LEGAL

Terms of Service

Last updated: April 1, 2026 · Effective immediately upon use

IMPORTANT RISK WARNING

Cryptocurrency trading involves substantial risk of loss. You may lose some or all of your invested capital. Automated trading systems, including Gridtick, can malfunction, produce unexpected results, or fail entirely. Past performance and backtesting results do not guarantee future results. By using Gridtick, you acknowledge and accept all risks described herein. Do not trade with funds you cannot afford to lose.

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Client," "you," or "your") and Gridtick, Inc. ("Gridtick," "Company," "we," "us," or "our") governing your access to and use of the Gridtick platform, software, and services. Please read these Terms carefully before using our Service. By creating an account, accessing the Platform, or using any portion of the Service, you agree to be bound by these Terms in their entirety. If you do not agree to these Terms, you must not access or use the Service.

These Terms incorporate our Privacy Policy by reference. Together, they constitute the entire agreement between you and Gridtick. These Terms may be updated from time to time as described in Section 20.

1. Definitions

For the purposes of these Terms, the following definitions apply. Defined terms appear in title case throughout this document and have the meanings set forth below.

"Account" means the registered user profile created by a Client upon completing the registration process on the Platform, which provides access to the Service and stores associated configuration, preferences, and data.

"API Key" means the application programming interface credentials, including but not limited to the public key, secret key, and any associated passphrase, issued by an Authorized Exchange to a Client for the purpose of authorizing programmatic access to the Client's exchange account.

"Authorized Exchange" means any cryptocurrency exchange or trading platform that Gridtick officially supports via integration, as listed on the Platform at any given time. Currently supported exchanges include Binance and such other exchanges as Gridtick may add or remove at its discretion.

"Bot" means the automated grid trading algorithm software instantiated by Gridtick on behalf of the Client, which executes buy and sell orders on the Client's exchange account in accordance with the Client's configured parameters and the Platform's proprietary logic.

"Capital Limit" means the maximum amount of funds, denominated in USDT or a stablecoin equivalent, that the Client designates within the Platform as the maximum capital the Bot is permitted to deploy at any given time. The Bot will not exceed the Capital Limit under normal operating conditions.

"Client" means any individual, entity, or organization that has registered an Account and is authorized to access and use the Service pursuant to these Terms and any applicable Subscription plan.

"Client Data" means all data, information, and content submitted, uploaded, or generated by the Client through the use of the Service, including Account information, API Keys, trading configurations, preferences, and communications with Gridtick support.

"Confidential Information" means any non-public information disclosed by one party to the other in connection with these Terms that is designated as confidential or that, given the nature of the information or the circumstances of disclosure, should reasonably be understood to be confidential. For Gridtick, Confidential Information includes source code, algorithms, trading logic, business strategies, pricing models, and technical architecture. For the Client, Confidential Information includes API Keys and non-public financial information.

"Exchange API" means the application programming interface provided by an Authorized Exchange that enables programmatic submission of orders, retrieval of account balances and trade history, and other exchange-related functions.

"Fees" means all charges owed by the Client to Gridtick for use of the Service, including Performance Fees and any other fees described in Section 7 of these Terms or in the applicable Subscription plan documentation.

"Grid Trading" means an automated trading strategy that places a series of buy and sell limit orders at predetermined price intervals above and below a set price level, forming a "grid" of orders designed to profit from price oscillations within a defined range. Profits are generated when the price moves between grid levels and orders are filled sequentially.

"Intellectual Property" means all patents, copyrights, trademarks, trade secrets, trade names, service marks, logos, algorithms, software code (in source and object form), databases, methodologies, processes, inventions, discoveries, and all other proprietary rights, whether or not registered, relating to the Platform and Service.

"Losses" means any and all financial losses, whether realized or unrealized, incurred in connection with trading activity executed by the Bot on the Client's exchange account, including losses due to adverse price movements, inventory depreciation, exchange fees, slippage, or any other cause.

"Performance Fee" means the fee charged by Gridtick equal to twenty percent (20%) of the net growth of the Client's Vault balance during the applicable billing period, as more fully described in Section 7.

"Platform" means the Gridtick web application, dashboard, APIs, software systems, infrastructure, and all related tools and interfaces made available by Gridtick for the Client's use, accessible at gridtick.com and any associated subdomains or successor URLs.

"Profit" means the net positive financial gain, denominated in USDT or stablecoin equivalent, realized from completed grid trading cycles executed by the Bot, after deducting exchange trading fees, but before deduction of Gridtick Performance Fees.

"Service" means the automated grid trading software service provided by Gridtick through the Platform, including all features, functionalities, updates, improvements, and related support services, as further described in Section 3.

"Subscription" means the Client's enrollment in a Gridtick service plan that grants the Client access to specified features of the Service for a defined period in exchange for applicable Fees.

"Third-Party Services" means any products, services, software, systems, or platforms provided by parties other than Gridtick that are used in connection with the Service, including without limitation Authorized Exchanges (such as Binance), payment processors (such as Stripe), authentication providers (such as Google), and cloud infrastructure providers.

"Trading Data" means all data generated by or resulting from the Bot's trading activity on the Client's exchange account, including order history, trade confirmations, fill prices, position data, profit and loss records, and performance metrics as reported through the Platform.

"Vault" means the designated portion of realized trading Profits that is automatically retained and secured by the Platform's accounting logic, representing accumulated locked profits equal to fifty percent (50%) of all realized gains since the Bot's inception or last Vault reset, as more fully described in Section 6. The Vault balance is a logical accounting construct within the Platform and does not represent funds held in custody by Gridtick.

2. Eligibility & Account Registration

2.1 Age Requirement. You must be at least eighteen (18) years of age to use the Service. By creating an Account, you represent and warrant that you are at least 18 years old. If you are under 18, you are strictly prohibited from accessing or using the Service in any capacity. We reserve the right to terminate accounts upon discovery that the Account holder is under 18 years of age.

2.2 Exchange Account Requirement. To use the Service, you must maintain a valid, verified, and active account with at least one Authorized Exchange. You are solely responsible for ensuring your exchange account meets all requirements of the Authorized Exchange, including completion of any know-your-customer (KYC) or anti-money laundering (AML) verification processes required by that exchange.

