Last updated 25 May 2022.
Welcome to Stackup! Stackup operates a cryptocurrency wallet ("Stackup Wallet"). This wallet is made accessible through the Stackup application that we make available for download on your mobile device ("Stackup App"). The Stackup App allows you to access the Stackup Wallet and manage Digital Asset (as defined below) transactions on blockchains and similar networks compatible with the Stackup Wallet.
You fully own your wallet and the Digital Assets associated with them. Stackup Finance, Inc. does not have the ability to access your Stackup Wallet.
Please read on to learn the rules and restrictions that govern your use of our website, products, services and applications, including the Stackup Wallet (the “Services”). If you have any questions, comments, or concerns regarding these terms or the Services, please contact us at:
- Email: firstname.lastname@example.org
WeWork c/o John Rising
10000 Washington Boulevard 6th Floor
Culver City, CA 90232
What this policy covers
Please read these Terms carefully. They cover important information about Services provided to you. These Terms include information about future changes to these Terms, limitations of liability, a class action waiver and resolution of disputes by arbitration instead of in court. PLEASE NOTE THAT YOUR USE OF AND ACCESS TO OUR SERVICES ARE SUBJECT TO THE FOLLOWING TERMS; IF YOU DO NOT AGREE TO ALL OF THE FOLLOWING, YOU MAY NOT USE OR ACCESS THE SERVICES IN ANY MANNER.
ARBITRATION NOTICE AND CLASS ACTION WAIVER: EXCEPT FOR CERTAIN TYPES OF DISPUTES DESCRIBED IN THE ARBITRATION AGREEMENT SECTION BELOW, YOU AGREE THAT DISPUTES BETWEEN YOU AND US WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION AND YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.
Will these terms ever change?
We are constantly trying to improve our Services, so these Terms may need to change along with our Services. We reserve the right to change the Terms at any time, but if we do, we will place a notice on our site located at https://stackup.sh, send you an email, and/or notify you by some other means.
If you don’t agree with the new Terms, you are free to reject them; unfortunately, that means you will no longer be able to use the Services. If you use the Services in any way after a change to the Terms is effective, that means you agree to all of the changes.
Except for changes by us as described here, no other amendment or modification of these Terms will be effective unless in writing and signed by both you and us.
What about my privacy?
Children’s Online Privacy Protection Act
The Children’s Online Privacy Protection Act (“COPPA”) requires that online service providers obtain parental consent before they knowingly collect personally identifiable information online from children who are under thirteen (13). The Services are only available to you if you are eighteen (18) or over. If you are under eighteen (18), please do not attempt to register for or otherwise use the Services or send any personal information about yourself. If we learn we have collected personal information from a child under thirteen (13), we will delete that information as quickly as possible. If you believe that a child under thirteen (13) may have provided us with personal information, please contact us at email@example.com.
You may be required to sign up for an account, select a password and user name (“Stackup User ID”), and provide us with certain information or data, such as your contact information. You promise to provide us with accurate, complete, and updated registration information about yourself. You may not select as your Stackup User ID a name that you do not have the right to use, or another person’s name with the intent to impersonate that person. You may not transfer your account to anyone else without our prior written permission.
Additionally, you may be able to access certain parts or features of the Services by using your account credentials from other services (each, a “Third Party Account”), such as those offered by Google and Facebook. By using the Services through a Third Party Account, you permit us to access certain information from such account for use by the Services. You are ultimately in control of how much information is accessible to us and may exercise such control by adjusting your privacy settings on your Third Party Account.
You represent and warrant that you are an individual of legal age to form a binding contract (or if not, you’ve received your parent’s or guardian’s permission to use the Services and have gotten your parent or guardian to agree to these Terms on your behalf). If you’re agreeing to these Terms on behalf of an organization or entity, you represent and warrant that you are authorized to agree to these Terms on that organization’s or entity’s behalf and bind them to these Terms (in which case, the references to “you” and “your” in these Terms, except for in this sentence, refer to that organization or entity).
You will only use the Services for your own personal use, and not on behalf of or for the benefit of any third party you are not authorized to use the Services for, and only in a manner that complies with all laws that apply to you. If your use of the Services is prohibited by applicable laws, then you aren’t authorized to use the Services. We can’t and won’t be responsible for your using the Services in a way that breaks the law.
