These Terms of Service ("Terms") are a legal agreement between you ("you", "your", "User", or "Trader") and Uptick Trader LLC, a Texas limited liability company ("Uptick Trader", "we", "us", "our", or the "Company"). These Terms govern your access to and use of the Uptick Trader website, services, and evaluation programs (collectively, the "Services").
- Acceptance of Terms
- Description of Services
- Simulated Trading Disclosure
- Eligibility
- Account Registration
- Evaluation Program Rules
- Fees, Payments, and No Refunds
- Funded Trader Program and Payouts
- Prohibited Conduct and Trading Practices
- Account Termination
- Intellectual Property
- Disclaimers and Limitation of Liability
- Indemnification
- Dispute Resolution and Binding Arbitration
- Modifications to Terms
- General Provisions
- Contact Information
1. Acceptance of Terms
By accessing or using the Services, you confirm that:
- You have read, understood, and agree to be bound by these Terms;
- You are at least 18 years of age and have full legal capacity to enter into this agreement;
- You are not located in, organized under the laws of, or a resident of a jurisdiction subject to United States sanctions (including but not limited to Cuba, Iran, North Korea, Syria, and the Crimea region of Ukraine);
- Your use of the Services complies with all applicable laws and regulations in your jurisdiction.
If you are entering into these Terms on behalf of a business or other legal entity, you represent that you have the authority to bind that entity, in which case "you" refers to that entity.
2. Description of Services
Uptick Trader operates an educational and skill-evaluation platform for traders. Our Services include:
- Evaluation Programs ("Challenges"): Paid programs where you trade in a simulated environment using simulated capital to demonstrate trading skill and discipline, subject to specific rules and risk parameters.
- Funded Trader Program: Upon successful completion of a Challenge, you may be eligible to participate in our Funded Trader Program, where you may receive payouts based on simulated trading results in accordance with these Terms.
- Trading Platform Access: Access to our proprietary web-based trading platform for evaluation and funded trading activities.
- Educational Resources: Help center, FAQs, and other materials related to trading on our platform.
3. Simulated Trading Disclosure
You acknowledge and agree that:
- Evaluation Accounts are simulated. The "account balance," "profits," "losses," and trades shown in your evaluation account do not represent real money or real market positions.
- Funded Accounts are simulated. The "funded" status of an account does not mean Uptick Trader has deposited real capital with a broker or exchange on your behalf. The "balance" of a funded account is a simulated balance used to determine the calculation of potential payouts.
- Payouts are paid from Company funds, not from trading profits. When you receive a payout from your funded account, you are being paid from Uptick Trader's operational funds. The amount of your payout is calculated based on the simulated performance of your funded account, in accordance with the profit-split terms applicable to your account.
- You are not a customer of a broker or exchange. Your relationship is solely with Uptick Trader as a participant in our evaluation and funded trader programs.
- This is not investment advice or securities offering. Uptick Trader does not provide investment advice, does not offer or sell securities, and is not a broker-dealer, futures commission merchant, or registered investment advisor.
4. Eligibility
To use the Services, you must:
- Be at least 18 years of age;
- Have the legal capacity to enter into binding contracts in your jurisdiction;
- Not be located in or a resident of any country, region, or jurisdiction subject to comprehensive United States sanctions (including but not limited to Cuba, Iran, North Korea, Syria, and the Crimea region of Ukraine);
- Not be on any United States government list of restricted parties (such as the Specially Designated Nationals list maintained by the Office of Foreign Assets Control);
- Comply with all applicable laws and regulations in your jurisdiction regarding participation in skill-based competitions, simulated trading programs, or financial education programs.
[REVIEW: Your lawyer should advise on whether additional state-level or country-level restrictions are necessary based on your operating model. Some prop firms exclude residents of certain US states (e.g., New York, California, Washington) due to local regulatory considerations.]
Uptick Trader reserves the right to refuse Service to any person at any time at our sole discretion.
5. Account Registration
5.1 Single Account Per Person
You may maintain only one user account. Creating multiple accounts, registering with false information, or registering on behalf of another person is prohibited and grounds for account termination and forfeiture of any fees paid or payouts owed.