2.3 Jurisdiction Compliance. The Service is not available to individuals or entities in jurisdictions where the use of automated cryptocurrency trading tools, the Service, or cryptocurrency trading generally is prohibited or restricted by applicable law. It is your sole responsibility to determine whether your jurisdiction permits your use of the Service. By registering an Account, you represent and warrant that your access to and use of the Service does not violate any law, regulation, rule, or ordinance applicable to you. We reserve the right to restrict access from any jurisdiction at any time, without notice or liability.

2.4 Authentication via Google OAuth. Account registration and login are facilitated through Google OAuth 2.0 authentication. By using this authentication method, you authorize Gridtick to receive certain information from your Google account as described in our Privacy Policy. You are responsible for maintaining the security of your Google account and any credentials used to access the Service.

2.5 Two-Factor Authentication. We strongly recommend and may require the use of two-factor authentication (2FA) on both your Gridtick Account and your Authorized Exchange account. If 2FA is available on your exchange account, failure to enable it constitutes a material security risk that you expressly assume. Gridtick shall bear no liability for unauthorized access to your exchange account resulting from your failure to enable available security features.

2.6 Account Security Responsibility. You are solely and entirely responsible for maintaining the confidentiality and security of your Account credentials, including your Google login, any API Keys associated with your Account, and any authentication tokens. You agree to immediately notify Gridtick at security@gridtick.com if you become aware of or suspect any unauthorized access to or use of your Account. You accept full responsibility and liability for all activities that occur under your Account, whether or not authorized by you.

2.7 One Account Per Person. Each individual or legal entity may maintain only one (1) Account. Creating multiple Accounts for the same individual or entity is prohibited and may result in the immediate termination of all associated Accounts without notice or refund. Organizations must designate a single authorized representative to manage the Account.

2.8 Accurate Information. You agree to provide accurate, current, and complete information during registration and to promptly update such information to keep it accurate, current, and complete. Gridtick reserves the right to suspend or terminate accounts that contain inaccurate, misleading, or incomplete information.

3. Service Description

3.1 Nature of Service. Gridtick provides automated Grid Trading software that connects to your account on an Authorized Exchange via API Key and executes buy and sell orders on your behalf according to a grid trading strategy. The Service is a software automation tool only. All trading activity occurs within your own exchange account, using your own funds.

CRITICAL DISCLAIMER — WHAT GRIDTICK IS NOT

GRIDTICK IS NOT A BROKER, DEALER, INVESTMENT ADVISOR, FINANCIAL ADVISOR, PORTFOLIO MANAGER, CUSTODIAN, TRUSTEE, OR ANY TYPE OF REGULATED FINANCIAL INSTITUTION. GRIDTICK DOES NOT HOLD, MANAGE, CONTROL, OR TAKE CUSTODY OF YOUR FUNDS AT ANY TIME. GRIDTICK DOES NOT PROVIDE INVESTMENT ADVICE, FINANCIAL ADVICE, TRADING RECOMMENDATIONS, TAX ADVICE, OR LEGAL ADVICE. NOTHING IN THE SERVICE OR THESE TERMS CONSTITUTES SUCH ADVICE OR A SOLICITATION TO BUY OR SELL ANY CRYPTOCURRENCY OR OTHER FINANCIAL INSTRUMENT.

3.2 No Custody of Funds. At no time does Gridtick take possession, control, or custody of your funds, cryptocurrencies, or any other assets. All funds remain in your exchange account at all times. Gridtick's access is limited to placing and cancelling orders on your behalf through API Keys that you configure and provide. You retain full ownership and control of all assets in your exchange account.

3.3 Software Tool Only. The Service is a software tool that automates a specific trading strategy. The selection of the grid trading strategy, the configuration parameters, the Capital Limit, and the decision to use the Service at all are yours alone. Gridtick does not make individualized determinations about whether the Service is appropriate for your financial situation, risk tolerance, or investment objectives.

3.4 Service Availability. Gridtick will use commercially reasonable efforts to make the Platform available on a continuous basis. However, we do not guarantee uninterrupted, error-free, or continuously available access to the Service. Scheduled maintenance, emergency maintenance, system upgrades, and circumstances beyond our control may result in downtime. We will endeavor to provide advance notice of scheduled maintenance where practicable.

3.5 Service Modifications. Gridtick reserves the right to modify, update, improve, discontinue, or otherwise change any aspect of the Service at any time, with or without notice to you. We may add or remove supported exchanges, features, or functionalities. We will not be liable to you or any third party for any modification, suspension, or discontinuation of any part of the Service.

4. API Key Security & Access

4.1 Mandatory Withdrawal Restriction. You are strictly required to disable all withdrawal permissions on any API Key provided to Gridtick. Gridtick does not require, request, or use withdrawal permissions under any circumstances. Any API Key that grants withdrawal capabilities to any destination will be automatically rejected by the Platform. If you accidentally provide an API Key with withdrawal permissions enabled, you must immediately revoke that key from your exchange account and generate a new restricted key. Gridtick shall bear no liability whatsoever for any losses arising from your provision of an API Key with withdrawal permissions.

4.2 IP Restriction Requirement. You are strongly advised and may be required to configure IP address restrictions on your API Key, whitelisting only the IP addresses used by Gridtick's servers. Gridtick will provide a list of its server IP addresses for this purpose. Failure to implement IP restrictions significantly increases the risk of unauthorized use of your API Key if it is ever exposed. You accept all risks associated with your failure to implement available API Key security restrictions.

4.3 Encryption and Storage. Gridtick encrypts all API Keys at rest using AES-256 encryption with keys managed through a secure key management system. API Keys are never stored in plaintext form in any database, log file, or other persistent storage medium. API Keys are decrypted only in volatile memory (RAM) for the duration necessary to authenticate requests to the Exchange API and are immediately cleared from memory upon completion of each operation.

4.4 No Plaintext Transmission. API Keys are transmitted between the Client's browser and Gridtick's servers exclusively over TLS-encrypted connections (HTTPS). Gridtick personnel do not have routine access to decrypted API Key values and will not ask you to provide your API Key secret through email, support tickets, or any communication channel.