You will not share your Stackup User ID, account or password with anyone, and you must protect the security of your Stackup User ID, account, password and any other access tools or credentials. You’re responsible for any activity associated with your Stackup User ID and account.
How can I use my Stackup Wallet?
Host your digital assets
As part of your Stackup Account, Stackup will provide qualifying users access to: (i) hosted Digital Asset, non-custodial wallet(s) for holding Digital Assets (“Stackup Wallet”), including Digital Assets from a number of third-party sources. Your Stackup Wallet allows you to store, track, transfer, and manage your balances of Digital Assets. As used herein, "Digital Asset" means only those digital assets listed as available to trade or custody in your Stackup Account. Services and supported assets may vary by jurisdiction. You are solely responsible for all Digital Assets in your Stackup Wallet. Stackup is a non-custodial wallet service, meaning we do not have access to your private, cryptographic key (“Key”) associated with your Wallet and generated by Stackup when you sign up for your Stackup Account. You agree and acknowledge that it is your responsibility to maintain any and all Key(s) associated with your Stackup Wallet. If you lose your Keys, we will not be able to recover them for you. Read on to learn about securing your Key and recovering your Stackup Wallet.
Your Stackup Account is intended solely for proper use of Digital Assets as designated on the website or App. You acknowledge and agree that Stackup is not liable for any Digital Asset that is sent to a wallet associated with your Stackup account. Stackup may in its sole discretion terminate support for any particular Digital Asset in the Stackup App. However, that Digital Asset will remain in your Stackup Wallet on the network and may be accessed by you with compatible third party tools.
Own your Digital Assets
All Digital Assets held in your Stackup Wallet are non-custodial assets held by you for your own benefit, as described in further detail below.
Title to Digital Assets shall at all times remain with you and shall not transfer to Stackup. As the owner of Digital Assets in your Stackup Wallet, you shall bear all risk of loss of such Digital Assets. Stackup shall have no liability for Digital Asset fluctuations or loss. None of the Digital Assets in your Stackup Wallet are the property of, or shall or may be loaned to, Stackup; Stackup does not represent or treat assets in your Stackup Wallet as belonging to Stackup. Stackup may not grant a security interest in the Digital Assets held in your Stackup Wallet. Except as required by law, or except as provided herein, Stackup will not sell, transfer, loan, hypothecate, or otherwise alienate Digital Assets in your Stackup Wallet unless instructed by you.
You control the Digital Assets held in your Stackup Wallet. At any time, subject to outages, downtime, and other applicable policies, you may withdraw your Digital Assets by sending them to a different blockchain address. At all times, you shall retain control over Keys associated with blockchain addresses that hold your Digital Assets.
Recover your Digital Assets
You should ensure that you keep your authentication methods secure, This may include your Keys, passwords, biometric logins, and any enabled Stackup Wallet recovery options. The Stackup Wallet may include recovery methods that can be initiated with and without the Stackup App. We will not be responsible to you for any losses you suffer (including network fees) as a result of losing access to your authentication methods or compromised Stackup Wallet recovery options.
Connect to Networks
You may set up your Stackup Wallet(s) to access more than one Compatible Network (as defined below). Your Digital Assets will, however, be stored and managed separately through individual wallets on each Compatible Network, and the Digital Assets that you manage on one Compatible Network will not be available to you on a different Compatible Network that you access through your Stackup Wallet.
You may move Digital Assets stored on one Compatible Network to another Compatible Network using cross-network bridges. Please note, however, that moving your Digital Assets in this way will incur network fees in the same way as any other transaction on a respective network. Network fees are described in greater detail below. We will not be responsible to you for any losses you suffer (including network fees) as a result of compromised security or misuse of third party bridge services.
