Last Updated 10th August 2023
Thank you for visiting our Company’s website (“Website” or “forum” or “platform” or “application”).
- 1.General Purpose
- 2.Modifications to These Terms
2.1 Zoth may make changes to these Terms from time to time. Unless we state otherwise in our notice, all such modifications will be effective immediately upon their publication on the Website. Please, review these Terms regularly. You can determine when these Terms was last revised by referring to the "LAST UPDATED" legend at the top of the then current version of this section on the Website. If changes are significant, we will provide more prominent notice.
2.2 Zoth reserves the right, at its sole discretion or on account of changes in law, to modify or replace this Policy in accordance with the applicable laws, from time to time, by posting the modified version of the Policy on the Website. Zoth shall not communicate personally to You about such modifications, and it shall be your responsibility to check this Policy periodically to aware with the modification therein (if any). Your continued use of the Service/Website after posting any changes to this Policy constitutes your acceptance of those changes. If you do not agree to the amended Terms, then you must stop using the Site and the Services.
- 3.The Services by Zoth:
3.1 Zoth is a protocol that facilitates the lending and borrowing of ERC-20 tokens by connecting borrowers and investors. The protocol acts as a marketplace for loan pools, enabling investors to earn yield by participating in these pools.
3.2 The Site provides access to the DeFi liquidity and an opportunity to lend against real world assets, decentralized applications; APIs; all other software that Zoth has developed or otherwise owns for entering into bilateral cryptocurrencies transactions and contract arrangement and other blockchain-based assets (collectively, "Digital Assets"), including, without limitation, entering into smart contract-based decentralized transactions related to Digital Assets; and messaging layer service available through the Zoth Protocol (the "Services").
3.3 By accessing or using the Site or the Services, you agree that Zoth does not provide execution, settlement, or clearing services of any kind and is not responsible for the execution, settlement, or clearing of transactions automated through the Services. You acknowledge that any execution and settlement occurs directly on the Ethereum blockchain.
- 4.Eligibility Criteria:
As a condition to accessing or using the Services or the Site, you represent and warrant to Zoth the following:
If you are entering into these Terms as an individual, you must have attained legal age in the jurisdiction in which you reside and you have the legal capacity to enter into a contract.
If you are entering into these Terms as an entity, then you must have the legal authority to accept these Terms on that entity's behalf, in which case "you" (except as used in this paragraph) will mean that entity.
You are not a resident, national, or agent of Belarus, the Central African Republic, the Democratic Republic of Congo, Iran, Cuba, North Korea, Syria, or the Crimean Region of Ukraine (collectively, "Restricted Territories").
You must use the forum in accordance with Acceptable Use and Content Standards.
- 5.Acceptable Use
You may not break the statutory & moral laws applicable in Panama, or Singapore & of the jurisdiction of your nationality & residence, using the forum & website. You will not violate any Anti-Money Laundering (AML) and Countering the Financing of Terrorism (CFT) provisions.
You are solely responsible for reporting and paying any taxes applicable to your use of the services.
Neither you nor any of your affiliates, nor any officer, director, agent or employee purporting to act on behalf of the DAO, has at any time, directly or indirectly, (i) made, provided or paid any unlawful contributions, gifts, entertainment or other unlawful expenses to any candidate for political office, or failed to disclose fully any such contributions in violation of law, (ii) made any payment to any local, state, federal or foreign governmental officer or official, or other person charged with similar public or quasi-public duties, other than payments required or allowed by Applicable Laws, (iii) made any payment to any agent, employee, officer or director of any entity to which you nor any of your affiliates do business with for the purpose of influencing such agent, employee, officer or director to do business with the DAO or such affiliate, (iv) engaged in any transactions, maintained any bank account or used any corporate funds, except for transactions, bank accounts and funds which have been and are reflected in the normally maintained books and records of the DAO and/or such affiliate, (v) violated any provision of Applicable Law concerning anti-corruption, or (vi) made any payment in the nature of criminal bribery or any other unlawful payment.
You are solely responsible for your use of the Services, including all of your transfers of Digital Assets and the custody and control of your Digital Assets.
