TERMS OF USE
These Terms of Use (the “Terms”) constitute a binding legal agreement between each individual, entity, group or association who views, interacts, links to or otherwise uses or derives any benefit (the “User” or “Users”, “You”, “you”, “Your”, “Yours”) from the website and services located at https://djed.xyz(the “Website”), provided by Decentralized Solutions Limited, a company organized under the laws of British Virgin Islands (the “Company” and/or “Our” and/or “We” and/or “Us”) and each of its successors and assigns.
Please contact us at contact@djed.xyz for any questions or issues you may have with respect to these Terms.
THESE TERMS SET FORTH THE LEGALLY BINDING TERMS AND CONDITIONS THAT GOVERN YOUR USE OF THE WEBSITE AND SERVICES. BY ACCESSING OR USING THE WEBSITE OR SERVICES, YOU ARE ACCEPTING THESE TERMS (ON BEHALF OF YOURSELF OR AN ENTITY, GROUP, OR ASSOCIATION THAT YOU REPRESENT), AND YOU REPRESENT AND WARRANT THAT YOU HAVE THE RIGHT, AUTHORITY, AND CAPACITY TO ENTER INTO THESE TERMS (ON BEHALF OF YOURSELF OR AN ENTITY, GROUP, OR ASSOCIATION THAT YOU REPRESENT). IF YOU DO NOT AGREE WITH ALL OF THE PROVISIONS OF THESE TERMS, DO NOT ACCESS AND/OR USE THE WEBSITE AND SERVICES.
WE RESERVE THE RIGHT TO CHANGE OR MODIFY ANY OF THE TERMS AND CONDITIONS CONTAINED IN THESE TERMS OR ANY POLICY GOVERNING THE USE OF THE WEBSITE AND SERVICES AT ANY TIME AND IN OUR SOLE DISCRETION. ANY CHANGES OR MODIFICATIONS WILL BE EFFECTIVE IMMEDIATELY UPON THE POSTING OF SUCH REVISIONS, AND YOU WAIVE ANY RIGHT YOU MAY HAVE TO RECEIVE SPECIFIC NOTICE OF SUCH CHANGES OR MODIFICATIONS. YOUR CONTINUED USE OF THE WEBSITE OR SERVICES FOLLOWING THE POSTING OF CHANGES OR MODIFICATIONS WILL CONFIRM YOUR ACCEPTANCE OF SUCH CHANGES OR MODIFICATIONS.
1. INTRODUCTION
1.1. The Website is a website-hosted non-custodial user interface. The Website provides non- exclusive access to the Djed protocol (https://eprint.iacr.org/2021/1069.pdf) (the “Protocol”) and allows Users to view, use, interact with, generate, or otherwise manipulate information related to the Protocol, Djed and Shen Tokens, and other digital assets.
1.2. The Website and Services (as defined below) are distinct from the Protocol. The Protocol is intended to allow users to engage in a collateralized borrowing function, trading volatile digital assets for a digital asset with a USD target peg (“Djed” or “Djed Tokens”). Users may also contribute digital assets to the Protocol pool to receive a token representing a claim on the reserve assets (“Shen” or “Shen Tokens”). The pool of assets so contributed is then held and managed at an on-chain address pursuant to the rules embodied in the code of the Protocol’s smart contracts on a self-executing basis.
1.3. To mint the Djed, Users will need to interact with the Protocol’s smart contract by sending volatile digital assets (such as ADA) to the Protocol’s address and thereafter receiving Djet from the Protocol. Each Djed may be redeemed for $1 of assets in the Protocol pool at the then-market prices, and effectively acts as a mechanism to obtain liquidity for ADA and/or another volatile asset.
1.4. Shen retains a residual, pro-rata claim on assets in the Protocol pool above a specified ratio. In particular, Protocol’s users will not be able to burn Shen for ADA (and/or other volatile assets) if the reserve ratio is below 400%. The Protocol may also not allow users to purchase Shen once a reserve ratio gets to 800%. In addition, Shen holders effectively accrue a certain portion of the fees generated through the operation of the Protocol (the “Shen Pool”), and subject to the Cardano staking epoch, and other metrics (such as ratio in the Shen Pool, delays in releasing the fees, etc.). The Shen Pool may be delegated to a third party on the Cardano blockchain, in order to nurture their value in reference to the market.
1.5. The reserve ratios and other terms might change at any time pursuant to the rules embodied in the code of the Protocol’s smart contracts on a self-executing basis without Our knowledge, consent, or control.
1.6. For detailed and updated information on the Protocol, the terms and rights of Djed and Shen holders, and other information, please carefully read and review the paper describing the Protocol (https://eprint.iacr.org/2021/1069.pdf).
1.7. The Company does not control or operate the Protocol and any of its versions (if any). By using the Website and Services, You understand that We do not control trade execution on the Protocol.
1.8. The Company's role is to facilitate interaction of the Users with the Protocol. You should examine by Yourself, either independently or together with the professional advisors, the quality, accuracy, and suitability of the Services and the Website for Your needs and decide whether You should use and/or rely on the Services, the Website and any of the Website’s information.
1.9. The Company bears no responsibility and cannot be held liable for the functionality or integrity of the Protocol, Djed and Shen Tokens, other digital assets, any underlying blockchain, decentralized storage solution, or distributed ledger network. The Company does not have custody of, and does not control or manage in any way, the funds on the Protocol or those of Users in even a transitory manner. The Company has no ability to change, and is not responsible for, the Protocol’s smart contracts. The Protocol’s services are deployed in a public environment wherein users can autonomously and directly access the Protocol’s services without any involvement or actions taken by the Company. Any person can transmit orders to the Protocol without using the Services or the Website. Rather, the Website only provides accessibility for Protocol’s users (on a non-exclusive basis) and streamlines the process for Protocol’s users to generate and submit a data object embodying their instructions to the relevant smart contracts deployed on Cardano.
1.10. We are not acting as Your financial, legal, or tax advisor and You must not regard us as acting in that capacity. You should consult Your own independent professional advisors before entering into any transaction and enter into a transaction only if You fully understand its nature, the contractual relationship into which You are entering, all relevant terms and conditions, and the nature and extent of your exposure to loss.
