfilled its obligations.
13.4 The parties may suspend the obligations under the Agreement during the period of force majeure. If this period lasts longer than two months, either party is entitled to dissolve the Agreement, without any obligation to compensate the other party for damages.
14.1 As part of the Agreement, it is necessary for Systems2follow to process Client personal data, such as name, e-mail address, telephone number and IBAN number. We handle the personal data of Clients with care. We do so in compliance with the General Data Protection Regulation (AVG).
14.2 Systems2follow shall inform Client as soon as possible about the discovery of a data breach involving personal data of Client. Systems2follow will then keep Client informed of new developments surrounding the data breach.
14.3 When the Agreement between Systems2follow and Client ends, Systems2follow will return to the Client and/or destroy the personal data it processed in the performance of the Agreement, unless a legal obligation to retain data prevents it.
15.1 All intellectual property rights shall remain vested in Systems2follow. Nothing in the Agreement or these terms and conditions is intended to transfer any intellectual property rights to Client. Customer only acquires a limited right to use our services.
15.2 All products/services provided by (or through) Systems2follow are intended exclusively for use by the Customer and may not be reproduced, published, exploited or disclosed to third parties by him/her without the prior written permission of Systems2follow, unless the nature of the documents provided otherwise implies. If the Customer does so without prior written consent, he / she is legally in default and he / she will forfeit to Systems2follow for each violation an immediately payable penalty of € 10,000, - per violation, and a penalty equal to € 1,000, - for each day that the violation, after notification of its discovery by Systems2follow, continues, without prejudice to the right of Systems2follow instead to claim full damages (including lost profits)
16.1 Investing involves costs and risks. Client may lose (part of) his/her deposit. The use of our services is entirely at the expense and risk of the Client. Past performance is no guarantee for the future.
16.2 Systems2follow is a software company providing financial information solutions. Systems2follow is not a financial service provider or investment firm and does not provide financial advice. We are not supervised by the Financial Markets Authority (AFM) and are not subject to licensing. The Brokers linked to our platform are of course supervised by the relevant authorities.
16.3 Systems2follow is not responsible for the quality/operations of the Trader. Communications from us or third parties such as Traders do not contain investment advice regarding the purchase or sale of securities. These communications are always intended to be general in nature and are not tailored to the personal situation of Client. It is up to the Client to decide whether and how he/she wishes to use notices or Trading Signals. Client is solely responsible for his/her choice of Trading System.
16.4 The information on the Website and in the Software is compiled with care, but it remains human work. Systems2follow is not liable for obvious clerical errors.
16.5 Systems2follow will make every effort within its capabilities to keep its services and the Software always available online and to avoid errors, but cannot be held liable for damages resulting from any defects in it. This is because the Software is highly dependent on third parties. Systems2follow will try to correct any defects as soon as possible.
16.6 If warranted, we may, at our sole discretion, develop the Services we offer. In particular, we are entitled to make updates and modify or remove Trading Systems from our platform. We will communicate changes affecting the use of Client. Systems2follow will not be liable for any resulting (indirect) damages and such changes to the Services will not entitle Client to terminate the Agreement.
16.7 Systems2follow is not responsible for the correct, timely and complete transmission of the content of any e-mail or other message sent, nor for its timely receipt.
17.1 If Customer is a consumer and the Agreement is subject to the right of withdrawal, Customer may, within a period of 14 days after the conclusion of the Agreement, revoke the Agreement concluded with Systems2follow without giving reasons.
17.2 To exercise the right of withdrawal, Customer must notify us of his/her decision to withdraw from the Agreement by an unequivocal statement (e.g. in writing by post or e-mail). For this purpose, Client can use the model withdrawal form that is on our website, but is not obliged to do so. Our contact details can be found by Client on the Website and in these general terms and conditions.
18.1 Insofar as these General Terms and Conditions do not provide otherwise, claims and other powers of Client on any basis whatsoever against Systems2follow in connection with the performance of work by Systems2follow shall in any event expire 1 year after the time when Client became aware or could reasonably be aware of the existence of these rights and powers.
19.1 Systems2follow contact information:
- E-mail: info@systems2follow.com
- Phone +31 (0) 851 309 247
- Chamber of Commerce number: 14634755
- Bank account: NL48INGB 0009 5166 99
20.1 All agreements between Systems2follow and Customer are governed by Dutch law.
20.2 All disputes between Systems2follow and Customer shall be exclusively settled by the competent court in the district in which Systems2follow has its registered office, unless another court has jurisdiction under mandatory law. Nevertheless, Systems2follow has the right to submit the dispute to the court with jurisdiction under the law.