Transact with Digital Assets
In order to execute transactions on certain Compatible Networks (as defined below), you will need to pay network fees (for example, "gas" on Ethereum). Network fees are set by the operators of the relevant Compatible Network, and may fluctuate depending on a Compatible Network's traffic. Transactions may fail if a respective network fee for a transaction is too low. We will set the network fees for the transactions that you initiate through the Services to account for current fee fluctuations unless changed by you. However, unexpected spikes in the usage of that network can cause network fees to spike above the price that we or you set for your transactions. We will notify you if a transaction fails as a result of the network fees being set too low. We will do our best to identify the issue and replay the transaction with a higher fee if you give approval. However, we will not be responsible to you for any losses you suffer as a result of any transaction through the Services failing as a result of the network fees being set too low.
Use Third Party Applications and Exchanges
The Services allow you to access and use certain third party applications ("Compatible Applications") and cryptocurrency trading platforms ("Compatible Exchanges") that are integrated or compatible with the Stackup Wallet in order to transfer Digital Assets over cryptocurrency networks. These Compatible Applications and Compatible Exchanges are provided by third parties that are not related to Stackup. Although we facilitate your access to these third party services, we are not responsible for them in any way. Your user of the Compatible Applications and Compatible Exchanges will be subject to separate terms and conditions. You should make sure that you check the third party providers' website for the most up to date version of their terms and conditions before you access their services using our Services.
Not all networks, exchanges and applications support all types of Digital Assets. You should make sure, before you initiate any transactions through your Stackup Wallet that the Digital Assets you are sending are to a Compatible Application or Compatible Exchange. You will not be able to recover any Digital Assets that you have sent, and we will not be responsible to you for any losses you suffer as a result of any Digital Assets that you send being rejected by the recipient as incompatible.
Similarly, not all networks will support the same exchanges and applications. You should check which networks are compatible with the exchanges and applications that you wish to use before you access or use them through the Services. Be advised that you may lose funds when transacting with wallets, Compatible Applications and Compatible Exchanges on a different network than the Compatible Network of your wallet.
As part of the Services, you may receive communications through the Services, including messages that Stackup sends you (for example, via email). When signing up for the Services, you will receive a welcome message and instructions on how to stop receiving messages.
You represent, warrant, and agree that you will not provide or contribute anything, including any Content or User Submission (as those terms are defined below), to the Services, or otherwise use or interact with the Services, in a manner that:
(a) infringes or violates the intellectual property rights or any other rights of anyone else (including Stackup);
(b) violates any law or regulation, including, without limitation, any applicable export control laws, privacy laws or any other purpose not reasonably intended by Stackup;
(c) is dangerous, harmful, fraudulent, deceptive, threatening, harassing, defamatory, obscene, or otherwise objectionable;
(d) jeopardizes the security of your Stackup User ID, account or anyone else’s (such as allowing someone else to log in to the Services as you);
(e) attempts, in any manner, to obtain the password, account, or other security information from any other user;
(f) violates the security of any computer network, or cracks any passwords or security encryption codes;
(g) runs Maillist, Listserv, any form of auto-responder or “spam” on the Services, or any processes that run or are activated while you are not logged into the Services, or that otherwise interfere with the proper working of the Services (including by placing an unreasonable load on the Services’ infrastructure);
(h) “crawls,” “scrapes,” or “spiders” any page, data, or portion of or relating to the Services or Content (through use of manual or automated means);
(i) copies or stores any significant portion of the Content; or
(j) decompiles, reverse engineers, or otherwise attempts to obtain the source code or underlying ideas or information of or relating to the Services.
A violation of any of the foregoing is grounds for termination of your right to use or access the Services.
The materials displayed or performed or available on or through the Services, including, but not limited to, text, graphics, data, articles, photos, images, illustrations, User Submissions (as defined below) and so forth (all of the foregoing, the “Content”) are protected by copyright and/or other intellectual property laws. You promise to abide by all copyright notices, trademark rules, information, and restrictions contained in any Content you access through the Services, and you won’t use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell, commercialize or otherwise exploit for any purpose any Content not owned by you, (i) without the prior consent of the owner of that Content or (ii) in a way that violates someone else’s (including Stackup's) rights.