2. ELIGIBILITY
By accepting the Terms, You represent that You comply with all of the following:
2.1. You are at least the age of majority in your jurisdiction and in any case at least 18 years old;
2.2. You have the right, authority, and capacity to enter into these Terms and to abide by all the terms and conditions of these Terms;
2.3. If You are using the Website on behalf of a corporation or other legal entity, You have the full right, power and authority to enter into the Terms on behalf of such corporation or other legal entity and bind them to these Terms;
2.4. You are not prohibited from using the Website or the Services pursuant to the laws of the country in which You reside or are located while using the Website or the Services;
2.5. You are not a Forbidden Person or owned or controlled by a Forbidden Person and nor are you a citizen, resident (tax or otherwise), or green card holder of, or located in any Forbidden Territory. “Forbidden Territory” means and includes: (i) the United States of America (and its territories, including Puerto Rico), Canada, and Israel, British Virgin Islands, Gibraltar, Iran, North Korea, Sudan, Syria, Lebanon, Russia and the Crimea, Donetsk or Luhansk regions of Ukraine; (ii) the jurisdictions specified by the Financial Action Task Force, as Jurisdictions under Increased Monitoring and/or High-Risk Jurisdictions, as they may change from time to time; (iii) jurisdictions listed under any sanction list administered by the United States of America, the United Nations Security Council, the European Union, the United Kingdom, Israel or the respective governmental institutions of any of the foregoing; and (iv) any other jurisdiction which prohibits or requires any supervision, oversight, licensing regulatory compliance, legal compliance and/or prior approval from any regulatory (or similar) authority or body or from any monetary or securities body or authority for the participation in a purchase of digital assets or any similar activity or product. “Forbidden Persons” refers to any individual, natural person, firm, company, partnership, trust, corporation, entity, government, state or agency of a state or any other incorporated or unincorporated body, association, or partnership (whether or not having separate legal personality) that is (i) established and/or lawfully existing under the laws of a Forbidden Territory; (ii) citizen, resident (tax or otherwise), green card holder, or located in other jurisdictions that are included from time to time in international lists of countries at risk of money laundering; (iii) listed under any sanction list administered by the United States of America, the United Nations Security Council, the European Union, the United Kingdom, Israel or the respective governmental institutions of any of the foregoing; (iv) politically exposed person. The definition of the Forbidden Territory is subject to review by the Company and may be amended from time to time at its sole discretion with or without prior notice; and
2.6. You do not use Virtual Private Network (VPN) software or any other privacy or anonymization tools or techniques in order to circumvent any restrictions which apply to the Website, especially those which restrict the geographical availability of the Website.
3. WEBSITE AND SERVICES
3.1. The Website and the Services will ease Your accessibility to the Protocol and will streamline the process for You to generate and to submit a data object embodying Your instructions (including the mint and burn orders with regard to Djed and/or Shen) to the Protocol.
3.2. You are urged to carefully read and understand the Protocol’s whitepaper and terms, reserve ratios, ability, and stability, before using the Website and Services or transmitting orders to the Protocol.
The services that the Website provide will include the following (collectively, the “Services”):
3.2.1. Allowing You to access to the Protocol, where You may submit Your instructions (including the mint and burn orders with regard to Djed and/or Shen) to the Protocol;
3.2.2. Access to any other products and services We may make available to You on the Website, if any.
3.3. We reserve the following rights, which do not constitute obligations of Ours: (a) with or without notice to You, to update, change, modify, remove, cancel, suspend, disable, restrict access to, or discontinue the Website and Services or change any features, component or content thereof; (b) to review, modify, filter, disable, delete and remove any and all content and information from the Website; and (c) to cooperate with any law enforcement, court or government investigation or order or third party requesting or directing that We disclose information or content or information that You provide.
3.4. You understand and agree that We may engage any third-party service provider or subcontractor to perform any or all of the Services. We shall not be liable for any delay, loss or damage of any kind incurred from any Services provided by any third-party service provider or subcontractor engaged by Us. All claims in connection with the act of any third-party service provider or subcontractor shall be brought solely and directly against such party and/or its agents.
3.5. NEITHER THE SERVICES, NOR ANYTHING DISPLAYED ON THE WEBSITE CONSTITUTES OR SHALL BE DEEMED TO CONSTITUTE FINANCIAL, LEGAL, TAX OR OTHER ADVICE OF ANY KIND, OR A SOLICITATION TO PURCHASE, SELL OR INVEST IN ANY DIGITAL ASSETS, SECURITIES, OR FINANCIAL PRODUCTS OR TO ENGAGE IN ANY FINANCIAL STRATEGY. THE COMPANY OR ANY OF COMPANY’S PARTIES (A) DOES NOT GUARANTEE THE ADEQUACY, ACCURACY, MERCHANTABILITY, TIMELINESS, AND/OR COMPLETENESS, OF THE INFORMATION AND DATA ON THE WEBSITE; (B) SHALL NOT BEAR ANY RESPONSIBILITY FOR DAMAGES, COSTS OR EXPENSES CAUSED DUE TO RELIANCE THEREON; AND (C) MAKES NO WARRANTY, EXPRESS OR IMPLIED, AS TO RESULTS THAT MIGHT BE OBTAINED BY HOLDERS OF ANY DIGITAL ASSETS OR BY USERS OF THE SERVICES, THE WEBSITE, OR ANY INFORMATION CONTAINED THEREON.
3.6. By using the Website, You are accepting the Terms, and You understand that We are not responsible for the market of Djed, Shen, or other digital assets, and We make no representations or warranties concerning their real or perceived value as denominated in any quoted currency. Although we may provide historical and/or real-time data regarding the price estimation of the Djed, Shen, or other Digital Assets, including graphs displayed within the Website showing the price fluctuations of the Djed, Shen, or other digital assets, such data or graphs are for reference only. We make no representations regarding the quality, suitability, veracity, usefulness, accuracy or completeness of such data or graphs, and you should not rely on such data or graphs for any reason whatsoever. You understand and acknowledge that the value of digital assets can be volatile, and You agree that We are not in any way responsible or liable for any losses You may incur by holding or trading Djed, Shen, or other digital assets, even if the Services or the Website are delayed, suspended or interrupted for any reason. Any content accessed via the Services or the Website should not be considered as a substitute for tailored investment advice. The contents of the Website should not be used as a basis for making investment decisions and should not be construed as an attempt to market or promote any type of digital asset.