4.5 Client Right to Revoke. You may revoke your API Key from both the Gridtick Platform and your exchange account at any time. Upon revocation or deletion within the Platform, Gridtick will cease all trading activity associated with that key, will cancel any open orders placed by the Bot on your account, and will securely delete the API Key from its systems within twenty-four (24) hours. You are also encouraged to separately revoke the API Key directly from your exchange account for additional security.

4.6 Rejection of Unauthorized Keys. Gridtick reserves the right to reject or deactivate any API Key that it determines, in its sole discretion, to have withdrawal permissions enabled, to lack appropriate IP restrictions, or to otherwise pose unacceptable security risks. Gridtick will notify you of such rejection and the reason therefor.

4.7 Client Responsibility for Key Security. You are solely responsible for the security of your API Keys from the time you generate them on your exchange account to the time you enter them into the Platform. You acknowledge that Gridtick's security measures protect API Keys only after they are in Gridtick's custody and that you assume all risks of exposure prior to that point. You agree to promptly notify Gridtick if you believe your API Key has been compromised and to immediately revoke and replace any compromised key.

5. Trading Risks & Disclaimers

READ THIS SECTION CAREFULLY — IT SIGNIFICANTLY AFFECTS YOUR LEGAL RIGHTS

CRYPTOCURRENCY TRADING INVOLVES A SUBSTANTIAL RISK OF LOSS AND IS NOT SUITABLE FOR ALL INVESTORS. YOU SHOULD CAREFULLY CONSIDER YOUR INVESTMENT OBJECTIVES, LEVEL OF EXPERIENCE, AND RISK APPETITE BEFORE USING THIS SERVICE. THE POSSIBILITY EXISTS THAT YOU COULD SUSTAIN A LOSS OF SOME OR ALL OF YOUR INITIAL INVESTED CAPITAL AND THEREFORE YOU SHOULD NOT INVEST MONEY THAT YOU CANNOT AFFORD TO LOSE.

BY CONTINUING TO USE THE SERVICE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND FREELY ACCEPTED ALL RISKS DESCRIBED IN THIS SECTION AND THROUGHOUT THESE TERMS.

5.1 Cryptocurrency Market Risk. Cryptocurrency markets are highly volatile, speculative, and largely unregulated. Prices can and do fluctuate dramatically in short periods, sometimes losing the majority of their value in a matter of hours or days. These price movements may be caused by factors including but not limited to macroeconomic events, regulatory announcements, exchange incidents, market manipulation, technological failures, and changes in market sentiment.

5.2 Automated System Risk. Automated trading systems, including the Bot, carry inherent risks that differ from manual trading. The Bot may malfunction, produce unexpected results, place unintended orders, or fail to function as designed due to software bugs, latency issues, API errors, connectivity problems, exchange outages, or market conditions outside the system's design parameters. Any such malfunction could result in significant financial losses.

5.3 No Guarantee of Results. Past performance of the Bot, Gridtick's algorithms, or any backtesting or simulated results shown on the Platform or in marketing materials does not guarantee, predict, or imply future results. Backtests are based on historical data and are subject to overfitting, look-ahead bias, and other methodological limitations. Real-world trading results may differ materially from backtested results.

5.4 Inventory Depreciation Risk. Grid trading strategies inherently accumulate the base cryptocurrency asset as the price decreases. In a sustained downtrend, the Bot will accumulate a significant position in the base asset, the value of which may depreciate substantially. You may experience a loss of capital even if the Bot generates a positive number of completed grid cycles, because the unrealized loss on the accumulated inventory may exceed the realized profits from completed cycles.

5.5 Exchange Risk. Your funds are held on an Authorized Exchange, not by Gridtick. Exchanges are subject to their own risks, including but not limited to: exchange insolvency or bankruptcy, hacking or security breaches, regulatory closure or suspension of operations, technical outages, withdrawal freezes, loss of funds, and changes to exchange policies or fee structures. Gridtick has no control over and accepts no liability for any actions or failures of any Authorized Exchange.

5.6 API and Connectivity Risk. The Service depends on stable and functional Exchange APIs. Exchanges may modify, restrict, deprecate, or discontinue their APIs, change rate limits, alter data formats, or experience outages that prevent the Bot from executing orders or retrieving account information. Such events may cause missed trades, duplicate orders, uncancelled positions, or other adverse outcomes.

5.7 Regulatory Risk. The regulatory environment surrounding cryptocurrency trading is rapidly evolving and varies significantly by jurisdiction. New laws, regulations, or regulatory interpretations may adversely affect your ability to trade cryptocurrencies, the legality of using automated trading tools, or the availability of the Service in your jurisdiction. You assume all regulatory risks associated with your use of the Service.

5.8 Liquidity Risk. Certain cryptocurrency markets may have limited liquidity. The Bot may place orders that cannot be fully filled at the expected price, may experience significant slippage, or may be unable to close positions in a timely manner due to insufficient market liquidity.

5.9 NO FINANCIAL, INVESTMENT, TAX, OR LEGAL ADVICE. NOTHING IN THE SERVICE, THE PLATFORM, THESE TERMS, GRIDTICK'S WEBSITE, MARKETING MATERIALS, SUPPORT COMMUNICATIONS, OR ANY OTHER GRIDTICK CONTENT CONSTITUTES FINANCIAL ADVICE, INVESTMENT ADVICE, TRADING ADVICE, TAX ADVICE, OR LEGAL ADVICE. ALL INFORMATION PROVIDED IS FOR INFORMATIONAL AND EDUCATIONAL PURPOSES ONLY. GRIDTICK IS NOT A REGISTERED INVESTMENT ADVISOR, BROKER-DEALER, OR FINANCIAL PLANNER. YOU SHOULD CONSULT WITH QUALIFIED PROFESSIONALS BEFORE MAKING ANY FINANCIAL OR INVESTMENT DECISIONS.

5.10 Client Assumes All Trading Risks. By using the Service, you expressly acknowledge and agree that you understand all risks described in this Section 5, that you have independently evaluated whether the Service is appropriate for your circumstances, and that you assume complete and sole responsibility for all trading decisions, results, and Losses arising from your use of the Service.

6. Capital Limit & Bot Operation

6.1 Capital Limit Configuration. Prior to activating the Bot, you must set a Capital Limit within the Platform. The Capital Limit represents the maximum amount of capital the Bot is authorized to deploy. You acknowledge that the Capital Limit is a configuration parameter, not a guarantee, and that market conditions, exchange latency, or system errors could in unusual circumstances result in temporary deviations.