Subject to these Terms, we grant each user of the Services a worldwide, non-exclusive, non-sublicensable and non-transferable license to use (i.e., to download and display locally) Content solely for purposes of using the Services. Use, reproduction, modification, distribution or storage of any Content for any purpose other than using the Services is expressly prohibited without prior written permission from us. You understand that Stackup owns the Services. You won’t modify, publish, transmit, participate in the transfer or sale of, reproduce (except as expressly provided in this Section), create derivative works based on, or otherwise exploit any of the Services. The Services may allow you to copy or download certain Content, but please remember that even where these functionalities exist, all the restrictions in this section still apply.
Anything you post, upload, share, store, or otherwise provide through the Services is your “User Submission”. Some User Submissions may be viewable by other users. You are solely responsible for all User Submissions you contribute to the Services. You represent that all User Submissions submitted by you are accurate, complete, up-to-date, and in compliance with all applicable laws, rules and regulations.
You agree that you will not post, upload, share, store, or otherwise provide through the Services any User Submissions that: (i) infringe any third party's copyrights or other rights (e.g., trademark, privacy rights, etc.); (ii) contain sexually explicit content or pornography; (iii) contain hateful, defamatory, or discriminatory content or incite hatred against any individual or group; (iv) exploit minors; (v) depict unlawful acts or extreme violence; (vi) depict animal cruelty or extreme violence towards animals; (vii) promote fraudulent schemes, multi-level marketing (MLM) schemes, get rich quick schemes, online gaming and gambling, cash gifting, or any other dubious money-making ventures; or (viii) that violate any law.
By submitting User Submissions through the Services, you hereby do and shall grant Stackup a worldwide, non-exclusive, perpetual, royalty-free, fully paid, sublicensable and transferable license to use, edit, modify, truncate, aggregate, reproduce, distribute, prepare derivative works of, display, perform, and otherwise fully exploit the User Submissions in connection with this site, the Services and our (and our successors’ and assigns’) businesses, including without limitation for promoting and redistributing part or all of this site or the Services (and derivative works thereof) in any media formats and through any media channels (including, without limitation, third party websites and feeds), and including after your termination of your account or the Services. You also hereby do and shall grant each user of this site and/or the Services a non-exclusive, perpetual license to access your User Submissions through this site and/or the Services, and to use, edit, modify, reproduce, distribute, prepare derivative works of, display and perform such User Submissions, including after your termination of your account or the Services. For clarity, the foregoing license grants to us and our users do not affect your other ownership or license rights in your User Submissions, including the right to grant additional licenses to your User Submissions, unless otherwise agreed in writing. You represent and warrant that you have all rights to grant such licenses to us without infringement or violation of any third party rights, including without limitation, any privacy rights, publicity rights, copyrights, trademarks, contract rights, or any other intellectual property or proprietary rights.
Certain features of the Services allow you to share information with others, including through your social networks or other Third Party Accounts. When Content is authorized for sharing, we will clearly identify the Content you are authorized to redistribute and the ways you may redistribute it, usually by providing a “share” button on or near the Content. If you share information from the Services with others through your Third Party Accounts, such as your social networks, you authorize Stackup to share that information with the applicable Third Party Account provider. Please review the policies of any Third Party Account providers you share information with or through for additional information about how they may use your information. If you redistribute Content, you must be able to edit or delete any Content you redistribute, and you must edit or delete it promptly upon our request.
Finally, you understand and agree that Stackup, in performing the required technical steps to provide the Services to our users (including you), may need to make changes to your User Submissions to conform and adapt those User Submissions to the technical requirements of connection networks, devices, services, or media, and the foregoing licenses include the rights to do so.
What if I see something on the Services that infringes my copyright?
In accordance with the DMCA, we’ve adopted the following policy toward copyright infringement. We reserve the right to (1) block access to or remove material that we believe in good faith to be copyrighted material that has been illegally copied and distributed by any of our advertisers, affiliates, content providers, members or users and (2) remove and discontinue service to repeat offenders.