3.7. The Website includes limitations and constraints that are designed to maintain the Website’s stability. As a result of such limitations and constraints, there may be situations when the Website does not allow the Services to be used as and when requested. The Company shall not be liable for any such situations, whether due to reasons within the control of the Company or due to events beyond its control, and the User undertakes not to make any claim against the Company because of that.
4. NON-CUSTODIAL AND NO FIDUCIARY DUTIES
4.1. The Website is a purely non-custodial application, meaning You are solely responsible for the custody of the cryptographic private keys to the digital asset wallets You hold. These Terms are not intended to, and do not, create or impose any fiduciary duties on Us. To the fullest extent permitted by law, You acknowledge and agree that We owe no fiduciary duties or liabilities to You or any other party, and that to the extent any such duties or liabilities may exist at law or in equity, those duties and liabilities are hereby irrevocably disclaimed, waived, and eliminated to the fullest extent permitted by law. You further agree that the only duties and obligations that We owe you are those set out expressly in these Terms.
5. NO WALLET SERVICES
5.1. You understand and agree that We are not a digital wallet provider, exchange, broker, financial institution, bank, insurance company, or licensed entity.
5.2. We do not store Your private keys, backup phrases or passwords (the “Wallet Information”). You are solely responsible for the custody of the cryptographic private keys to the digital wallets You hold and connect to the Website. We shall have no duties, obligations, or liability with regard to any digital wallet or Wallet Information. We do not store or hold, and We have no access to the Protocol’s private keys, Users’ digital wallets, or Wallet Information.
6. PRIVACY
6.1. When You use the Website and Services, the only information we collect from You is Your IP address, blockchain wallet address, completed transaction hashes, and the token names, symbols, or other blockchain identifiers of the tokens. We do not collect any personal information from You (e.g., Your name or other personal identifiers that can be linked to You). We do, however, use third-party service providers which may receive or independently obtain Your personal information from publicly-available sources. We do not control how these third parties handle Your data, and You should review their privacy policies to understand how they collect, use, and share Your personal information. By accessing and using the Website and Services, You understand and consent to our data practices and our service providers' treatment of Your information.
6.2. We use the information We collect to detect, prevent, and mitigate financial crime and other illicit or harmful activities on the Website. For these purposes, We may share the information We collect with blockchain analytics providers. We share information with these service providers only so that they can help Us promote the safety, security, and integrity of the Website.
6.3. Please note that when You use the Website and Services, You are interacting with Cardano public blockchain, which by nature may provide transparency into Your transactions. The Company does not control and is not responsible for any information You make public on blockchains by taking actions through the Website or using the Services.
7. FEES
7.1. In consideration for the Services and in addition to any wallet, blockchain or other network fees, You may be required to pay additional fees at the Protocol level. The Company does not generally collect any fees directly from the Users, unless otherwise is explicitly specified on the Website or the Protocol.
8. YOUR REPRESENTATIONS
By accepting these Terms or by using the Services and/or the Website, You represent, warrant, acknowledge and undertake that:
8.1. You are aware and understand that (i) the Company is not a custodian, exchange, financial institution, fiduciary or insurance company, and is not regulated by any central bank or other governmental authority, (ii) the Company is a user interface provider only,
(iii) the Company does not have custody of, and does not control or manage in any way, the funds on the Protocol or those of Users in even a transitory manner, and (iv) the Company has no ability to change, and is not responsible for, the Protocol’s smart contracts. You are therefore not subject to any of the protections that apply in the case of the regulated entities or regulated business activities.
8.2. You are not impersonating any other person, operating under an alias, or otherwise concealing Your identity.
8.3. Your obligations under the Terms are valid, binding, and enforceable and You will not be in breach of any applicable law, authorization, document or agreement by entering into or complying with obligations or exercising rights under the Terms.
8.4. You are in full compliance with all the eligibility requirements listed above.
8.5. You have carefully considered and analyzed all the risks involved in using the Website and the Services, transmitting orders to the Protocol, holding and entering into transactions using Djed, Shen or other digital assets, and performing all related actions. You confirm that there may be additional risks in connection with the use of Services and the Website that are not currently known or that are currently deemed immaterial. You confirm that the Company will not be responsible for any of these risks or for the loss or theft of any Djed, Shen or other digital assets.
8.6. You are able to bear the economic risks associated with transmitting the orders to the Protocol and entering into transactions using Djed, Shen or other digital assets. You understand that the value of ADA, Djed, Shen, and other digital assets can be zero at any time.
8.7. You are aware that digital assets (including Djed and Shen) are not insured by any public or private insurer, including against cyber theft or theft by other means. You confirm that ADA, Djed, Shen or other digital assets may be subject to expropriation and/or theft. Hackers or other malicious groups or organizations may attempt to interfere with ADA, Djed, Shen or other digital assets and the Protocol in a variety of ways, including, but not limited to, malware attacks, denial of service attacks, consensus-based attacks, Sybil attacks, smurfing and spoofing. Furthermore, because the Protocol rests on open-source software, there is the risk that smart contracts may contain intentional or unintentional bugs or weaknesses that may negatively affect the digital assets or result in the loss of ADA, Djed, Shen and other digital assets. You understand that in the event of such a software bug or weakness, there may be no remedy and You are not guaranteed any remedy, refund or compensation.
8.8. You are aware and understand the uncertain nature of virtual currencies and that the Services, the Website, and the Protocol are not regulated by any central bank or other government authority, do not have any permit or licenses, and do not constitute an investment, insurance, securities or financial instrument/product. You are aware and understand that the Company provides no representation as to the legal status of the Protocol and ADA, Djed, Shen or other digital assets in any jurisdiction.
8.9. You are aware that all the User's interaction is made with the smart contracts on the Protocol rather than with a natural person or entity.
8.10. You are using the Services only for Your personal use and at Your own responsibility.
8.11. You have verified and determined that Your use of the Services does not violate any laws or regulations of any jurisdiction that applies to You.
8.12. You are responsible for determining and incurring any and all taxes assessed, incurred, or required to be collected, paid, or withheld for any reason in connection with Your use
of the Services (the “Taxes”). You are also solely responsible for collecting, withholding, reporting, and remitting correct Taxes to the appropriate tax authority. We are not obligated to, nor will We, determine whether Taxes apply, or calculate, collect, report, or remit any Taxes to any tax authority arising from any transaction unless so explicitly required by applicable law.
8.13. You will use the Services in good faith and in accordance with these Terms and any other policy governing the use of the Website and Services that is published on the Website from time to time.