6.2 Capital Allocation. Upon activation, the Bot will deploy capital from your exchange account in an approximately equal split: fifty percent (50%) allocated to USDT (or equivalent stablecoin) for buy-side grid orders, and fifty percent (50%) allocated to the base cryptocurrency asset for sell-side grid orders. This balanced allocation is fundamental to the grid trading strategy's design.

6.3 Vault System — Profit Protection. The Platform employs a proprietary Vault system designed to protect accumulated profits. Fifty percent (50%) of all realized net Profits generated by the Bot are automatically allocated to the Vault balance in the Platform's accounting records. The Vault balance represents profits that are considered "locked" for performance fee calculation purposes. The remaining fifty percent (50%) of realized Profits is eligible for reinvestment (compounding) within the Capital Limit. You acknowledge that the Vault is an accounting construct within the Platform and does not represent funds held separately or in custody by Gridtick — all funds, including those represented by the Vault balance, remain in your exchange account.

6.4 Profit Compounding. The Platform supports optional profit compounding, whereby the fifty percent (50%) of Profits not allocated to the Vault may be reinvested to incrementally increase the effective Capital Limit over time. Compounding is subject to your configuration settings and the Capital Limit you establish. You acknowledge that compounding increases the total capital at risk.

6.5 Grid Spacing and Parameter Calculation. The Bot calculates optimal grid spacing and price range parameters using proprietary algorithms that incorporate Average True Range (ATR) analysis, volatility indicators, and multi-timeframe technical analysis. These calculations are performed automatically by the Platform and are not individually negotiated or guaranteed to be optimal for any particular market condition.

6.6 Multi-Timeframe Analysis and Correlation Monitoring. The Platform may employ multi-timeframe market analysis and correlation monitoring between assets to inform grid parameter adjustments. These analytical features are provided as part of the automated strategy and do not constitute investment advice or a guarantee that the strategy will perform as intended.

6.7 Automatic Pause Conditions. The Bot may automatically pause trading activity in response to certain detected adverse market conditions, including but not limited to extreme volatility, sustained directional trends, unusual exchange behavior, or connectivity issues. Automatic pausing is a risk management feature, not a guarantee of loss prevention. You will be notified of automatic pauses where practicable through the Platform dashboard or email notifications. You retain the ability to manually resume or permanently stop the Bot at any time.

7. Fees & Billing

7.1 Performance Fee Structure. Gridtick charges a Performance Fee equal to twenty percent (20%) of the net growth in your Vault balance during each monthly billing period. The Performance Fee is calculated as: (Vault Balance at end of billing period − Vault Balance at start of billing period) × 20%. If your vault growth is zero in a billing period, no fee is charged. There is no base subscription fee for the standard service tier unless otherwise specified in a separate written agreement.

7.2 Billing Cycle. Performance Fees are calculated and invoiced on the first (1st) day of each calendar month for the preceding month's Vault growth. Invoices will be delivered to the email address associated with your Account. You are responsible for ensuring your billing information and contact email remain current and accurate.

7.3 Grace Period and Payment. You have seven (7) calendar days from the invoice date to pay any outstanding Performance Fee (the "Grace Period"). Payment is processed automatically via Stripe using the payment method on file. If automatic payment fails, you will be notified and must provide an updated payment method within the Grace Period.

7.4 Overdue Payments — Auto-Pause. If payment is not received within the seven (7) day Grace Period, Gridtick reserves the right to automatically pause the Bot and suspend your access to active trading features until the outstanding balance is paid in full. Suspension does not relieve you of the obligation to pay outstanding Fees. Access will be restored promptly upon receipt of full payment.

7.5 Payment Processing. All payments are processed by Stripe, Inc., a third-party payment processor. By providing payment information, you authorize Gridtick to charge your designated payment method for all applicable Fees. You agree to Stripe's terms of service and privacy policy, which govern the processing of your payment information. Gridtick does not store your full payment card details.

7.6 Non-Refundable Fees. All Fees paid to Gridtick are non-refundable except as required by applicable law. This includes Performance Fees charged for vault growth that subsequently decreases in value, as the fee reflects actual realized gains during the billing period, not projected future performance.

7.7 Right to Modify Fees. Gridtick reserves the right to modify its fee structure at any time by providing you with at least thirty (30) days' prior written notice via email to the address associated with your Account. Continued use of the Service after the effective date of any fee change constitutes your acceptance of the new fee structure. If you do not agree to a fee change, you must cancel your Account before the effective date.

7.8 Taxes. You are solely responsible for determining, reporting, and paying all taxes, duties, levies, and other governmental assessments applicable to your use of the Service, trading activity, and Fees paid to Gridtick. Gridtick's fees are exclusive of any applicable taxes unless otherwise stated. In jurisdictions where Gridtick is required to collect taxes on its fees, such taxes will be added to invoices and are your responsibility.

7.9 Late Payment Consequences. In addition to account suspension, Gridtick reserves the right to charge interest on overdue amounts at the lesser of 1.5% per month or the maximum rate permitted by applicable law, calculated from the due date until the date of full payment. Gridtick may also refer overdue accounts to collections and may pursue all available legal remedies to recover unpaid Fees.

8. Intellectual Property

8.1 Gridtick's Ownership. All right, title, and interest in and to the Service, the Platform, and all related Intellectual Property are and shall remain the exclusive property of Gridtick and its licensors. This includes, without limitation, all source code, object code, algorithms, trading logic, machine learning models, database schemas, user interface designs, trademarks, service marks, logos, trade names, trade secrets, patents, copyrights, and all other proprietary rights. Nothing in these Terms transfers any Intellectual Property rights to you.

8.2 Limited License Grant. Subject to your compliance with these Terms and timely payment of all applicable Fees, Gridtick grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Platform and Service solely for your own personal or internal business trading purposes as described herein. This license does not include any right to use the Service for commercial resale, sublicensing, white-labeling, or provision of services to third parties.