Procedure for Reporting Copyright Infringements
If you believe that material or content residing on or accessible through the Services infringes your copyright (or the copyright of someone whom you are authorized to act on behalf of), please send a notice of copyright infringement containing the following information to Stackup's Designated Agent to Receive Notification of Claimed Infringement (contact details for our Designated Agent are listed below):
- A physical or electronic signature of a person authorized to act on behalf of the owner of the copyright that has been allegedly infringed;
- Identification of works or materials being infringed;
- Identification of the material that is claimed to be infringing including information regarding the location of the infringing materials that the copyright owner seeks to have removed, with sufficient detail so that Company is capable of finding and verifying its existence;
- Contact information about the notifier including address, telephone number, and, if available, email address;
- A statement that the notifier has a good faith belief that the material identified in (3) is not authorized by the copyright owner, its agent, or the law; and
- A statement made under penalty of perjury that the information provided is accurate and the notifying party is authorized to make the complain on behalf of the copyright owner.
Once Notification is Received
Upon receipt of a proper bona fide notice of copyright infringement, we reserve the right to:
- Remove or disable access to the infringing material;
- Notify the content provider who is accused of infringement that we have removed or disabled access to the applicable material; and
- Terminate such content provider's access to the Services if they are a repeat offender.
Procedure to Supply a Counter-Notice
If the content provider believes that the material that was removed (or to which access was disabled) is not infringing, or the content provider believes that it has the right to post and use such material from the copyright owner, the copyright owner's agent, or, pursuant to the law, the content provider may send us a counter-notice containing the following information to the Designated Agent:
- A physical or electronic signature of the content provider;
- Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or disabled;
- A statement that the content provider has a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material; and
- Content provider's name, address, telephone number, and, if available, email address, and a statement that such person or entity consents to the jurisdiction of the Federal Court for the judicial district in which the content provider's address is located, or, if the content provider's address is located outside of the United States, for any judicial district in which Company is located, and that such person or entity will accept service of process from the person who provided notification of the alleged infringement.
If a counter-notice is received by the Designated Agent, Company may, in its discretion, send a copy of the counter-notice to the original complaining party informing that person that Company may replace the removed material or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider accused of committing infringement, the removed material may be replaced or access to it restored in 10 to 14 business days or more after receipt of the counter-notice, at the Company's discretion.
Please contact Stackup's Designated Agent at the following address:
WeWork c/o Stackup Finance Inc.
Attn: DMCA Designated Agent
10000 Washington Boulevard 6th Floor
Culver City, CA 90232
Who is responsible for what I see and do on the Services?
Any information or Content publicly posted or privately transmitted through the Services is the sole responsibility of the person from whom such Content originated, and you access all such information and Content at your own risk, and we aren’t liable for any errors or omissions in that information or Content or for any damages or loss you might suffer in connection with it. We cannot control and have no duty to take any action regarding how you may interpret and use the Content or what actions you may take as a result of having been exposed to the Content, and you hereby release us from all liability for you having acquired or not acquired Content through the Services. We can’t guarantee the identity of any users with whom you interact in using the Services and are not responsible for which users gain access to the Services.
You are responsible for all Content you contribute, in any manner, to the Services, and you represent and warrant you have all rights necessary to do so, in the manner in which you contribute it.
The Services may contain links or connections to third-party websites or services that are not owned or controlled by Stackup. When you access third-party websites or use third-party services, you accept that there are risks in doing so, and that Stackup is not responsible for such risks.
Your interactions with organizations and/or individuals found on or through the Services, including payment and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such organizations and/or individuals. You should make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any of these third parties. You agree that Stackup shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings.
If there is a dispute between participants on this site or Services, or between users and any third party, you agree that Stackup is under no obligation to become involved. In the event that you have a dispute with one or more other users, you release Stackup, its directors, officers, employees, agents, and successors from claims, demands, and damages of every kind or nature, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes and/or our Services. You shall and hereby do waive California Civil Code Section 1542 or any similar law of any jurisdiction, which says in substance: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.”
Changes to Services
We’re always trying to improve our Services, so they may change over time. We may suspend or discontinue any part of the Services, or we may introduce new features or impose limits on certain features or restrict access to parts or all of the Services. We’ll try to give you notice when we make a material change to the Services that would adversely affect you, but this isn’t always practical. We reserve the right to remove any Content from the Services at any time, for any reason (including, but not limited to, if someone alleges you contributed that Content in violation of these Terms), in our sole discretion, and without notice.
The Services are currently free, but we reserve the right to charge for certain or all Services in the future. We will notify you before any Services you are then using begin carrying a fee, and if you wish to continue using such Services, you must pay all applicable fees for such Services.