8.14. You shall be solely responsible for maintaining the confidentiality of Your digital wallet’s private key and Wallet Information and for any and all actions and transactions performed by You or anyone else, who uses Your digital wallet’s private key.
8.15. You are aware of the risks associated with utilizing any crypto assets blockchain network, including, but not limited to, the risk of unknown vulnerabilities in or unanticipated changes to any network protocol.
8.16. You will not use the Services or the Website in connection with any activity that violates applicable laws in any relevant jurisdiction.
8.17. You have not been and are not currently involved in, and do not intend to be involved in, any type of activity associated with money laundering or terror financing.
8.18. You understand that You have no right against the Company or any other person except in the event of the Company’s breach of these Terms or intentional fraud. Neither the Company nor its representatives shall be liable for consequential, indirect, incidental, special, exemplary, punitive or enhanced damages, lost profits or revenues or diminution in value arising out of or relating to any breach of this instrument.
8.19. You shall indemnify Us and hold Us harmless from and against all claims, liabilities, damages, losses, costs and expenses, including legal fees, arising out of or in connection with any breach of these Terms by You, and any other liabilities arising out of Your use of the Services or any unauthorized use of the Services by any third party using Your digital wallet’s private key.
9. ASSUMPTION OF RISKS
9.1. There are risks associated with utilizing services involving virtual currencies and the transfer of funds and/or assets, including, but not limited to, the risk of failure of hardware, software and internet connections, malicious software introduction; the risk that third parties may obtain unauthorized access to information, including, but not limited to, public and private keys; and the risk of unknown vulnerabilities in or unanticipated changes to the network protocol. You acknowledge and accept that We have no control over the Protocol and the network and will not be responsible for any harm occurring as a result of such risks, including, but not limited to, the inability to reverse a transaction, and any losses in connection therewith due to erroneous or fraudulent actions. You agree and understand that We will not be responsible for any
communication failures, disruptions, errors, cyber attacks, hacking, distortions or delays You may experience when using the Services.
9.2. Virtual currencies in general, and Djed and Shen in particular, are not legal tender and are not backed by any sovereign government. In addition, the legislative and regulatory landscape around virtual currencies is constantly changing and may affect Your ability to use, transfer, or exchange virtual currencies.
9.3. YOU UNDERSTAND THAT THE COMPANY DID NOT CONDUCT ANY AUDIT OF THE PROTOCOL AND THE PROTOCOL POOL; ALL OF THE ADAS STORED IN THE PROTOCOL ARE SUBJECT TO CYBER-ATTACKS, HACKING OR OTHER FAILURES.
9.4. You understand that the Djed and Shen may have no value and that the Djed and Shen specifications, as detailed in the Protocol, may fail or be different from as detailed.
9.5. You understand that the Company has no control over the Shen Pool and the third party the Shen Pool will be delegated to, which also may affect the ability to allocate the Shen Pool’ fees on time or at all.
9.6. You assume any and all risks associated with the use of the Services and Website.
10. PROHIBITED ACTIVITIES
10.1. You undertake to use the Services and the Website in a respectful manner, and You undertake not to:
10.1.1. link to the Services and the Website and/or use the Services and the Website for the purpose of uploading, downloading, distributing, publishing or transmitting
(a) information or other material in a manner that violates any rights, including intellectual property rights, protection of privacy rights or any other right; (b) information or other material that is prohibited for publication or use because it constitutes threat, harm, insult, slander, defamation, racism or inappropriate content; (c) information or other material that includes a virus or other software that may damage the computer systems of the Company or any third parties or in a manner that may restrict or prevent others from using the Services or the Website; (d) information or other material that violates any applicable law; or
(e) information or other material that includes an advertisement of any kind without the prior written permission of the Company;
10.1.2. attempt to circumvent any content filtering techniques We employ, or attempt to access any service or area of our Services that You are not authorized to access;
10.1.3. introduce to the Services any virus, Trojan, worms, logic bombs or other harmful material;
10.1.4. develop any third-party applications that interact with the Website without Our prior written consent;
10.1.5. provide false, inaccurate, or misleading information;
10.1.6. interfere with other Users' use of the Services or the Website;
10.1.7. use bots or other automated methods to access or use the Services or the Website;
10.1.8. upload or transmit (or attempt to upload or to transmit), without the Company’s express permission, any material that acts as a passive or active information collection or transmission mechanism, including, without limitation, web bugs, cookies or other similar spyware devices;
10.1.9. engage in “framing,” “mirroring,” or otherwise simulating the appearance or function of the Services or the Website;
10.1.10. engage, or assist, in any activity that violates any law, statute, ordinance, regulation, or sanctions program, including any authority, or that involves proceeds of any unlawful activity; encourage or promote any illegal activity, including, but not limited to, copyright infringement, trademark infringement, defamation, invasion of privacy, identity theft, hacking, cracking or distribution of counterfeit software; use the Services to pay for, support or otherwise engage in any illegal activities, including, but not limited to, illegal gambling, fraud, money laundering, or terrorist activities;
10.1.11. engage in any activity that seeks to defraud Us or any other person or entity, including (but not limited to) providing any false, inaccurate, or misleading information in order to unlawfully obtain the property of another;
10.1.12. engage in transactions involving items that infringe or violate any copyright, trademark, right of publicity or privacy or any other proprietary right under the law; use Company’s content from the Website without the express written consent from the Company; or engage in any action that implies an untrue endorsement or affiliation with the Company;
10.1.13. communicate with other Users for purposes of (1) sending unsolicited advertising or promotions, requests for donations, or spam; (2) engaging in hate speech or harassing or abusing other Users; (3) interfering with transactions of other Users;
10.1.14. make any changes and/or interfere in any way in the source code of the Services or the Website and upload any software and/or application that may harm or cause damage to the Company, the Services, the Website or any other third party;
10.1.15. disassemble, decompile or otherwise reverse engineer any software or other technology included in the Services or used to provide the Services;
10.1.16. engage in any copying, modification, or otherwise appropriation of the Website or any material owned by the Company as part of your use of the Website without express written permission from the Company for the proposed copying, modification, or appropriation of the Website; and
10.1.17. encourage or induce any other person to engage in any of the activities prohibited under this Section.