You may not use or try to use another’s account on the forum & website.
You may not impersonate others through the forum.
You may not encourage or help anyone violating these terms.
You are not using the platform on behalf of some other user or benefit.
You do not, and will not, use VPN software or any other privacy or anonymization tools or techniques to circumvent or attempt to circumvent any restrictions that apply to the services.
You may not buy, sell, or otherwise trade in usernames or other unique identifiers on the forum & website.
You 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, you hereby irrevocably disclaim, waive, and eliminate those duties and liabilities.
Your access to the Services is not (a) prohibited by and does not otherwise violate or assist you to violate any domestic or foreign law, rule, statute, regulation, by-law, order, protocol, code, decree, or another directive, requirement, or guideline, published or in force that applies to or is otherwise intended to govern or regulate any person, property, transaction, activity, event or other matter, including any rule, order, judgment, directive or other requirement or guideline issued by any domestic or foreign federal, provincial or state, municipal, local or other governmental, regulatory, judicial or administrative authority having jurisdiction over Zoth, you, the Site or the Services, or as otherwise duly enacted, enforceable by law, the common law or equity (collectively, "Applicable Laws"); or (b) contribute to or facilitate any illegal activity.
You may not falsely imply that you’re affiliated with or endorsed by the company.
You may not send advertisements, chain letters, or other solicitations through the forum & website, or use the forum & website to gather addresses or other personal data for commercial mailing lists or databases.
You may not automate access to the forum & website, or monitor the forum, such as with a web crawler, browser plug-in or add-on, or other computer programs that is not a web browser. You may crawl the forum to index it for a publicly available search engine if you run one.
You may not hyperlink to images or other non-hypertext content on the forum on other web pages.
You may not remove any marks showing proprietary ownership from materials you download from the forum.
You may not show any part of the forum on illegitimate websites.
You may not disable, avoid, or circumvent any security or access restrictions of the forum or website.
You may not strain the infrastructure of the forum or website with an unreasonable volume of requests or requests designed to impose an unreasonable load on information systems underlying the forum.
- 6.User Responsibility
Secure your account information. This includes your username, password, and any other sensitive information that you use to access the website.
Be aware of phishing attacks. Phishing attacks are a common way for scammers to steal user information. Be on the lookout for emails or text messages that appear to be from the website but that ask you to provide personal information. Do not click on any links in these emails or text messages, and do not provide any personal information.
Use a secure wallet. If you are using the website to store cryptocurrency, be sure to use a secure wallet. A secure wallet will protect your cryptocurrency from being stolen.
Don't share your private keys. Your private keys are the keys to your funds, so it is important to keep them safe. Do not share your private keys with anyone, not even the company you are working with.
Be careful what you click on. When you are on the website, be careful what links you click on. Only click on links that you trust.
Report suspicious activity. If you see anything suspicious on the website, such as a phishing attempt or a security breach, report it to the website's administrators immediately.
Interaction within Communities. If you participate in our online communities, forums, or chat groups, you will treat fellow participants with respect, avoid harassment or offensive behavior, and contribute constructively to discussions.
Smart Contracts and Transactions. When using smart contracts or engaging in blockchain transactions through our Services, you acknowledge and understand the irreversible nature of blockchain transactions and undertake due diligence to verify transaction details before proceeding.
Understand the risks of Web 3 technology. Web 3 is a new and emerging technology, and it comes with some risks. Users should understand these risks before using a Web 3 company website.
Do your own research. Before using a Web 3 company website, it is important to do your own research about the company and the website. This includes reading reviews, understanding the company's terms of service, and learning about the risks involved.
Be patient. Web 3 is still in its early stages of development, and there may be some bugs or glitches. Users should be patient with Web 3 company websites and report any problems to the administrators.
- 7.Content Standards
You may not submit content to the forum that is illegal, offensive, or otherwise harmful to others. This includes content that is harassing, inappropriate, or abusive.
You may not submit content to the forum that violates the law, infringes anyone’s intellectual property rights, violates anyone’s privacy, or breaches agreements you have with others.