Stackup is also free to terminate (or suspend access to) your use of the Services or your account for any reason in our discretion, including your breach of these Terms. Stackup has the sole right to decide whether you are in violation of any of the restrictions set forth in these Terms.
Account termination may result in losing access to your Wallet assets and destruction of any Content associated with your account, so keep that in mind before you decide to terminate your account.
If you have deleted your account by mistake, contact us immediately at firstname.lastname@example.org we will try to help, but unfortunately, we can’t promise that we can recover or restore anything.
Provisions that, by their nature, should survive termination of these Terms shall survive termination. By way of example, all of the following will survive termination: any obligation you have to indemnify us, any limitations on our liability, any terms regarding ownership or intellectual property rights, and terms regarding disputes between us, including without limitation the arbitration agreement.
These Terms apply to your use of all the Services, including our iOS applications (the “Application”) available via the Apple, Inc. (“Apple”) App Store, but the following additional terms also apply to the Application:
- Both you and Stackup acknowledge that the Terms are concluded between you and Stackup only, and not with Apple, and that Apple is not responsible for the Application or the Content;
- The Application is licensed to you on a limited, non-exclusive, non-transferrable, non-sublicensable basis, solely to be used in connection with the Services for your private, personal, non-commercial use, subject to all the terms and conditions of these Terms as they are applicable to the Services;
- You will only use the Application in connection with an Apple device that you own or control;
- You acknowledge and agree that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Application;
- In the event of any failure of the Application to conform to any applicable warranty, including those implied by law, you may notify Apple of such failure; upon notification, Apple’s sole warranty obligation to you will be to refund to you the purchase price, if any, of the Application;
- You acknowledge and agree that Stackup, and not Apple, is responsible for addressing any claims you or any third party may have in relation to the Application;
- You acknowledge and agree that, in the event of any third-party claim that the Application or your possession and use of the Application infringes that third party’s intellectual property rights, Stackup, and not Apple, will be responsible for the investigation, defense, settlement and discharge of any such infringement claim;
- You represent and warrant that you are not located in a country subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country, and that you are not listed on any U.S. Government list of prohibited or restricted parties;
- Both you and Stackup acknowledge and agree that, in your use of the Application, you will comply with any applicable third-party terms of agreement which may affect or be affected by such use; and
- Both you and Stackup acknowledge and agree that Apple and Apple’s subsidiaries are third-party beneficiaries of these Terms, and that upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as the third-party beneficiary hereof.
Stackup and its licensors, suppliers, partners, parent, subsidiaries or affiliated entities, and each of their respective officers, directors, members, employees, consultants, contract employees, representatives and agents, and each of their respective successors and assigns (Stackup and all such parties together, the “Stackup Parties”) make no representations or warranties concerning the Services, including without limitation regarding any Content contained in or accessed through the Services, and the Stackup Parties will not be responsible or liable for the accuracy, copyright compliance, legality, or decency of material contained in or accessed through the Services or any claims, actions, suits procedures, costs, expenses, damages or liabilities arising out of use of, or in any way related to your participation in, the Services. The Stackup Parties make no representations or warranties regarding suggestions or recommendations of services or products offered or purchased through or in connection with the Services. THE SERVICES AND CONTENT ARE PROVIDED BY STACKUP (AND ITS LICENSORS AND SUPPLIERS) ON AN “AS-IS” BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT USE OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
Digital Assets Disclaimer