5.2 Accurate Information
You agree to provide accurate, current, and complete information during registration and to keep this information up to date. Material misrepresentation of your identity, residence, or eligibility may result in account termination and forfeiture of any fees paid.
5.3 Account Security
You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to notify us immediately of any unauthorized use of your account at support@upticktrader.com.
5.4 Know Your Customer (KYC) Verification
Before receiving your first payout, you may be required to complete identity verification (KYC), which may include providing government-issued identification, proof of address, and other documentation. Failure to complete KYC may result in delays or forfeiture of payouts.
6. Evaluation Program Rules
6.1 Challenge Types
We offer multiple Challenge types, including but not limited to 1-Phase and 2-Phase Challenges, each with specific rules regarding profit targets, daily loss limits, and maximum loss limits. The full rules applicable to your purchased Challenge are presented to you before purchase and form part of these Terms.
6.2 Account Size and Pricing
Challenges are available in multiple simulated account sizes ranging from $5,000 to $100,000. Pricing varies based on account size and Challenge type. All prices are displayed in US Dollars (USD) and are subject to change.
6.3 Rule Breaches
Your Challenge will be terminated if you breach any of the rules applicable to your Challenge, including but not limited to:
- Exceeding the daily loss limit;
- Exceeding the maximum total loss limit;
- Engaging in prohibited trading practices (see Section 9);
- Violating any other rule presented at the time of purchase.
A rule breach results in immediate Challenge failure. Evaluation fees are non-refundable in all cases (see Section 7).
6.4 Successful Completion
You successfully complete a Challenge by reaching the profit target without breaching any rules. Upon successful completion, your account will be upgraded to a Funded Account, subject to identity verification and these Terms.
6.5 Multiple Active Accounts
You may hold up to five (5) active accounts simultaneously, which may be a combination of evaluation and funded accounts.
7. Fees, Payments, and No Refunds
7.1 Evaluation Fees
To participate in a Challenge, you pay a one-time evaluation fee at the time of purchase. The fee amount is disclosed before payment.
7.2 Payment Processing
Payments are processed by third-party payment processors. By providing payment information, you authorize Uptick Trader and our payment processors to charge the applicable fee. You represent that you have the legal right to use any payment method you provide.
7.3 NON-REFUNDABLE
- Whether you pass or fail the Challenge;
- Whether you trade or do not trade on the account;
- Whether you change your mind about participating;
- Any subsequent change to evaluation rules or pricing;
- Any other reason except as required by applicable law.
7.4 Chargebacks
If you initiate a chargeback with your payment provider for a transaction that you have authorized, your accounts will be immediately suspended and all pending payouts forfeited. You agree to pay any costs, including legal and administrative fees, incurred by Uptick Trader in connection with such chargebacks.
7.5 Add-On Purchases
Optional add-ons (such as the 90% profit split upgrade) are also non-refundable.
8. Funded Trader Program and Payouts
8.1 Profit Split
The standard profit split is 80% to the Trader, 20% to Uptick Trader. A 90% profit split is available as a paid add-on purchased at the time of Challenge purchase.
8.2 Payout Calculation
Payouts are calculated based on the realized simulated profit on your funded account multiplied by your applicable profit split percentage. Payouts are paid from Uptick Trader's operational funds, not from real trading profits (see Section 3).
8.3 Payout Requests
You may request payouts on-demand, 24 hours per day, subject to:
- Having realized profit on your funded account;
- Completion of identity verification (KYC);
- Compliance with these Terms and all applicable rules;
- Provision of valid bank account information for ACH or wire transfer.
8.4 Payout Method
Payouts are issued via ACH transfer (US) or international wire transfer to a bank account in your verified legal name. Other payment methods may be added at our sole discretion.
8.5 Payout Processing Time
Payouts are typically processed within 24 hours of being requested, though additional time may be required for verification, fraud review, or other operational reasons. Uptick Trader makes no guarantee of any specific payout processing time.
8.6 Payout Forfeiture
You forfeit all pending and future payouts if:
- You breach any rule of your funded account;
- You engage in prohibited trading practices (see Section 9);
- You initiate a chargeback for any payment to Uptick Trader;
- You provide false or misleading information at any time;
- Your account is terminated for cause.