You may not submit content to the forum containing malicious computer code, such as computer viruses or spyware. You may not submit content to the forum as a mere placeholder to hold a particular address, username, or other unique identifier.
You may not use the forum or platform to disclose information you don’t have the right to disclose, like others’ confidential or personal information.
8.1 In connection with your use of the Services, you are required to pay all fees necessary for interacting with the Ethereum blockchain, including transaction costs, as well as all other fees reflected on the Site at the time of your use of the Services. Although we attempt to provide accurate fee information, this information reflects our estimates of fees, which may vary from the actual fees paid to use the Services and interact with the Ethereum blockchain.
8.2 You understand that the Ethereum blockchain remains under development, which creates technological and security risks when using the Services in addition to uncertainty relating to Digital Assets and transactions therein. You acknowledge that the cost of transacting on the Ethereum blockchain is variable and may increase at any time causing impact to any activities taking place on the Ethereum blockchain, which may result in price fluctuations or increased costs when using the Services.
9.1 The company may investigate and prosecute violations of these terms to the fullest legal extent. The company may notify and cooperate with law enforcement authorities in prosecuting violations of the law and these terms.
9.2 The company reserves the right to change, redact, and delete content on the forum or website for any reason. If you believe someone has submitted content to the forum violating these terms, contact us immediately.
As a condition to accessing or using the Services or the Site, you represent to Zoth the following:
In connection with using the Services, you only will transfer legally obtained Digital Assets that belong to you.
You will comply with all Applicable Laws in connection with using the Services, and you will not use the Site or the Services if the laws of your country, or any other Applicable Law, prohibit you from doing so.
Any Digital Assets you use in connection with the Services are either owned by you or you are validly authorized to carry our actions using such Digital Assets. In addition to complying with all restrictions, prohibitions, and other provisions of these Terms, you will ensure that, at all times, all information that you provide on the Site and during your use of the Services is current, complete, and accurate; (b) maintain the security and confidentiality of your private keys associated with your public Ether address, passwords, API keys, private keys associated with your Services account and other related credentials.
Any use or interaction with the Services requires a comprehensive understanding of applied cryptography and computer science to appreciate the inherent risks, including those listed above & in Inherent risk section. You represent and warrant that you possess relevant knowledge and skills. Any reference to a type of Digital Asset on the Site or otherwise during the use of the Services does not indicate our approval or disapproval of the technology on which the Digital Asset relies and should not be used as a substitute for your understanding of the risks specific to each type of Digital Asset.
You agree to indemnify the company from legal claims by others related to your breach of these terms, or breach of these terms by others using your account on the forum. Both you and the company agree to notify the other side of any legal claims for which you might have to indemnify the company as soon as possible. If the company fails to notify you of a legal claim promptly, you won’t have to indemnify the company for damages that you could have defended against or mitigated with prompt notice. You agree to allow the company to control the investigation, defence, and settlement of legal claims for which you would have to indemnify the company, and to cooperate with those efforts. The company agrees not to agree to any settlement that admits fault for you or imposes obligations on you without your prior agreement.
Protection of Personal Information. If you choose, or are provided with, a username, password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity.
You also acknowledge that your account is personal to you and agree not to provide any other person with access to this Website or portions of it using your username, password, or other security information. We recommend keeping your login credentials and account information private so no other users are able to access it. You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session.
You should use caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information. If you decide to log into your account on a public or shared computer, make sure to log out after your viewing session to help protect your information.
- 13.Intellectual Property
We enjoy sharing and creating valuable content on our Website for all of our users to engage with and enjoy. However, in making this content publicly available, we still hold ALL of the Intellectual Property Rights to the work. Meaning, all intellectual property rights including, but not limited to trademarks, copyrighted material, trade secrets, and other proprietary information are owned by the Company and its designees. The Company has the sole exclusive right to reproduce, share and create derivative works from this intellectual property.