8.3 Restrictions on Use. You agree not to: (a) reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, algorithms, or trading logic of the Platform or Service; (b) copy, reproduce, modify, translate, or create derivative works based on the Platform or Service; (c) sell, resell, lease, sublicense, rent, loan, distribute, or otherwise transfer access to the Service to any third party; (d) remove or obscure any proprietary notices, labels, or marks on the Platform; (e) use any automated means to scrape, crawl, or otherwise extract data from the Platform beyond your own trading data; (f) use the Service to develop a competing product or service; or (g) use the Service in any manner not expressly authorized by these Terms.

8.4 Client's Trading Data. You retain all ownership rights in and to your Trading Data and other Client Data. By using the Service, you grant Gridtick a limited, non-exclusive, royalty-free license to use, process, store, and display your Client Data solely to the extent necessary to provide the Service to you, to improve the Platform, and as otherwise permitted by the Privacy Policy. Gridtick will not sell your personal Trading Data to third parties.

9. Confidentiality

9.1 Mutual Obligations. Each party agrees to: (a) hold the other party's Confidential Information in strict confidence; (b) not disclose the other party's Confidential Information to any third party without the disclosing party's prior written consent; (c) use the other party's Confidential Information solely for the purposes contemplated by these Terms; and (d) protect the other party's Confidential Information using at least the same degree of care used to protect its own Confidential Information, but in no event less than reasonable care.

9.2 API Keys as Confidential Information. Your API Keys are treated as your Confidential Information by Gridtick. Gridtick will not share, sell, rent, or otherwise disclose your API Keys to any third party except as required to operate the Service (e.g., transmitting to the Authorized Exchange to authenticate trading requests). Gridtick employees and contractors with access to systems that process API Keys are bound by confidentiality obligations.

9.3 Trading Data Treatment. Gridtick will maintain the confidentiality of your Trading Data and will not disclose it to third parties except: (a) in aggregated, anonymized form that cannot reasonably be used to identify you; (b) as required to provide the Service; (c) with your consent; or (d) as required by law.

9.4 Exceptions. Confidentiality obligations do not apply to information that: (a) is or becomes publicly available through no breach of these Terms; (b) was known to the receiving party prior to disclosure without restriction; (c) is independently developed by the receiving party without use of the disclosing party's Confidential Information; (d) is received from a third party without restriction; or (e) must be disclosed pursuant to applicable law, court order, or regulatory requirement, provided the receiving party gives prompt written notice to the disclosing party (to the extent legally permitted) and cooperates with the disclosing party's efforts to seek a protective order.

10. Disclaimers & Warranties

10.1 THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, GRIDTICK EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO: (A) IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT; (B) WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE; AND (C) ANY WARRANTY THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, TIMELY, SECURE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

10.2 No Uptime Guarantee. Gridtick does not warrant or guarantee any specific level of uptime, availability, or response time for the Platform or Service. The Platform may be unavailable due to maintenance, technical issues, exchange outages, network failures, or other reasons. Gridtick is not liable for any trading opportunities missed or losses incurred during periods of unavailability.

10.3 No Accuracy Guarantee. Gridtick does not warrant the accuracy, completeness, timeliness, or reliability of any data, prices, information, or results displayed or generated by the Platform, including but not limited to market data, order status, balance information, or performance metrics. Such information is provided as-is from exchange APIs and other third-party sources.

10.4 No Warranty of Profitability. Gridtick makes no warranty, representation, or guarantee that use of the Service will result in profits, that the trading strategy will perform as described, or that any particular investment outcome will be achieved. All projections, performance examples, and return estimates are illustrative only and are not guarantees of future results.

10.5 Exchange Disclaimer. Gridtick is not responsible for the performance, availability, accuracy, or actions of any Authorized Exchange or Third-Party Service. Exchange APIs may be unavailable, may return erroneous data, or may behave in unexpected ways. Gridtick does not warrant that the Bot will function correctly in the event of Exchange API failures, rate limiting, data errors, or other exchange-side issues.

11. Limitation of Liability

11.1 EXCLUSION OF CERTAIN DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL GRIDTICK, ITS OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AGENTS, LICENSORS, OR SUCCESSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES OF ANY KIND, REGARDLESS OF THE CAUSE OF ACTION OR THE THEORY OF LIABILITY (INCLUDING CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE), AND REGARDLESS OF WHETHER GRIDTICK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

11.2 SPECIFIC EXCLUSIONS. WITHOUT LIMITING THE FOREGOING, GRIDTICK SHALL NOT BE LIABLE FOR: (A) ANY TRADING LOSSES OR LOSSES OF FUNDS ON ANY EXCHANGE; (B) ADVERSE MARKET MOVEMENTS OR PRICE DECLINES IN ANY CRYPTOCURRENCY; (C) EXCHANGE DOWNTIME, INSOLVENCY, SECURITY BREACHES, OR OTHER EXCHANGE-RELATED FAILURES; (D) API ERRORS, RATE LIMITING, OR MALFUNCTION OF EXCHANGE APIS; (E) BOT MALFUNCTIONS, SOFTWARE BUGS, ALGORITHM ERRORS, OR UNEXPECTED TRADING BEHAVIOR; (F) UNAUTHORIZED ACCESS TO YOUR ACCOUNT OR EXCHANGE ACCOUNT; (G) LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, DATA, OR ANTICIPATED SAVINGS; (H) ERRORS IN MARKET DATA OR PRICING INFORMATION; OR (I) ANY FAILURE OF ANY THIRD-PARTY SERVICE.

11.3 AGGREGATE LIABILITY CAP. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, GRIDTICK'S TOTAL AGGREGATE LIABILITY TO YOU FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE, REGARDLESS OF THE FORM OR THEORY OF ACTION, SHALL NOT EXCEED THE TOTAL AMOUNT OF FEES ACTUALLY PAID BY YOU TO GRIDTICK IN THE THREE (3) CALENDAR MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM. IF YOU HAVE NOT PAID ANY FEES IN THAT PERIOD, GRIDTICK'S TOTAL LIABILITY SHALL NOT EXCEED ONE HUNDRED UNITED STATES DOLLARS (USD $100.00).

11.4 Essential Basis of Bargain. You acknowledge that the limitations of liability in this Section 11 are a fundamental element of the basis of the bargain between you and Gridtick, and that Gridtick would not have provided the Service to you without these limitations. Some jurisdictions do not allow the exclusion or limitation of certain damages, so some of the above exclusions and limitations may not apply to you, in which case Gridtick's liability will be limited to the maximum extent permitted by applicable law.