8.7 Tax Responsibility
You are solely responsible for any taxes owed on payouts. Uptick Trader may be required to issue tax documents (such as IRS Form 1099-MISC for US recipients) and to withhold taxes as required by law. You agree to provide any tax information required, such as a completed W-9 or W-8BEN form.
9. Prohibited Conduct and Trading Practices
The following are strictly prohibited and may result in immediate account termination, forfeiture of fees and payouts, and legal action:
9.1 Prohibited Trading Practices
- Hedging: Holding simultaneous opposing positions (long and short) on the same instrument within the same account, or across multiple accounts you own or control;
- Latency arbitrage: Exploiting price discrepancies between our platform and external markets;
- Quote manipulation or stuffing: Submitting orders intended to manipulate displayed prices;
- High-frequency trading exploits: Strategies that rely on exploiting platform infrastructure limitations or latency;
- Coordinated trading: Coordinating trades across multiple accounts with other traders to circumvent risk limits or extract payouts;
- Use of leaked or insider information: Trading on the basis of information not publicly available;
- Reverse martingale or "gambling" strategies designed solely to pass evaluations: Strategies that show no risk management discipline and are intended only to randomly hit profit targets.
9.2 General Prohibited Conduct
- Creating multiple accounts, including through use of family members, friends, or VPNs;
- Sharing your account credentials or allowing third parties to trade on your account;
- Providing false identity information;
- Using the Services for any illegal purpose;
- Attempting to reverse engineer, hack, or otherwise compromise our platform;
- Harassment of Uptick Trader staff, agents, or other users;
- Public disparagement intended to harm Uptick Trader's reputation that is materially false or misleading.
9.3 Determination of Violations
Uptick Trader has sole discretion to determine whether your conduct or trading activity violates these Terms. Our determination is final. If we determine that you have violated these Terms, we may terminate your account, forfeit all fees paid and payouts owed, and pursue any other available legal remedy.
10. Account Termination
10.1 Termination by You
You may close your account at any time by emailing support@upticktrader.com. Termination does not entitle you to a refund of any fees paid.
10.2 Termination by Us
We may suspend or terminate your account at any time, with or without notice, for any reason, including but not limited to:
- Violation of these Terms;
- Fraudulent or suspicious activity;
- Failure to complete KYC verification;
- Court order or legal requirement;
- Discontinuation of the Services.
10.3 Effect of Termination
Upon termination, your access to the Services will end. Any fees paid are non-refundable. Any pending payouts may be forfeited based on the circumstances of termination. Sections of these Terms that by their nature should survive termination (including dispute resolution, intellectual property, disclaimers, limitations of liability, and indemnification) shall survive.
11. Intellectual Property
All content on the Services, including but not limited to the Uptick Trader name and logo, website design, trading platform, evaluation rules, educational materials, and software, is the exclusive property of Uptick Trader LLC or its licensors and is protected by United States and international intellectual property laws.
You are granted a limited, non-exclusive, non-transferable license to use the Services for your personal participation in the evaluation and funded trader programs. You may not copy, modify, distribute, reverse engineer, or create derivative works of the Services or any content therein.
12. Disclaimers and Limitation of Liability
12.1 Services Provided "As Is"
THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, UPTICK TRADER DISCLAIMS ALL WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.
12.2 No Guarantee of Profits or Funding
Uptick Trader makes no guarantee that:
- You will pass any Challenge;
- You will earn any profits on your funded account;
- The Services will be uninterrupted, error-free, or secure;
- Any errors or defects will be corrected.
12.3 No Investment Advice
Nothing on the Services constitutes investment, financial, legal, or tax advice. Uptick Trader is not a registered broker-dealer, investment advisor, futures commission merchant, or financial planner.
12.4 Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, UPTICK TRADER AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE SERVICES, EVEN IF UPTICK TRADER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
OUR TOTAL CUMULATIVE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE GREATER OF (A) THE TOTAL AMOUNT OF FEES PAID BY YOU TO UPTICK TRADER IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED US DOLLARS ($100).