- 14.Restricted Uses
To aid in keeping our Website safer and secure for all of its users, we have curated a list of prohibited uses of our Website. Please abide by these restrictions when navigating, browsing, or using our Website in any way. Our Website should only be accessed and used for lawful purposes according to these Terms. You are not allowed to use the Website: In violation of any State, Federal or International Laws. For any discriminatory purpose.
For any purpose in violation of our User Content provision in the Terms, incorporated by reference herein.
For any spoofing, spamming, or impersonating the Company purposes.
For any money laundering activities.
To transmit or distribute spam email or messaging.
Implement or use any spider, crawler, scraping, bots, or other automated processes to access the Website for any purpose.
Interfere with the Website’s operation in any way including, but not limited to, the use of viruses, malicious codes, attacks or programs. Bypass or hack authentication processes or gain any unauthorized access to the Website.
- 15.Inherent Risks
15.1 By utilizing the Services or interacting with the Site in any way, you represent and warrant that you understand the inherent risks associated with cryptographic systems and blockchain-based networks; Digital Assets, including the usage and intricacies of native Digital Assets, like Ether (ETH); Ethereum blockchain-based tokens, and systems that interact with blockchain-based networks. Zoth does not own or control any of the underlying software through which blockchain networks are formed. In general, the software underlying blockchain networks, including the Ethereum blockchain, is open source, such that anyone can use, copy, modify, and distribute it. By using the Services, you acknowledge and agree (a) that Zoth is not responsible for the operation of the software and networks underlying the Services, (b) that there exists no guarantee of the functionality, security, or availability of that software and networks, and (c) that the underlying networks are subject to sudden changes in operating rules, such as those commonly referred to as "forks," which may materially affect the Services. Blockchain networks use public/private key cryptography. You alone are responsible for securing your private key(s). We do not have access to your private key(s). Losing control of your private key(s) will permanently and irreversibly deny you access to Digital Assets on the Ethereum blockchain or other blockchain-based network. Neither Zoth nor any other person or entity will be able to retrieve or protect your Digital Assets. If your private key(s) are lost, then you will not be able to transfer your Digital Assets to any other blockchain address or wallet. If this occurs, then you will not be able to realize any value or utility from the Digital Assets that you may hold.
15.2 The Services and your Digital Assets could be impacted by one or more regulatory inquiries or regulatory actions, which could impede or limit the ability of Zoth to continue to make available its proprietary software and, thus, could impede or limit your ability to access or use the Services.
15.3 You acknowledge and understand that cryptography is a progressing field with advances in code cracking or other technical advancements, such as the development of quantum computers, which may present risks to Digital Assets and Services, and could result in the theft or loss of your Digital Assets. To the extent possible, we intend to update Zoth developed or owned software related to the Services to incorporate additional security measures necessary to address risks presented by technological advancements, but that intention does not guarantee or otherwise ensure the full security of the Services.
15.4 You hereby assume and agree that Zoth will have no responsibility or liability for, the risks set forth in this Section 15. You hereby irrevocably waive, release and discharge all claims, whether known or unknown to you, against Metaco/ Zoth, its affiliates, and their respective shareholders, members, directors, officers, employees, agents, and representatives, suppliers, and contractors related to any of the risks set forth in this Section.
- 16.User Submissions
From time to time, our Website may contain features that enable you to submit or post content and material to the Website and/or submit directly to the Company. We prioritize the safety and environment of our Website and require that all your submissions comply with this Agreement.
All user submissions are non-confidential. You relinquish to the Company all proprietary rights in the same upon submission. You understand and agree that anything you submit or post through our Website grants the Company and our designees the right to use such material in any capacity for any purpose.
You understand and agree that you are solely responsible and liable for any submissions you make. The Company will not be held liable in any way for your submissions or posts.
You consent to receive all communications, agreements, documents, receipts, notices, and disclosures electronically (collectively, our "Communications") that we provide in connection with these Terms or any Services. You agree that we may provide our Communications to you by posting them on the Site or by emailing them to you at the email address you provide in connection with using the Services, if any. You should maintain copies of our Communications by printing a paper copy or saving an electronic copy. You may also contact us with questions, complaints, or claims concerning the Services at [email protected]
We do not warrant the accuracy, completeness, or usefulness of the information you find on our Website. Any reliance you place on such information is at your own risk.