12. Indemnification

12.1 Indemnification Obligation. To the maximum extent permitted by applicable law, you agree to defend, indemnify, and hold harmless Gridtick, its affiliates, subsidiaries, officers, directors, employees, contractors, agents, licensors, successors, and assigns from and against any and all claims, demands, actions, proceedings, losses, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to:

  • Your access to or use of the Service, the Platform, or any Bot activity;
  • Your violation of any provision of these Terms or any representation or warranty made herein;
  • Your violation of any applicable law, regulation, rule, or ordinance, including but not limited to securities laws, commodities laws, anti-money laundering laws, and export control regulations;
  • Your failure to properly report or pay taxes on your trading activity or on Fees paid to Gridtick;
  • Any dispute between you and any Authorized Exchange, payment processor, or other Third-Party Service provider;
  • Trading Losses incurred through your use of the Service, including any claims that the Bot's trading caused harm to your financial position;
  • Any regulatory investigation or enforcement action relating to your trading activity or use of the Service; and
  • Any infringement of third-party rights by your use of the Service.

12.2 Indemnification Procedure. Gridtick reserves the right to assume exclusive control of the defense and settlement of any matter subject to indemnification by you, at your expense. You agree to cooperate fully with Gridtick's defense of such claims and not to settle any such claim without Gridtick's prior written consent.

13. Term & Termination

13.1 Term. These Terms are effective from the date you first create an Account or use the Service and shall remain in full force and effect until your Account is terminated in accordance with this Section 13, or until these Terms are otherwise terminated.

13.2 Client-Initiated Cancellation. You may cancel your Account and terminate your Subscription at any time by accessing the cancellation function within your Platform dashboard or by contacting Gridtick support at legal@gridtick.com. Cancellation is effective immediately upon completion of the cancellation process.

13.3 Effect of Cancellation by Client. Upon your cancellation of the Account: (a) the Bot will be immediately stopped and all open orders placed by the Bot on your exchange account will be cancelled; (b) your API Keys stored by Gridtick will be securely deleted within twenty-four (24) hours; (c) your access to the Platform and dashboard will be terminated; (d) all funds and assets remain in your exchange account — Gridtick does not move, transfer, or withhold any funds; (e) any outstanding invoices for accrued but unpaid Fees remain due and payable; and (f) the data retention provisions of Section 14 shall apply.

13.4 Termination by Gridtick. Gridtick reserves the right to suspend, restrict, or terminate your Account and access to the Service at any time, with or without notice, for any of the following reasons: (a) your breach or violation of any provision of these Terms; (b) suspected or confirmed fraudulent activity, market manipulation, or other illegal conduct; (c) non-payment of Fees after the Grace Period has expired; (d) requirements of applicable law, regulation, or court order; (e) requests from law enforcement or regulatory authorities; (f) extended inactivity of your Account; (g) discovery that you do not meet the eligibility requirements of Section 2; or (h) any other reason at Gridtick's sole discretion where Gridtick determines that continuation of the Service to you presents unacceptable risk.

13.5 Effect of Termination by Gridtick. In the event Gridtick terminates your Account, the consequences described in Section 13.3 apply. Gridtick will make commercially reasonable efforts to cancel open orders prior to API Key deletion, but cannot guarantee all orders will be cancelled in cases of abrupt termination due to security concerns or exchange connectivity issues. All outstanding Fees remain due.

13.6 Survival. The following provisions shall survive the termination or expiration of these Terms for any reason: Sections 1 (Definitions), 5 (Trading Risks), 7 (Fees — with respect to accrued obligations), 8 (Intellectual Property), 9 (Confidentiality), 10 (Disclaimers), 11 (Limitation of Liability), 12 (Indemnification), 13.6 (Survival), 16 (Compliance), 17 (Dispute Resolution), 18 (Governing Law), and all other provisions that by their nature should survive termination.

14. Data & Privacy

14.1 Privacy Policy. Your privacy and the treatment of your personal data are governed by Gridtick's Privacy Policy, which is incorporated into these Terms by reference. By using the Service, you consent to the collection, use, and processing of your personal data as described in the Privacy Policy. In the event of any conflict between the Privacy Policy and these Terms with respect to data and privacy matters, the Privacy Policy shall control.

14.2 Trading Data Retention. Gridtick retains your Trading Data and Account information for as long as your Account is active and for a period thereafter as specified in the Privacy Policy, in order to comply with legal obligations, resolve disputes, enforce agreements, and for legitimate business purposes including improving the Platform.

14.3 Data Deletion Upon Cancellation. Upon cancellation of your Account, you may request deletion of your personal data in accordance with the Privacy Policy and applicable law. Certain data may be retained for a period required by applicable law or regulation, including records relevant to financial transactions and anti-money laundering compliance. API Keys will be deleted within twenty-four (24) hours of Account cancellation as described in Section 13.3.

14.4 No Sale of Personal Data. Gridtick does not sell your personal data or personally identifiable Trading Data to third parties. Gridtick may share aggregated, anonymized, non-personally-identifiable data for analytical, research, or marketing purposes.

15. Third-Party Services

15.1 Dependency on Third Parties. The Service relies on Third-Party Services including Authorized Exchanges (including Binance), the Stripe payment processing platform, and Google authentication services. These services are provided by independent third parties and are not under Gridtick's control.

15.2 Disclaimer of Responsibility. Gridtick is not responsible for the availability, reliability, accuracy, performance, security, terms, or actions of any Third-Party Service. Any outage, error, policy change, or adverse action by a Third-Party Service provider may disrupt or prevent the functioning of the Service without liability to Gridtick. You acknowledge and accept the risks associated with the Service's dependency on Third-Party Services.

15.3 Third-Party Terms. Your use of Third-Party Services is subject to the terms and conditions and privacy policies of those respective third parties. You are responsible for reading and complying with the terms of any Third-Party Service you use in connection with the Gridtick Service, including exchange terms of service, Stripe's terms of service, and Google's terms of service.

