Last updated July 23, 2020
Welcome, and thank you for visiting the WAX platform at https://wax.io (“WAX Cloud Wallet”). WAX Cloud Wallet, as was its predecessor, WAX All Access, is governed by its Constitution (which can be viewed at https://wax.io/constitution) and these additional terms of service (these “Terms”). Conflicts between the Terms and the Constitution shall be resolved in favor of the Constitution.
Exposition Park Holdings (“EPH”, “we”, “us” or “our”) provides WAX Cloud Wallet. EPH, for itself, and third parties, for themselves, may provide related products, services and applications (together with WAX Cloud Wallet, the “WAX Products”) to you subject to the Constitution and these Terms. The WAX Products are offered to you conditioned on your acceptance, without modification, of the Constitution and these Terms; if you do not agree to the Constitution and these Terms, you may not use any of the WAX Products. Your use of the WAX Products constitutes your agreement to the Constitution and these Terms. Please read the Constitution and these Terms carefully, keep a copy of them for your reference, and please contact us before using any of the WAX Products if you have any questions about the Constitution or these Terms.
PLEASE READ THESE TERMS CAREFULLY, AS THEY CONTAIN AN AGREEMENT TO ARBITRATE AND OTHER IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES, AND OBLIGATIONS. THE AGREEMENT TO ARBITRATE REQUIRES (WITH LIMITED EXCEPTIONS) THAT YOU SUBMIT CLAIMS YOU HAVE AGAINST US TO BINDING AND FINAL ARBITRATION, AND FURTHER (1) YOU WILL BE PERMITTED TO PURSUE CLAIMS AGAINST EPH ONLY ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING, AND (2) YOU WILL BE PERMITTED TO SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY ON AN INDIVIDUAL BASIS.
Terms of Token Sale
If you purchased WAX ERC-20 Tokens in our initial token sale, you will continue to be subject to the Terms of Token Sale. In the case of any conflict between these Terms and the Terms of Token Sale with respect to such purchase, the provisions of the Terms of Token Sale will control.
Token Swap Terms and Conditions
If you acquired WAX Protocol Tokens in exchange for WAX ERC-20 Tokens (each as defined in in the Token Swap Terms), you will continue to be subject to the Token Swap Terms and Conditions, found at https://wax.io/token-swap-terms (the “Token Swap Terms”). In the event of any conflict between these Terms and the Token Swap Terms with respect to such swap, the Token Swap Terms shall control.
Other Terms and Conditions
The WAX Products are very diverse, so sometimes additional terms or product requirements (including age requirements) may apply. Additional terms will be available with the relevant WAX Products, and those additional terms become part of your agreement with us if you use those WAX Products. Some of the WAX Products are also governed by supplemental terms, or terms and conditions of third parties. If you use any of those WAX Products, such supplemental terms or terms and conditions of third parties will be made available and will become part of our agreement with you. To the extent any supplemental terms or terms and conditions of third parties conflict with these Terms, the supplemental terms or terms and conditions of third parties shall govern to the extent of the conflict.
As an electronic enterprise where you will routinely correspond with us using email or through WAX Cloud Wallet, we will similarly correspond with you about your account, send you notices, advise you about agreements, make disclosures and conduct all other business through email or on WAX Cloud Wallet. If you do not wish to receive correspondence electronically, please contact us at [email protected]
If you use WAX Cloud Wallet, you are responsible for maintaining the confidentiality of your account and password, and are fully responsible for any and all activities that occur under your password or account. You are responsible for restricting access to your computer or other electronic devices through which you use WAX Cloud Wallet, and you agree to accept responsibility for all activities that occur under your account or password. You may not assign or otherwise transfer your account to any other person or entity. You acknowledge that EPH is not responsible for third party access to your account that results from theft or misappropriation of your account or password. EPH and its associates reserve the right, in our sole discretion, to refuse, cancel or suspend service, terminate accounts, and/or to remove or edit content. Our decision to employ any of these rights is not exclusive and will not affect our rights to take other action(s) at any time. We may employ any of these rights in combination with one or more other rights and/or remedies available to us under these Terms, any other agreement we have with you, applicable law or in equity. You agree to (a) immediately notify us of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session when accessing WAX Cloud Wallet. We will not be liable for any loss or damage arising from your failure to comply with this Section.