The pricing & yield information provided on the Site does not represent an offer, a solicitation of an offer, or any advice regarding or recommendation to enter into, a transaction with Zoth.
Zoth does not act as an agent for you or any other user of the Site or the Services.
We have no control over, or liability for, the delivery, quality, safety, legality, or any other aspect of any Digital Assets that you may transfer to or from a third party, and we are not responsible for ensuring that an entity with whom you transact completes the transaction or is authorized to do so, and if you experience a problem with any transactions in Digital Assets using the Services, then you bear the entire risk.
You understand and agree that the Website and its content is merely informational in nature and do not represent any level of legal, financial, investment, other professional, or industry specific advice. As such, our Company will not be responsible for any damages that result from the use of our Website and its content. All information provided in connection with your access and use of the Site and the Services is for informational purposes only and should not be construed as professional advice. You should not take, or refrain from taking, any action based on any information contained on the Site or any other information that we make available at any time, including, without limitation, blog posts, articles, links to third-party content, discord content, news feeds, tutorials, tweets, and videos. Before you make any financial, legal, or other decisions involving the Services, you should seek independent professional advice from an individual who is licensed and qualified in the area for which such advice would be appropriate. The Terms are not intended to, and do not, create or impose any fiduciary duties on us. You further agree that the only duties and obligations that we owe you are those set out expressly in these Terms.
Zoth is a developer and owner of software. Zoth does not operate a Digital Asset or derivatives exchange platform or offer trade execution or clearing services and, therefore, has no oversight, involvement, or control concerning your transactions using the Services. All transactions between users of the Services are executed peer-to-peer directly between the users' Ethereum addresses through a smart contract. You are responsible for complying with all Applicable Laws that govern your Zoth Protocol pools. You understand that Zoth is not registered or licensed by the Panama regulatory bodies, Monetary Authority of Singapore, the CFTC, SEC, or any financial regulatory authority. No financial regulatory authority has reviewed or approved the use of the Zoth developed or owned open- source software. The Site and the Zoth developed or owned software do not constitute advice or a recommendation concerning any commodity, security, or other Digital Asset or instrument. Zoth is not acting as an investment adviser or commodity trading adviser to any person or entity. Zoth does not own or control the underlying software protocols that are used in connection with Ethereum Blockchain used to enter into Zoth Protocol pools using the Services. In general, the underlying protocols are open source and anyone can use, copy, modify, and distribute them. Zoth is not responsible for the operation of the underlying protocols, and Zoth makes no guarantee of their functionality, security, or availability.
You acknowledge that your data on the Site may become irretrievably lost or corrupted or temporarily unavailable due to a variety of causes, and agree that, to the maximum extent permitted under Applicable Law, we will not be liable for any loss or damage caused by denial-of-service attacks, software failures, viruses or other technologically harmful materials (including those which may infect your computer equipment), protocol changes by third-party providers, Internet outages, force majeure events or other disasters, scheduled or unscheduled maintenance, or other causes either within or outside our control.
The disclaimer of implied warranties contained herein may not apply if and to the extent such warranties cannot be excluded or limited under the Applicable Law of the jurisdiction in which you reside.
- 18.External and Affiliate Links
From time to time, we will link to external websites and sources that are outside of our Company for your convenience only. These links may include but are not limited to, advertisements, affiliate links, 3rd party website links, and sponsored links. In doing so, we recognize that we have no control over the contents of these sites, nor do we have any access to making changes or amendments to them.
- 19.Geographic Limitations
The owner of the Website is based in the State of Panama. The protocol is not available to residents of Belarus, the Central African Republic, the Democratic Republic of Congo, the Democratic People’s Republic of Korea, Ukraine, Cuba, Iran, Libya, Panama, Somalia, Sudan, Syria, the USA (other than accredited investors), Yemen and Zimbabwe or any other jurisdiction in which accessing or using the protocol is prohibited. Using the protocol, you confirm that you established in, or a citizen or resident of, a non-prohibited jurisdiction.