10.2. We reserve the right (which does not constitute the obligation of Ours) at all times to monitor, review, screen, retain and/or disclose any information (directly
or using third parties) related to Your use of the Website and Services as necessary to satisfy any applicable law, regulation, blacklisted wallets, transaction monitoring, sanctions programs, legal process or governmental request and to ensure Your compliance with these Terms and any other policy governing the use of the Website and Services that is published on the Website from time to time, and You hereby explicitly agree and consent to Our right to do so.
11. DISCLAIMER
11.1. YOUR ACCESS TO AND USE OF THE WEBSITE AND THE SERVICES ARE AT YOUR OWN RISK. YOU UNDERSTAND AND AGREE THAT THE WEBSITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND THE COMPANY EXPRESSLY DISCLAIMS WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED. COMPANY (AND ITS SUPPLIERS) MAKE NO WARRANTY OR REPRESENTATION AND DISCLAIM ALL RESPONSIBILITY FOR WHETHER THE WEBSITE: (A) WILL MEET YOUR REQUIREMENTS; (B) WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; OR (C) WILL BE ACCURATE, RELIABLE, COMPLETE, LEGAL, OR SAFE. COMPANY DISCLAIMS ALL OTHER WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. COMPANY WILL NOT BE LIABLE FOR ANY LOSS OF ANY KIND FROM ANY ACTION TAKEN OR TAKEN IN RELIANCE ON MATERIAL OR INFORMATION, CONTAINED ON THE WEBSITE. WHILE COMPANY ATTEMPTS TO MAKE YOUR ACCESS TO AND USE OF THE WEBSITE SAFE, COMPANY CANNOT AND DOES NOT REPRESENT OR WARRANT THAT THE WEBSITE OR THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE CANNOT GUARANTEE THE SECURITY OF ANY DATA THAT YOU DISCLOSE ONLINE. NO ADVICE OR INFORMATION, WHETHER ORAL OR OBTAINED FROM THE COMPANY OR THROUGH THE WEBSITE, WILL CREATE ANY WARRANTY OR REPRESENTATION NOT EXPRESSLY MADE HEREIN. YOU ACCEPT THE INHERENT SECURITY RISKS OF PROVIDING INFORMATION AND DEALING ONLINE OVER THE INTERNET AND WILL NOT HOLD COMPANY RESPONSIBLE FOR ANY BREACH OF SECURITY.
SIMILARLY, THE PROTOCOL FUNCTIONS AUTONOMOUSLY IN "AS IS" CONDITION AND YOU ACCESS IT AT YOUR OWN RISK, AND WITHOUT WARRANTIES OF ANY KIND. WE DO NOT PROVIDE, OWN, OR CONTROL THE PROTOCOL, WHICH IS RUN AUTONOMOUSLY WITHOUT ANY HEADCOUNT BY SMART CONTRACTS DEPLOYED ON CARDANO BLOCKCHAIN. UPGRADES AND MODIFICATIONS TO THE PROTOCOL ARE GENERALLY MANAGED IN A COMMUNITY-DRIVEN WAY BY HOLDERS OF THE SHEN TOKEN. NO DEVELOPER OR ENTITY INVOLVED IN CREATING THE PROTOCOL WILL BE LIABLE FOR ANY CLAIMS OR DAMAGES
WHATSOEVER ASSOCIATED WITH YOUR USE, INABILITY TO USE, OR YOUR INTERACTION WITH OTHER USERS OF, THE PROTOCOL, INCLUDING ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES, OR LOSS OF PROFITS, CRYPTOCURRENCIES, TOKENS, OR ANYTHING ELSE OF VALUE. WE DO NOT ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY ADVERTISEMENTS, OFFERS, OR STATEMENTS MADE BY THIRD PARTIES CONCERNING THE WEBSITE, THE SERVICES, OR THE PROTOCOL.
11.2. THE CONTENT AND MATERIALS AVAILABLE ON THE WEBSITE ARE FOR INFORMATIONAL PURPOSES ONLY AND ARE NOT INTENDED TO ADDRESS YOUR PARTICULAR REQUIREMENTS OR NEEDS. IN PARTICULAR, THE CONTENT AND MATERIALS AVAILABLE ON THE WEBSITE DO NOT CONSTITUTE ANY FORM OF ADVICE, REFERRAL OR RECOMMENDATION BY US; THEY SHOULD NOT BE REGARDED AS AN OFFER, SOLICITATION, INVITATION OR RECOMMENDATION TO BUY OR SELL DIGITAL ASSETS OR ANY FINANCIAL SERVICES AND ARE NOT INTENDED TO BE RELIED UPON BY YOU IN MAKING ANY SPECIFIC DECISION TO BUY OR SELL A DITIAL ASSET. WE RECOMMEND THAT YOU SEEK INDEPENDENT ADVICE FROM FINANCIAL, LEGAL AND TAX ADVISORS BEFORE MAKING ANY SUCH DECISION AND USING THE SERVICES, PARTICULARLY IN LIGHT OF THE RISKS ASSOCIATED WITH DIGITAL ASSETS.
11.3.NOTHING INCLUDED ON THE WEBSITE CONSTITUTES AN OFFER OR SOLICITATION TO SELL OR DISTRIBUTE SECURITIES OR INVESTMENTS AND RELATED SERVICES TO ANYONE IN ANY JURISDICTION.
11.4. THE REGULATORY ENVIRONMENT CONCERNING CRYPTOCURRENCIES AND OTHER DIGITAL ASSETS CONTINUES TO DEVELOP. THE APPLICATION AND INTERPRETATION OF EXISTING LAWS AND REGULATIONS ARE OFTEN LARGELY UNTESTED AND THERE IS A LACK OF CERTAINTY AS TO HOW THEY WILL BE APPLIED. NEW LAWS AND REGULATIONS WILL BE PROMULGATED IN THE FUTURE THAT APPLY TO BLOCKCHAIN TECHNOLOGY AND DIGITAL ASSETS, AND RELATED SERVICE PROVIDERS, AND NO ASSURANCE CAN BE GIVEN THAT ANY SUCH CHANGES WILL NOT ADVERSELY AFFECT DIGITAL ASSETS GENERALLY OR THE SERVICES. IT IS NOT POSSIBLE TO PREDICT HOW SUCH CHANGES WOULD AFFECT THE PRICE AND LIQUIDITY OF DIGITAL ASSETS GENERALLY OR THE SERVICES.