Stackup does not own or control the underlying software protocols which govern the operation of Digital Assets. Generally, the underlying protocols are open source, and anyone can use, copy, modify, and distribute them. We assume no responsibility for the operation of the underlying protocols and do not guarantee the functionality or security of network operations. In particular, the underlying protocols may be subject to sudden changes in operating rules (including “forks”). Any such operating changes may materially affect the availability, value, functionality, and/or the name of the Digital Asset you store in your Stackup Wallet. Stackup does not always control the timing and features of these operating changes. It is your responsibility to make yourself aware of upcoming operating changes and you must carefully consider publicly available information and information that may be provided by Stackup in determining whether to continue to use a Stackup account for the affected Digital Asset. In the event of any such operational change, Stackup reserves the right to take such steps as may be necessary to protect the security and safety of assets held on the Stackup website, including without limitation, temporarily suspending operations for the involved Digital Asset(s); Stackup will try to provide you notice of its response to any material operating change; however, such changes are outside of Stackup’s control and may occur without notice to Stackup. Stackup’s response to any operating change is subject to its sole discretion and may include deciding not to support any new digital asset, fork, or other actions. YOU ACKNOWLEDGE AND ACCEPT THE RISKS OF OPERATING CHANGES TO DIGITAL ASSET PROTOCOLS AND AGREE THAT STACKUP IS NOT RESPONSIBLE FOR SUCH OPERATING CHANGES AND NOT LIABLE FOR ANY LOSS OF VALUE YOU MAY EXPERIENCE AS A RESULT OF SUCH CHANGES IN OPERATING RULES. YOU ACKNOWLEDGE AND ACCEPT THAT STACKUP HAS SOLE DISCRETION TO DETERMINE ITS RESPONSE TO ANY OPERATING CHANGE AND THAT WE HAVE NO RESPONSIBILITY TO ASSIST YOU WITH UNSUPPORTED CURRENCIES OR PROTOCOLS. YOU FURTHER ACKNOWLEDGE AND ACCEPT THAT STACKUP HAS NO RESPONSIBILITY TO SUPPORT NEW DIGITAL ASSET FORKS OR OPERATING CHANGES FOR SUPPORTED DIGITAL ASSETS.
DEALING OR TRADING IN DIGITAL ASSETS AND CRYPTOCURRENCY IS INHERENTLY RISKY, AS THE PRICES OF CRYPTOCURRENCY CAN CHANGE RAPIDLY. WE CANNOT GUARANTEE THAT THE VALUE OF ANY DIGITAL ASSETS THAT YOU PURCHASE WILL NOT FALL. YOU THEREFORE BUY AND SELL ANY DIGITAL ASSETS THROUGH THE SERVICES AT YOUR OWN RISK.
Limitation of Liability
Limitation of Liability. TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE) SHALL ANY OF THE STACKUP PARTIES BE LIABLE TO YOU OR TO ANY OTHER PERSON FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING DAMAGES FOR LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF DATA, LOSS OF GOODWILL, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, (B) ANY SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY, (C) ANY AMOUNT, IN THE AGGREGATE, IN EXCESS OF ONE-HUNDRED ($100) DOLLARS OR (D) ANY MATTER BEYOND OUR REASONABLE CONTROL. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL OR CERTAIN OTHER DAMAGES, SO THE ABOVE LIMITATION AND EXCLUSIONS MAY NOT APPLY TO YOU.
You agree to indemnify and hold the Stackup Parties harmless from and against any and all claims, liabilities, damages (actual and consequential), losses and expenses (including attorneys’ fees) arising from or in any way related to any claims relating to (a) your use of the Services (including any actions taken by a third party using your account), and (b) your violation of these Terms. In the event of such a claim, suit, or action (“Claim”), we will attempt to provide notice of the Claim to the contact information we have for your account (provided that failure to deliver such notice shall not eliminate or reduce your indemnification obligations hereunder).
You may not assign, delegate or transfer these Terms or your rights or obligations hereunder, or your Services account, in any way (by operation of law or otherwise) without Stackup's prior written consent. We may transfer, assign, or delegate these Terms and our rights and obligations without consent.
Choice of Law
These Terms are governed by and will be construed under the Federal Arbitration Act, applicable federal law, and the laws of the State of California, without regard to the conflicts of laws provisions thereof.
Please read the following ARBITRATION AGREEMENT carefully because it requires you to arbitrate certain disputes and claims with Stackup and limits the manner in which you can seek relief from Stackup. Both you and Stackup acknowledge and agree that for the purposes of any dispute arising out of or relating to the subject matter of these Terms, Stackup's officers, directors, employees and independent contractors (“Personnel”) are third-party beneficiaries of these Terms, and that upon your acceptance of these Terms, Personnel will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as the third-party beneficiary hereof.