EPH does not knowingly collect, either online or offline, personal information from persons under the age of eighteen (18). If you are under eighteen (18), you may not use WAX Cloud Wallet.
You acknowledge that we may establish general practices and limits concerning use of the WAX Products, including without limitation the maximum period of time that data or other content will be retained by WAX Cloud Wallet and the maximum storage space that will be allotted on EPH’s servers on your behalf. You agree that we have no responsibility or liability for the deletion, security of, or failure to store any data or other content maintained or uploaded by any WAX Product. You acknowledge that we reserve the right to terminate accounts that are inactive for an extended period of time. You further acknowledge that we reserve the right to change these general practices and limits at any time, in our sole discretion, with or without notice.
The WAX Products include certain services that are available via a mobile device, including (i) the ability to upload content to WAX Cloud Wallet via a mobile device, (ii) the ability to browse WAX Cloud Wallet from a mobile device and (iii) the ability to access certain features through an application downloaded and installed on a mobile device (collectively, the “Mobile Services”). To the extent you access WAX Cloud Wallet through a mobile device, your wireless service carrier’s standard charges, data rates and other fees may apply. In addition, downloading, installing, or using certain Mobile Services may be prohibited or restricted by your carrier, and not all Mobile Services may work with all carriers or devices. As noted above, we may communicate with you regarding WAX Cloud Wallet by SMS, MMS, text message or other electronic means to your mobile device and that certain information about your usage of the Mobile Services may be communicated to us. If you do not wish to receive such communications via SMS, MMS, text message or other electronic means on your mobile device, please follow the instructions in those messages to opt-out of those communications. If you change or deactivate your mobile telephone number, you agree to promptly update your WAX account information to ensure that your messages are not sent to the person that acquires your old number or that such person does not acquire or possess any means to access your WAX account.
We, and third parties using WAX Cloud Wallet, are frequently modifying, updating, expanding, and improving the WAX Products. We are constantly changing and improving the WAX Products. We may add or remove functionalities or features, and we may suspend or cease offering a WAX Product altogether. Third parties may add or remove functionalities or features of their WAX Products, and they may suspend or cease offering a WAX Product altogether. You can stop using a WAX Product at any time. We may stop providing WAX Products to you, or add or create new limits to any WAX Product, at any time. Third parties may stop providing their WAX Products to you, or add or create new limits to their WAX Products, at any time.
Third Party Services and Products
WAX Cloud Wallet may contain links to other websites (“Linked Sites”). The Linked Sites are not under the control of EPH and EPH is not responsible for the contents of any Linked Site, including without limitation any link contained in a Linked Site, or any changes or updates to a Linked Site, or any WAX Products available at such Linked Sites. EPH is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by EPH of the Linked Site, such WAX Products or any association with its operators. You agree that you must evaluate, and bear all risks associated with, the use of any content (including any reliance on the accuracy, completeness, or usefulness of such content) or WAX Products, and the use and security of any information you share with any such Linked Site. We have no control over, or liability for, the delivery, quality, safety, legality or any other aspect of any WAX Products that you may purchase from a third party. We are not responsible for ensuring that a third party buyer or a seller you transact with will complete the transaction or is authorized to do so. If you experience a problem with any WAX Products purchased from, or sold to, a third party using digital assets transferred to or from your WAX Cloud Wallet, or if you have a dispute with such third party, you should resolve the dispute directly with that third party. You accept all risks related to accessing, using, procuring and disposing of third party WAX Products via links from within the WAX Cloud Wallet, and you agree not to pursue us for any problems, issues or damages you experience or incur with respect to such third party WAX Products. We are not responsible, in any way, for such third party WAX Products, including those that are available via links from within WAX Cloud Wallet or that connect in any way with WAX Cloud Wallet for signing into the third party service, or otherwise.