11.5. REGULATORY ACTIONS COULD NEGATIVELY IMPACT CRYPTOCURRENCIES AND OTHER DIGITAL ASSETS IN VARIOUS WAYS, INCLUDING, FOR PURPOSES OF ILLUSTRATION ONLY, THROUGH A DETERMINATION (WITH RETROSPECTIVE OR PROSPECTIVE EFFECT) THAT DIGITAL ASSETS ARE REGULATED FINANCIAL INSTRUMENTS OR SECURITIES REQUIRING REGISTRATION OR LICENSING IN CERTAIN JURISDICTIONS. THE COMPANY MAY HAVE TO LIMIT THE AVAILABILITY
OF CERTAIN SERVICES OR DISALLOW USERS BASED ON THEIR CITIZENSHIP, RESIDENCE OR LOCATION FROM ENGAGING IN THE SERVICES OR ACCESSING THE WEBSITE IF DOING SO BECOMES COMMERCIALLY UNSUSTAINABLE OR LEGALLY PROHIBITED.
11.6. THE DJED AND SHEN TOKENS ARE NOT INTENDED TO CONSTITUTE SECURITIES AND/OR COLLECTIVE INVESTMENT UNITS IN PROTOCOL.
11.7. DJED AND SHEN EXIST ONLY BY VIRTUE OF THE OWNERSHIP RECORD MAINTAINED IN THE ASSOCIATED BLOCKCHAIN (E.G., CARDANO NETWORK). ANY TRANSFERS OR SALES OCCUR ON THE ASSOCIATED BLOCKCHAIN (E.G., CARDANO). THE COMPANY AND/OR ANY OF ITS AFFILIATES CANNOT EFFECT OR OTHERWISE CONTROL THE TRANSFER OF TITLE OR RIGHT IN ANY DJED, SHEN, OR OTHER DIGITAL ASSETS OR UNDERLYING OR ASSOCIATED CONTENT OR ITEMS.
11.8. THE COMPANY AND THE COMPANY’S PARTIES (AS DEFINED BELOW IN THESE TERMS) WILL NOT BE RESPONSIBLE OR LIABLE TO YOU FOR ANY LOSSES YOU INCUR AS A RESULT OF YOUR USE OF THE CARDANO NETWORK OR ANY BLOCKCHAIN NETWORK, OR ANY ELECTRONIC WALLET, INCLUDING, BUT NOT LIMITED TO, ANY LOSSES, DAMAGES OR CLAIMS ARISING FROM: (A) USER ERROR, SUCH AS FORGOTTEN PASSWORDS OR INCORRECTLY CONSTRUED SMART CONTRACTS OR OTHER TRANSACTIONS; (B) SERVER FAILURE OR DATA LOSS; (C) CORRUPTED WALLET FILES; (D) INTELLECTUAL PROPERTY INFRINGEMENT BY THIRD PARTIES; AND (E) UNAUTHORIZED ACCESS OR ACTIVITIES BY THIRD PARTIES, INCLUDING, BUT NOT LIMITED TO, THE USE OF VIRUSES, PHISHING, BRUTEFORCING OR OTHER MEANS OF ATTACK AGAINST THE TOOLS, CARDANO NETWORK, OR ANY OTHER BLOCKCHAIN NETWORK, OR ANY ELECTRONIC WALLET.
11.9. THE COMPANY AND THE COMPANY’S PARTIES (AS DEFINED BELOW IN THESE TERMS) ARE NOT RESPONSIBLE FOR LOSSES DUE TO BLOCKCHAIN OR ANY OTHER FEATURES OF THE CARDANO NETWORK, OR ANY OTHER BLOCKCHAIN NETWORK, OR ANY ELECTRONIC WALLET, INCLUDING, BUT NOT LIMITED TO, LATE REPORTS BY DEVELOPERS OR REPRESENTATIVES (OR NO REPORT AT ALL) OF ANY ISSUES WITH THE BLOCKCHAIN SUPPORTING THE CARDANO NETWORK, INCLUDING FORKS, TECHNICAL NODE ISSUES, OR ANY OTHER ISSUES CAUSING LOSSES AS A RESULT.
11.10. Some jurisdictions do not allow the exclusion of implied warranties in contracts with consumers, so the above exclusion may not apply to You.
12. LIMITATION OF LIABILITY
12.1. TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL COMPANY, THE COMPANY’S PARTIES (AS DEFINED BELOW IN THESE TERMS) OR REPRESENTATIVES, BE LIABLE TO YOU OR ANY THIRD PARTY
FOR ANY LOST PROFIT OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM THESE TERMS, THE WEBSITE, SERVICES OR THIRD PARTY SITES AND SERVICES, OR FOR ANY DAMAGES RELATED TO LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, OR LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE AND EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE WEBSITE, SERVICES OR THIRD PARTY WEBSITES AND PRODUCTS ARE AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA RESULTING THEREFROM.
12.2. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF COMPANY ARISING OUT OF OR IN ANY WAY RELATED TO THIS AGREEMENT, THE ACCESS TO AND USE OF THE WEBSITE, ITS CONTENT, OR SERVICES EXCEED THE LOWEST OF (A) $100 OR (B) THE MINIMUM AMOUNT ALLOWED UNDER APPLICABLE LAW. THE FOREGOING LIMITATIONS OF LIABILITY SHALL NOT APPLY TO LIABILITY OF COMPANY FOR (A) DEATH OR PERSONAL INJURY CAUSED BY COMPANY’S NEGLIGENCE; OR FOR (B) ANY INJURY CAUSED BY COMPANY’S FRAUD OR FRAUDULENT MISREPRESENTATION.
12.3. Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to You. Some jurisdictions also limit disclaimers or limitations of liability for personal injury from consumer products, so this limitation may not apply to personal injury claims. The foregoing limitation of liability shall apply to the fullest extent permitted by law in the applicable jurisdiction
12.4. The Company assumes no liability or responsibility for any (a) errors, mistakes, or inaccuracies of any content included in the Services; (b) any interruption or cessation of transmission to or from the Website or via the Services; and (c) any bugs, viruses, Trojan horses, or the like that may be transmitted to or through the Services or the Website by any third party.
12.5. The Company is not responsible for any problems or technical malfunction of any telephone or network lines, computer online systems, servers or providers, hardware, software, failure due to technical problems or traffic congestion on the internet (or inaccessibility of the internet) or incompatibility between the Website or the Services and Your browser and/or other equipment and/or the systems. The Company does not assume any responsibility or risk for Your use of the internet.