12.5 Jurisdiction-Specific Rights
Some jurisdictions do not allow the exclusion or limitation of certain warranties or liabilities. In those jurisdictions, our liability is limited to the maximum extent permitted by law.
13. Indemnification
You agree to indemnify, defend, and hold harmless Uptick Trader LLC, its officers, directors, employees, agents, and affiliates from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) your use of the Services; (b) your violation of these Terms; (c) your violation of any law or third-party right; or (d) your tax obligations on payouts received.
14. Dispute Resolution and Binding Arbitration
14.1 Informal Resolution First
Before initiating arbitration, you agree to first contact us at support@upticktrader.com with a written description of the dispute and your desired resolution. We will attempt to resolve the dispute informally within thirty (30) days.
14.2 Binding Arbitration
If we cannot resolve the dispute informally, any dispute arising out of or relating to these Terms or the Services will be resolved by binding individual arbitration administered by JAMS or the American Arbitration Association (AAA) under their then-current consumer arbitration rules. The arbitration will be conducted in Dallas County, Texas, or via remote hearing at the arbitrator's discretion.
14.3 Class Action Waiver
YOU AND UPTICK TRADER AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, OR REPRESENTATIVE PROCEEDING. The arbitrator may not consolidate more than one person's claims and may not preside over any form of class proceeding.
14.4 Jury Trial Waiver
YOU AND UPTICK TRADER EACH WAIVE THE RIGHT TO TRIAL BY JURY.
14.5 Exceptions
This Section 14 does not prevent either party from seeking injunctive or other equitable relief in court for misuse of intellectual property or violation of confidentiality. Either party may also bring an individual action in small claims court if the dispute qualifies.
14.6 30-Day Right to Opt Out
You may opt out of this arbitration agreement within thirty (30) days of first accepting these Terms by sending written notice to support@upticktrader.com with the subject line "Arbitration Opt-Out." Opting out does not affect any other provision of these Terms.
15. Modifications to Terms
We may modify these Terms at any time. Material changes will be communicated to you by email and/or by prominent notice on the Services at least seven (7) days before they take effect. Your continued use of the Services after the effective date constitutes acceptance of the modified Terms. If you do not agree to the modified Terms, you must stop using the Services.
16. General Provisions
16.1 Governing Law
These Terms are governed by the laws of the State of Texas, United States, without regard to its conflict of laws principles. Subject to Section 14 (Arbitration), the exclusive jurisdiction and venue for any disputes is Dallas County, Texas.
16.2 Entire Agreement
These Terms, together with our Privacy Policy, Risk Disclosure, Refund Policy, and any rules presented at the time of purchase, constitute the entire agreement between you and Uptick Trader regarding the Services and supersede all prior agreements.
16.3 Severability
If any provision of these Terms is held invalid or unenforceable, the remaining provisions will remain in full force and effect.
16.4 Waiver
No waiver of any provision of these Terms is effective unless in writing and signed by Uptick Trader. Our failure to enforce any provision is not a waiver of that provision.
16.5 Assignment
You may not assign these Terms without our prior written consent. We may assign these Terms at any time without notice.
16.6 No Agency
Nothing in these Terms creates an agency, partnership, joint venture, or employment relationship between you and Uptick Trader.
16.7 Force Majeure
Uptick Trader is not liable for any failure or delay in performing our obligations due to circumstances beyond our reasonable control, including but not limited to natural disasters, war, terrorism, civil unrest, government action, internet or telecommunications failures, cyberattacks, or pandemic.
17. Contact Information
Questions about these Terms can be directed to:
Uptick Trader LLC
Email: support@upticktrader.com
Mailing Address: [BUSINESS ADDRESS TO BE ADDED]
[REVIEW NEEDED: This document is a starting template and requires review by a qualified attorney familiar with prop firm operations, financial services law, and consumer protection law before use with real customers. Items in [BRACKETS] need to be replaced with actual values. Lawyer should specifically review: (1) jurisdiction-specific consumer protection compliance; (2) MSB / FinCEN registration status; (3) state-by-state restrictions; (4) tax reporting language; (5) arbitration clause enforceability in target jurisdictions.]