You are not a member of any sanctions list or equivalent maintained by the United States government, the United Kingdom government, the European Union, or the United Nations (collectively, "Sanctions Lists Persons") and you do not intend to transact with any Restricted Person or Sanctions List Person.
- 20.No Warranties and No Guarantees
20.1 The Company is providing this Website and all content accessible through it on an “As-Is” basis for individual use by you at your own risk and without any warranties, whether express or implied, including, but not limited to warranties of title; merchantability; fitness for a particular use; or any rights or licenses in this Agreement. We cannot guarantee that the Website and any downloadable content will be free from viruses or other harmful code. The Company makes no warranty as to the accuracy and reliability of information set forth on the Website and its content. To the fullest permissible extent, the Company disclaims liability for any damages you sustain as a result of use or access of the Company’s Website, content and any linked 3rd party Websites or content.
20.2 You understand and agree that the Company does not guarantee specific results, including financial or other business gains for you personally or for your business. The information included on the Website is provided for informational purposes only and you are responsible for implementing any business practices or suggested actions found on the Website.
- 21.Modification, Suspension, and Termination
We may, at our sole discretion, from time to time and with or without prior notice to you, modify, suspend or disable (temporarily or permanently) the Services, in whole or in part, for any reason whatsoever. Upon termination of your access, your right to use the Services will immediately cease. We will not be liable for any losses suffered by you resulting from any modification to any Services or from any modification, suspension, or termination, for any reason, of your access to all or any portion of the Site or the Services.
- 22.Limitation of Liability
In no event shall Metaco's aggregate liability (together with its affiliates, including its and its affiliates' respective stockholders, members, directors, managers, officers, employees, attorneys, agents, representatives, suppliers, or contractors) arising out of or in connection with the Site and the Services (and any of their content and functionality), any performance or non-performance of the Services, your Digital Assets, Zoth Protocol pools or any product, service or other item provided by or on behalf of Zoth, whether under contract, tort, negligence, civil liability, statute, strict liability or other theory of liability exceed the lesser of US $100 or the amount of fees paid by you to Zoth under these Terms, if any, in the twelve (12) month period immediately preceding the event giving rise to the claim for liability.
23.1 You agree to indemnify, defend, and hold harmless the Company and its affiliates and their respective officers, directors, employees, agents, affiliates, successors, and permitted assigns (collectively, “Indemnified Party”) from and against any and all losses, claims, actions, suits, complaints, damages, liabilities, penalties, interest, judgments, settlements, deficiencies, disbursements, awards, fines, costs, fees, or expenses of whatever kind, including reasonable attorneys’ fees, fees and other costs of enforcing any right to indemnification under these Terms, and the cost of pursuing any insurance providers, arising out of or relating to your breach of these Terms or your use or misuse of the Website and Services including, but not limited to, any actions taken by a third party using your account. 23.2 The Company reserves the right, at your expense, to assume the exclusive defence and control of any matter for which you are required to indemnify us, and you agree to assist and cooperate with our defence or settlement of these claims.
- 24.Force Majeure:
We will have no responsibility or liability for any failure or delay in performance of the Site or any of the Services, or any loss or damage that you may incur, due to any circumstance or event beyond our control, including without limitation any flood, extraordinary weather conditions, earthquake, or other act of God, fire, war, insurrection, riot, bankruptcy, labour dispute, accident, action of government, communications, power failure, or equipment or software malfunction.
- 25.Binding Arbitration
Please read the following section carefully because it requires you to arbitrate certain disputes and claims with Zoth and limits how you can seek relief from Zoth. Also, arbitration precludes you from suing in court or having a jury trial.
You and Metaco agree that any dispute arising out of or related to these Terms or the Services is personal to you and Zoth and that any dispute will be resolved solely through individual action. They will not be brought as a class arbitration, class action, or any other type of representative proceeding.
You have the right to make a complaint at any time to the supervisory authority for data protection issues in the applicable jurisdiction. We would, however, appreciate the chance to deal with your concerns before you approach the relevant supervisory authority so, please, contact us in the first instance.