12.6. Under no circumstances will the Company be required to deliver to You any virtual currency or digital assets as damages, specific performance or any other remedy. If You
base Your calculations of damages in any way on the value of a virtual currency or other digital assets, You and the Company agree that the calculation will be based on the lowest value of the virtual currency or other digital assets during the period between the accrual of the claim and the award of damages.
12.7. The Company will not be responsible or liable to You for any loss and takes no responsibility for damages or claims arising in whole or in part, directly or indirectly from: (a) user error such as forgotten Wallet Information, incorrectly constructed transactions, or mistyped wallet addresses; (b) server failure or data loss; (c) corrupted or otherwise non-performing address or wallet; (d) unauthorized access to applications; and (e) any unauthorized activities, including, without limitation, the use of hacking, viruses, phishing, brute forcing or other means of attack against the Services or the Website.
12.8. Please note that despite the rules and guidelines in the Terms, it is possible that others might access or use the Services in ways that are deceptive, fraudulent, defamatory, harmful, unlawful, offensive or otherwise objectionable. The Company makes no representation or warranty whatsoever with regard to the conduct of any User or other third party on or in connection with the Services or the Website, whether online or offline, whether in connection with any transaction, User content or otherwise.
12.9. The Company may make improvements and/or changes to the Website or Services at any time. The Company does not represent that the Website or Services are appropriate for use in all locations and persons who have access to the Website or Services do so on their own initiative and are responsible for compliance with local laws of and to the extent applicable.
12.10. The Company reserves the right to fully cooperate with any law enforcement authorities or court order requesting or directing it to disclose the identity of anyone taking any actions and/or omissions that are believed to violate the Terms.
12.11. Due to the nature of the Services provided by the Company, certain data may be susceptible to hacking attacks despite the measures taken by the Company. The Company shall not be responsible for any theft, loss, disappearance or destruction of cryptocurrencies while being transferred in the course of providing the Services.
13. INDEMNIFICATION
13.1. To the fullest extent permitted by applicable law, You agree to indemnify, defend and hold harmless the Company, and Our respective past, present and future employees, officers, directors, contractors, advisors, consultants, shareholders, equity holders, suppliers, vendors, service providers, parent companies, subsidiaries, affiliates, agents, representatives, predecessors, successors and assigns (individually and collectively, the “Company’s Parties”), from and against all actual or alleged claims, damages, awards, judgments, losses, liabilities, obligations, penalties, interest, fees, expenses (including, without limitation, attorneys’ fees and expenses) and costs (including, without limitation, court costs, costs of settlement and costs of pursuing indemnification and insurance), of every kind and nature whatsoever, whether known or unknown, foreseen or unforeseen,
matured or unmatured, or suspected or unsuspected, in law or equity, whether in tort, contract or otherwise (collectively, “Claims”), including, but not limited to, damages to property or personal injury, that are caused by, arise out of or are related to (a) Your use or misuse of the Services, the Website, or anything posted on the Website, (b) Your violation of these Terms, (c) Your violation of the rights of a third party, including another User, and/or (d) your failure to pay any withholding taxes or sales taxes in connection with your use of Services. You agree to promptly notify Company’s Parties of any Claims and cooperate with the Company’s Parties in defending such Claims. You further agree that the Company’s Parties shall have control of the defense or settlement of any third-party Claims. This indemnity shall apply to Your successors and assigns and shall survive any termination or cancellation of these Terms.
13.2. You agree to hold the Company’s Parties harmless for any losses caused, directly or indirectly, to You, with respect to the Website and/or the Services, and You only shall bear sole responsibility for any of Your decisions made relying on the content of the Website or Services.
14. INTELLECTUAL PROPERTY RIGHTS
14.1. The Website, the Services and their content, including the video materials, text, photos, logos, designs, music, sound, figures, trademarks, graphs, sheets, statistics, currency exchange quotations and any other content embodied on the Website or Services are protected by intellectual property rights of the Company, Company’s Parties, Company’s licensors, or third parties. Unlike the Website and the Services, the Protocol is comprised entirely of open-source or source-available software running on public blockchain.
14.2. We hereby grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Website and Services. Our grant of such license is subject to your compliance with these Terms.
14.3. You may only use the Website and/or the Services for personal, lawful and non- commercial use. Any other use of the Website and/or the Services is strictly prohibited.
14.4. You agree not to infringe or enable others to infringe Our intellectual property rights and the intellectual property rights of Company’s Parties, Company’s licensors, or third parties.
14.5. You may not sell or modify materials derived or created from the Website or Services or reproduce, display, publicly perform, distribute or otherwise use the materials in any way for any public or commercial purpose. Your use of the materials on any other website or on a file-sharing or similar service for any purpose is strictly prohibited. You may not copy any material or content derived or created from the Website or Services without Our express, written permission.
14.6. Any rights not expressly granted herein to use the materials contained on or through the Website or Services are reserved by Us in full.
14.7. You shall not, nor shall You allow any other party to, modify, decompile, disassemble, reverse engineer, copy, transfer, create derivative works from, rent, sub-license,
distribute, reproduce framed, republish, scrape, download, display, transmit, post, lease or sell in any form or by any means, in whole or in part, use for any purpose other than for using the Website or the Services pursuant to the Terms, or otherwise exploit any of the contents of the Website or Services without the Company’s explicit, prior written permission.
15. TERMINATION
15.1. If You breach any of the provisions of these Terms, any other policy governing the use of the Website and Services that is published on the Website from time to time, or any applicable law, all licenses granted by the Company will terminate automatically. Additionally, notwithstanding anything contained in these Terms, we reserve the right, with or without notice and in our sole discretion, to track Your use of the Services and the Website, to suspend, disable, terminate, or delete Your account and/or Your ability to access or use the Website or the Services (or any part of the foregoing) and/or block Your wallet address from using the Website or the Services at any time and for any or no reason, and perform any other action the Company may deem appropriate to protect its property and/or rights and/or rights of third parties. You acknowledge and agree that We shall have no liability or obligation to You in such event and that You will not be entitled to a refund of any amounts that You have already paid to us. Furthermore, the Company has the right, at any time, in its sole discretion and without providing any notice, to stop or terminate the Services and/or to stop or cease operating the Website, without having any liability.
16. THIRD PARTY SERVICES OR CONTENT
16.1. While using the Services, You may view content or services provided or sources that are controlled or offered by third parties (the "Third-Party Content").