15.4 API Changes. Authorized Exchanges may unilaterally modify, restrict, or discontinue their APIs at any time. Such changes may temporarily or permanently affect the Bot's ability to function or may require Gridtick to modify the Service. Gridtick will use commercially reasonable efforts to adapt to API changes but cannot guarantee continuity of service in the event of significant third-party API modifications.

16. Compliance & Regulatory

16.1 Compliance with Local Laws. You are solely responsible for ensuring that your use of the Service complies with all applicable laws, regulations, rules, and ordinances in your jurisdiction, including but not limited to laws governing cryptocurrency trading, automated trading, financial services, and data protection.

16.2 Export Controls and Sanctions. You represent and warrant that: (a) you are not located in a country subject to a United States government embargo or designated as a "terrorist supporting" country; (b) you are not listed on any United States government list of prohibited or restricted parties, including the OFAC Specially Designated Nationals list; and (c) your use of the Service does not violate any applicable export control or economic sanctions laws, including those administered by the U.S. Department of Commerce and the U.S. Department of Treasury's Office of Foreign Assets Control (OFAC).

16.3 Anti-Money Laundering. You represent and warrant that all funds used in connection with your trading activity are derived from legitimate sources and that you will not use the Service for money laundering, terrorism financing, or any other illegal financial activity. Gridtick reserves the right to report suspicious activity to appropriate authorities as required by applicable law.

16.4 Tax Reporting Obligations. You are solely responsible for all tax reporting and payment obligations arising from your use of the Service and any trading activity or Profits. Gridtick does not provide tax advice and is not responsible for your tax compliance. You should consult a qualified tax professional regarding your obligations, which may include reporting cryptocurrency gains and losses, income from trading, and any applicable withholding requirements.

17. Dispute Resolution & Arbitration

PLEASE READ THIS SECTION CAREFULLY. IT REQUIRES MANDATORY BINDING ARBITRATION FOR MOST DISPUTES AND CONTAINS A WAIVER OF YOUR RIGHT TO A JURY TRIAL AND YOUR RIGHT TO PARTICIPATE IN CLASS ACTIONS.

17.1 Mandatory Binding Arbitration. Except as expressly provided herein, any dispute, claim, controversy, or action arising out of or relating to these Terms, the Service, the Platform, or the relationship between you and Gridtick (each, a "Dispute") shall be resolved exclusively by final, binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules then in effect, rather than in court. The arbitration shall be conducted in Los Angeles, California, in the English language, by a single arbitrator selected in accordance with AAA rules. The arbitrator's award shall be final and binding, and judgment on the award may be entered in any court of competent jurisdiction.

17.2 Waiver of Jury Trial. BY AGREEING TO THESE TERMS, YOU AND GRIDTICK EACH WAIVE THE RIGHT TO A TRIAL BY JURY WITH RESPECT TO ANY DISPUTE. BOTH PARTIES ACKNOWLEDGE THAT THE JURY TRIAL WAIVER IS AN INFORMED AND VOLUNTARY WAIVER.

17.3 CLASS ACTION WAIVER. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AND GRIDTICK EACH AGREE THAT ANY DISPUTE MUST BE BROUGHT IN THE PARTIES' INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, REPRESENTATIVE, OR MULTI-PLAINTIFF ACTION OR PROCEEDING ("CLASS ACTION"). THE ARBITRATOR SHALL HAVE NO AUTHORITY TO COMBINE OR AGGREGATE SIMILAR CLAIMS OR CONDUCT ANY CLASS ACTION, NOR SHALL THE ARBITRATOR MAKE AN AWARD TO ANY PERSON OR ENTITY NOT A PARTY TO THE ARBITRATION. BY USING THE SERVICE, YOU ARE GIVING UP YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION. IF FOR ANY REASON A CLAIM PROCEEDS IN COURT RATHER THAN IN ARBITRATION, YOU AND GRIDTICK WAIVE ANY RIGHT TO PURSUE THAT CLAIM ON A CLASS, AGGREGATE, OR REPRESENTATIVE BASIS.

17.4 Small Claims Court Exception. Notwithstanding the foregoing, either party may bring an individual action in small claims court in the jurisdiction where you reside, provided the claim is within the jurisdictional limits of that court and is not part of a class action.

17.5 Pre-Arbitration Dispute Resolution. Before initiating arbitration, you agree to first contact Gridtick at legal@gridtick.com and describe the nature of your dispute and the relief you seek. Gridtick will similarly attempt to contact you before initiating arbitration. Both parties agree to make a good-faith effort to resolve the Dispute informally within thirty (30) days before commencing arbitration.

17.6 Statute of Limitations. ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATED TO USE OF THE SERVICE OR THESE TERMS MUST BE FILED WITHIN ONE (1) YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION AROSE, REGARDLESS OF ANY STATUTE OR LAW TO THE CONTRARY. CLAIMS NOT FILED WITHIN THAT TIME PERIOD SHALL BE PERMANENTLY BARRED. THIS LIMITATION APPLIES TO ALL CLAIMS INCLUDING, BUT NOT LIMITED TO, CLAIMS FOR BREACH OF CONTRACT, TORT, STATUTORY VIOLATIONS, AND ANY OTHER LEGAL THEORY.

17.7 Arbitration Procedure. The arbitration will be conducted by a single arbitrator mutually agreed upon by the parties. If the parties cannot agree within twenty (20) days, the arbitrator will be selected per AAA rules. The arbitration will be conducted in English, in Los Angeles County, California, in accordance with the Federal Arbitration Act (9 U.S.C. Sections 1-16). Discovery will be limited to what is reasonable and necessary.

17.8 Arbitrator Authority. The arbitrator may grant any remedy available in court, award attorneys fees to the prevailing party, and issue interim relief. The arbitrator may NOT award punitive damages beyond what the Limitation of Liability section permits, make rulings that do not conform to these Terms, or award relief affecting non-parties.

17.9 Arbitration Award. The award will be in writing, state reasons, be final and binding, and subject to entry of judgment in any court of competent jurisdiction.

17.10 Costs and Attorneys Fees. Each party bears its own attorneys fees and costs, except the arbitrator may award fees to the prevailing party if authorized by law, or if a party fails to prosecute or defend.