Metaco operates this website from its offices in Panama. Use of this Website or any information or materials made available by us through this website is governed by the laws of the Panama, without reference to conflict of law provisions. Any dispute arising out of or related to your use of this site will be brought in, and you hereby consent to exclusive jurisdiction and venue in, the state and federal courts sitting in Panama. You agree to waive all defences of lack of personal jurisdiction and forum non-convenience and agree that process may be served in a manner authorized by applicable law or court rule.
All matters relating to this Agreement, and all matters arising out of or relating to this Agreement, whether sounding in contract, tort, or statute are governed by, and construed in accordance with, the laws of Panama, without giving effect to any conflict of law principles.
By agreeing to these Terms, you explicitly agree that any claims or actions that you may otherwise have against us under the laws of any jurisdiction outside of Panama are hereby waived, including without limitation, any claims or actions under the laws of your own country, and that your sole location and applicable law for any dispute is in Panama according to the terms of this Section.
At the Company’s sole discretion, it may require any dispute, claim, or controversy arising out of or relating to this Agreement, or the breach, termination, enforcement, interpretation, or validity thereof, to be submitted to and decided by a single arbitrator by binding arbitration. The seat of the arbitration shall be Panama. The Tribunal shall consist of 1 arbitrator. The language of the arbitration shall be English. The decision of the arbitrator shall be final and binding on the parties and may be entered and enforced in any court of competent jurisdiction by either party. The prevailing party in the arbitration proceedings shall be awarded reasonable attorneys’ fees, expert witness costs and expenses, and all other costs and expenses incurred directly or indirectly in connection with the proceedings, unless the arbitrator shall for good cause determine otherwise.
All arbitrations shall proceed on an individual basis. You agree that you may bring claims against the Company in arbitration only in your individual capacities and in so doing you hereby waive the right to a trial by jury, to assert or participate in a class action lawsuit or class action arbitration (either as a named-plaintiff or class member), and to assert or participate in any joint or consolidated lawsuit or joint or consolidated arbitration of any kind.
Notwithstanding anything to the contrary, the arbitrator may not consolidate more than one person's claims and may not otherwise preside over any form of a representative or class proceeding. If a court decides that applicable law precludes enforcement of any of this paragraph's limitations as to a particular claim for relief, then that claim (and only that claim) must be severed from the arbitration and may be brought in court.
YOU UNDERSTAND AND AGREE THAT BY ENTERING INTO THESE TERMS, YOU ARE WAIVING THE RIGHT TO TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
Any cause of action you may have with respect to your use of the Website must be commenced within one (1) year after the claim or cause of action arises. If for any reason a court of competent jurisdiction finds any provision of the foregoing terms and conditions or portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to effect the intent hereof, and the remainder of the terms and conditions shall continue in full force and effect.
- 26.Choice of Law
This Agreement and the Parties’ relationship are governed by the laws of the State of Panama will control.
- 27.Severability and No Waiver
27.1 If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court or arbitration tribunal with jurisdiction, all other provisions set forth in this Agreement will remain valid and enforceable. By failing to enforce any right or provision of this Agreement, we are not waiving the right or ability to enforce the same rights or provisions in the future.
27.2 Any right or provision in this Agreement will only be considered waived if done so in writing by an authorized representative of the Company.
- 28.Transfer and Assignment
You may not transfer or assign any of your rights under this Agreement to any third party without the express written consent of the Company.
We may provide notice to you by: (i) sending a message to the email address provided by you, or (ii) by posting to the Website. Notices sent by email will be effective at the time of sending and notices posted to the Website will be effective upon posting. You may provide notice to the Company by certified mail to [email protected] Notices provided by certified mail will be effective upon actual receipt of the notice.
All legal notices including those related to intellectual property and copyright infringement claims should be sent by certified mail to the Company’s agent and mailing address located in this provision above.
The company may notify you under these terms using the e-mail address you provide for your account on the forum, or by posting a message to the forum’s homepage or your account page.