- Arbitration Rules; Applicability of Arbitration Agreement. The parties shall use their best efforts to settle any dispute, claim, question, or disagreement arising out of or relating to the subject matter of these Terms directly through good-faith negotiations, which shall be a precondition to either party initiating arbitration. If such negotiations do not resolve the dispute, it shall be finally settled by binding arbitration in Los Angeles County, California. The arbitration will proceed in the English language, in accordance with the JAMS Streamlined Arbitration Rules and Procedures (the “Rules”) then in effect, by one commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes. The arbitrator shall be selected from the appropriate list of JAMS arbitrators in accordance with such Rules. Judgment upon the award rendered by such arbitrator may be entered in any court of competent jurisdiction.
- Costs of Arbitration. The Rules will govern payment of all arbitration fees. Stackup will pay all arbitration fees for claims less than seventy-five thousand ($75,000) dollars. Stackup will not seek its attorneys’ fees and costs in arbitration unless the arbitrator determines that your claim is frivolous.
- Small Claims Court; Infringement. Either you or Stackup may assert claims, if they qualify, in small claims court in Los Angeles County, California or any United States county where you live or work. Furthermore, notwithstanding the foregoing obligation to arbitrate disputes, each party shall have the right to pursue injunctive or other equitable relief at any time, from any court of competent jurisdiction, to prevent the actual or threatened infringement, misappropriation or violation of a party's copyrights, trademarks, trade secrets, patents or other intellectual property rights.
- Waiver of Jury Trial. YOU AND STACKUP WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR JURY. You and Stackup are instead choosing to have claims and disputes resolved by arbitration. Arbitration procedures are typically more limited, more efficient, and less costly than rules applicable in court and are subject to very limited review by a court. In any litigation between you and Stackup over whether to vacate or enforce an arbitration award, YOU AND STACKUP WAIVE ALL RIGHTS TO A JURY TRIAL, and elect instead to have the dispute be resolved by a judge.
- Waiver of Class or Consolidated Actions. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS. CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. If however, this waiver of class or consolidated actions is deemed invalid or unenforceable, neither you nor Stackup is entitled to arbitration; instead all claims and disputes will be resolved in a court as set forth in (7) below.
- Opt-out. You have the right to opt out of the provisions of this Section by sending written notice of your decision to opt out to the following email address: email@example.com. You must include (i) your name and residence address, (ii) the username and/or wallet address associated with your account, and (iii) a clear statement that you want to opt out of these Terms' arbitration agreement in your message.
- Exclusive Venue. If you send the opt-out notice in (6), and/or in any circumstances where the foregoing arbitration agreement permits either you or Stackup to litigate any dispute arising out of or relating to the subject matter of these Terms in court, then the foregoing arbitration agreement will not apply to either party, and both you and Stackup agree that any judicial proceeding (other than small claims actions) will be brought in the state or federal courts located in, respectively, Los Angeles County, California, or the federal district in which that county falls.
- Severability. If the prohibition against class actions and other claims brought on behalf of third parties contained above is found to be unenforceable, then all of the preceding language in this Arbitration Agreement section will be null and void. This arbitration agreement will survive the termination of your relationship with Stackup.
You will be responsible for paying, withholding, filing, and reporting all taxes, duties, and other governmental assessments associated with your activity in connection with the Services, provided that the Stackup may, in its sole discretion, do any of the foregoing on your behalf or for itself as it sees fit. The failure of either you or us to exercise, in any way, any right herein shall not be deemed a waiver of any further rights hereunder. If any provision of these Terms are found to be unenforceable or invalid, that provision will be limited or eliminated, to the minimum extent necessary, so that these Terms shall otherwise remain in full force and effect and enforceable. You and Stackup agree that these Terms are the complete and exclusive statement of the mutual understanding between you and Stackup, and that these Terms supersede and cancel all previous written and oral agreements, communications and other understandings relating to the subject matter of these Terms. You hereby acknowledge and agree that you are not an employee, agent, partner, or joint venture of Stackup, and you do not have any authority of any kind to bind Stackup in any respect whatsoever.
Except as expressly set forth in the sections above regarding the Apple Application and the arbitration agreement, you and Stackup agree there are no third-party beneficiaries intended under these Terms.