17.11 Confidentiality of Proceedings. All aspects of arbitration (hearings, testimony, evidence, documents, awards, orders) are strictly confidential except as required by law, to enforce an award, to seek injunctive relief, or to share with professional advisors under confidentiality obligations.

17.12 Opt-Out Right. You may opt out of arbitration by emailing legal@gridtick.com within thirty (30) days of first accepting these Terms. Include your name, email, and Account info, and clearly state your intent to opt out. All other terms remain in effect.

17.13 Injunctive Relief. Either party may seek injunctive or equitable relief in any court to protect intellectual property, enforce confidentiality, prevent irreparable harm, or enforce an arbitration award.

17.14 Severability of Class Action Waiver. If the class action waiver in Section 17.3 is found void or unenforceable, the entire arbitration agreement is void, and disputes will be resolved by litigation in Los Angeles County, California courts.

18. Governing Law

18.1 Applicable Law. These Terms, and any Dispute arising out of or related to them or the Service, shall be governed by and construed in accordance with the laws of Los Angeles County, California, United States of America, without regard to its conflict of law principles or provisions that would cause the application of the laws of any other jurisdiction.

18.2 Jurisdiction for Non-Arbitrated Matters. To the extent any matter is not subject to arbitration under Section 17 or otherwise proceeds in a court of law, you and Gridtick consent to the exclusive jurisdiction and venue of the state and federal courts located in Los Angeles County, California, USA, and each party waives any objection to such jurisdiction and venue.

19. Force Majeure

19.1 Force Majeure Events. Gridtick shall not be liable to you for any delay, failure, or interruption in the performance of its obligations under these Terms to the extent such delay, failure, or interruption is caused by or results from events beyond Gridtick's reasonable control ("Force Majeure Events"), including but not limited to: acts of God; natural disasters (floods, earthquakes, hurricanes, etc.); wars, armed conflicts, terrorism, or civil unrest; acts of government, regulatory orders, or changes in law; pandemics, epidemics, or public health emergencies; exchange outages or third-party platform failures; internet outages or disruptions of telecommunications infrastructure; power outages or failures of critical infrastructure; cyberattacks, distributed denial of service attacks, or other malicious acts by third parties; or any other cause beyond Gridtick's reasonable control.

19.2 Notice and Mitigation. In the event of a Force Majeure Event, Gridtick will use commercially reasonable efforts to notify you of the situation and to resume performance as soon as practicable. Gridtick will not be required to resolve a Force Majeure Event by settling any strike or labor dispute on terms it deems unacceptable or by incurring extraordinary expenses. If a Force Majeure Event continues for more than thirty (30) days, either party may terminate these Terms upon written notice without further liability.

20. Changes to Terms

20.1 Right to Modify. Gridtick reserves the right to modify, update, or revise these Terms at any time. We will provide you with at least thirty (30) days' prior written notice of material changes to these Terms by sending an email to the address associated with your Account and/or by prominently displaying a notice on the Platform. Non-material changes (such as clarifications, typographical corrections, or updates to contact information) may be made at any time without prior notice.

20.2 Acceptance of Changes. Your continued access to or use of the Service after the effective date of any modification to these Terms constitutes your acceptance of and agreement to the modified Terms. If you do not agree to the modified Terms, you must immediately cease using the Service and cancel your Account before the effective date of the changes.

20.3 Highlighting of Material Changes. For modifications that Gridtick determines are material, we will use reasonable efforts to highlight the specific sections that have been changed to make it easier for you to identify what has been modified. The "Last Updated" date at the top of these Terms will be updated to reflect the effective date of the most recent modification.

21. Severability

If any provision of these Terms is found by a court of competent jurisdiction or arbitrator to be invalid, illegal, unenforceable, or in conflict with any applicable law or regulation, that provision shall be modified to the minimum extent necessary to make it valid and enforceable, or if such modification is not possible, that provision shall be severed from these Terms. The invalidity or unenforceability of any provision shall not affect the validity or enforceability of any other provision, and the remainder of these Terms shall continue in full force and effect as if such invalid or unenforceable provision had never been included. The parties agree to substitute for any severed provision a lawful provision that, to the greatest extent possible, achieves the same economic and commercial objectives as the severed provision.

22. Entire Agreement

These Terms, together with the Privacy Policy and any other agreements or policies expressly incorporated herein by reference, constitute the entire agreement between you and Gridtick with respect to the subject matter hereof and supersede all prior and contemporaneous understandings, agreements, representations, negotiations, and communications, whether oral or written, between the parties relating to the Service or these Terms. No representations, warranties, promises, or undertakings not expressly set forth in these Terms shall be binding upon either party. In the event of any conflict between these Terms and the Privacy Policy, these Terms shall control except with respect to matters of data and privacy, where the Privacy Policy shall control.

23. Waiver

No failure or delay by either party in exercising any right, power, or privilege under these Terms shall operate as a waiver of such right, power, or privilege. No single or partial exercise of any right, power, or privilege shall preclude any other or further exercise thereof or the exercise of any other right, power, or privilege. No waiver of any breach or default shall be deemed a waiver of any subsequent breach or default of the same or any other provision. A waiver shall only be effective if made in writing and signed by an authorized representative of the waiving party.

24. Assignment

24.1 Assignment by Gridtick. Gridtick may freely assign, transfer, or delegate any or all of its rights and obligations under these Terms, including in connection with a merger, acquisition, corporate reorganization, sale of all or substantially all of its assets, or operation of law, without restriction and without your consent. Gridtick will provide notice of any such assignment where practicable.

24.2 Assignment by Client. You may not assign, transfer, delegate, or sublicense any of your rights or obligations under these Terms to any third party without Gridtick's prior written consent, which may be withheld in Gridtick's sole discretion. Any purported assignment in violation of this Section shall be null and void. These Terms shall be binding upon and inure to the benefit of the parties and their respective permitted heirs, successors, and assigns.

25. Contact Information

If you have any questions, concerns, or requests regarding these Terms, or if you wish to provide notice to Gridtick under these Terms, please contact us using the following information:

Gridtick, Inc.

Legal Inquiries & Terms of Service

Email: legal@gridtick.com

State of Incorporation: Los Angeles, California

For security incidents or suspected unauthorized access, please contact: security@gridtick.com

For general support inquiries, please use the support portal within the Platform dashboard.

Last updated: April 1, 2026