16.2. We have not reviewed any or all of such Third-Party Content and are not responsible for any Third-Party Content. We do not control, endorse, or adopt such Third-Party Content or services. When using or relying on Third-Party Content, You must consider that it may not be accurate or current. We are not responsible for Third-Party Content, including, without limitation, material that may be misleading, incomplete, erroneous, offensive, indecent or otherwise objectionable in Your jurisdiction. In addition, Your dealings or correspondence with the third parties that provided the Third-Party Content are solely between You and such third parties.
16.3. The Third-Party Content is provided solely for Your convenience, and You agree that under no circumstances will You hold Us liable for any loss or damage caused by use of or reliance on any Third-Party Content, or goods or services available on other websites.
16.4. Accordingly, We recommend that You independently verify all information before relying on it, and any decisions or actions taken based upon Third-Party Content is at Your sole responsibility.
17. LINKS
17.1. The Website and the Services may contain links, content, advertisements, promotions, logos and other materials to other websites that are controlled or offered by third parties
(the “Links”). We caution You to ensure that You understand the risks involved in using such websites or materials before retrieving, using, relying upon or purchasing anything via these websites or based on such materials. Such Links are provided solely for Your convenience, and You agree that under no circumstances will You hold Us liable for any loss or damage caused by use of or reliance on any content, goods or services available on other websites and services.
17.2. The inclusion of Links on the Website or Services is not an endorsement, authorization, sponsorship, affiliation or any other connection between the Company or those websites or their operators.
17.3. We have not reviewed any or all of such Links and are not responsible for any of the content of the websites referred thereby. We caution You to ensure that You understand the risks involved in using such websites before retrieving, using, relying upon or purchasing anything via these websites.
18. MISCELLANEOUS
18.1. We may, at Our sole discretion, amend, modify, or discontinue, from time to time, any of the Services and/or introduce new Services and/or the Website (including the documents in it and the whitepaper). We shall not be liable for any loss suffered by You resulting from any such changes made and You shall have no claims against Us in such regard.
18.2. You hereby agree that transmission of information to or from the Website or Services does not create any relationship between You and the Company that deviates from that specified in these Terms.
18.3. These Terms, as amended from time to time, constitute the only valid agreements between You and the Company, and no representation, promise, consent or undertaking, whether written or oral, that is not included in the Terms will be binding upon the parties.
18.4. We will use our best efforts to resolve any potential disputes through informal, good faith negotiations. If a potential dispute arises, You must contact us first by sending an email to contact@djed.xyz so that We can attempt to resolve it without resorting to formal dispute resolution. If We aren't able to reach an informal resolution within sixty days of confirming the receipt of Your email, then any dispute regarding the validity, breach, interpretation, performance or otherwise arising out of or in connection with these Terms or the relationship between You and Us shall be resolved exclusively and finally by confidential binding arbitration in accordance with the procedures set forth in this section. The arbitration shall be conducted in theBritish Virgin Islands. The arbitration proceedings will be conducted in accordance with, and pursuant to, the then most applicable rules of arbitration (the "Arbitration Rules") of the International Chamber of Commerce. A single neutral arbitrator (the "Arbitrator") shall be selected pursuant to the Arbitration Rules; provided, however, that, notwithstanding the Arbitration Rules, each party shall have the right to pre-emptively challenge any Arbitrator that has previously arbitrated any matter for either Party. The Arbitrator will have the same power (but no greater power) to grant all appropriate legal and equitable relief, both
by way of interim relief and as a part of the final award, as may be granted by any court of competent jurisdiction, in order to carry out these Terms (including declaratory and injunctive relief and damages). The Arbitrator shall render an award and written opinion explaining the award, and the decisions and award of the Arbitrator shall be final and binding upon the Parties. All awards and orders of the Arbitrator, including interim relief, may be enforced by any court of competent jurisdiction. The Parties agree that the award of the Arbitrator may be enforced against them or their assets wherever they may be found and that a judgment upon the award may be entered in any court having jurisdiction thereof. The Parties hereto hereby waive to the fullest extent permitted by applicable law any rights to appeal or to review of such award by any court or tribunal. In the event of any conflict between the Arbitration Rules and the provisions of this section shall control. Without derogating of the above, these Terms and the relationship between You and Us shall be governed by, and construed and interpreted in accordance with, the laws of the British Virgin Islands, without regard to principles of conflict of laws. You further agree that the Website shall be deemed to be based solely in the British Virgin Islands, and that although the Website may be available in other jurisdictions, its availability does not give rise to general or specific personal jurisdiction in any forum outside the British Virgin Islands.
18.5. You must bring any and all disputes and claims against Us in Your individual capacity and not as a plaintiff in or member of any purported class action, collective action, private attorney general action, or other representative proceeding. This provision applies to class arbitration as well.
18.6. No failure or delay on Our part in exercising any right, power or remedy thereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any such right, power or remedy preclude any other or further exercise thereof or the exercise of any other right, power or remedy.
18.7 If any provision of these Terms is held to be unenforceable under applicable law, then such provision shall be excluded from these Terms and the remainder of these Terms shall be interpreted as if such provision was so excluded and shall be enforceable in accordance with its terms, provided, however, that in such event, these Terms shall be interpreted so as to give effect, to the greatest extent consistent with and permitted by applicable law, to the meaning and intention of the excluded provision as determined by such court of competent jurisdiction.
18.8. You agree that a breach of these Terms will cause irreparable injury to the Company for which monetary damages would not be an adequate remedy and the Company shall be entitled to equitable relief in addition to any remedies it may have hereunder or at law without a bond, other security, or proof of damages.
18.9. We may transfer or assign any and all of Our rights and obligations hereunder to any third party. Without derogating from the above, the Website and/or any of the Services may be operated by third parties. You may not transfer, assign or pledge in any manner whatsoever any of Your rights or obligations under these Terms.
18.10. The terms and provisions of these Terms are binding upon Your heirs, successors, assigns, and other representatives.
18.11. You assume any and all risks associated with the use of the Website and the Services.
18.12. You agree to accept communications from Us in an electronic format, and agree that all terms, conditions, agreements, notices, disclosures or other communications that We provide to You electronically will be considered to be “in writing”.
18.13. Any heading, caption or section title contained herein is inserted only as a matter of convenience, and in no way defines or explains any section or provision hereof.