Certain products, services or functionality made available to you via the WAX Products are delivered by third party sites and organizations. By using any such product, service or functionality originating from WAX Cloud Wallet, you acknowledge and consent that EPH may share such information and data with such third party sites and organizations to the extent necessary to facilitate the provision to you of the requested product, service or functionality.
Prohibited Uses and Intellectual Property
All content included in or on the WAX Products (such as text, graphics, logos, images, as well as the compilation thereof) and any software (including in both object code and source code form) or other proprietary data or information used in connection with any of the WAX Products (collectively, “Content”), is the property of EPH, the third party providing such Content, or their respective suppliers or licensors and is protected by copyright, trademark and other laws, restrictions, regulations and rules that protect intellectual property and proprietary rights. You agree to observe and abide by all copyright and other proprietary notices, legends or other restrictions contained in any such content and will not make any changes thereto.
You will not modify, publish, transmit, reverse engineer, participate in the transfer or sale, create derivative works, or in any way exploit any of the WAX Products, including any Content, in whole or in part. The WAX Products and the Content are not for resale. Your use of any of the WAX Products does not entitle you to make any unauthorized use of any Content, and in particular you will not delete or alter any proprietary rights or attribution notices in any Content. You will use Content solely for your personal use, and will make no other use of Content without the express written permission of EPH and the owner of such copyright, trademark or other intellectual property. You agree that you do not acquire any ownership rights in any Content. We do not grant you any licenses, express or implied, to the intellectual property of EPH or our suppliers or licensors except as expressly authorized by these Terms. If you are blocked by us from accessing any of the WAX Products (including, without limitation, by blocking your IP address), you agree not to implement any measures to circumvent such blocking (e.g., by masking your IP address or using a proxy IP address).
The WAX Products may, but need not, contain bulletin board services, chat areas, news groups, forums, communities, personal web pages, calendars, and/or other message or communication facilities designed to enable you to communicate with the public at large or with a group (collectively, “Communication Services”). You agree to use the Communication Services only to post, send and receive messages and material that are proper, legal, related to the particular Communication Service and consistent with these Terms.
By way of example, and not as a limitation, you agree that when using a Communication Service, you will not: (i) defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others; (ii) publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful topic, name, material or information; (iii) upload files that contain software or other material protected by intellectual property laws, restrictions, regulations and rules (or by rights of privacy of publicity) unless you own or control the rights thereto or have received all necessary consents; (iv) upload any content that infringes any intellectual property or other proprietary rights of any party; (v) upload files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another’s computer; (vi) upload any content that creates or poses a privacy or security risk to any person; (vii) upload any content that constitutes unsolicited or unauthorized advertising, promotional materials, commercial activities and/or sales, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” “contests,” “sweepstakes,” or any other form of solicitation; (viii) upload any content that is unlawful, harmful, threatening, abusive, harassing, tortious, excessively violent, defamatory, vulgar, obscene, pornographic, libelous, invasive of another’s privacy, hateful racially, ethnically or otherwise objectionable; (ix) advertise or offer to sell or buy any goods or services for any business purpose, unless such Communication Service specifically allows such messages; (x) conduct or forward surveys, contests, pyramid schemes or chain letters; (xi) download any file posted by another user of a Communication Service that you know, or reasonably should know, cannot be legally distributed in such manner; (xii) interfere with or disrupt any of the WAX Products or the servers or networks connected to WAX Cloud Wallet, or disobey any requirements, procedures, policies or regulations of networks connected to the Communications Services; (xiii) impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity; (xiv) solicit personal information from anyone under the age of eighteen (18); (xv) further or promote any criminal activity or enterprise or provide instructional information about illegal activities; (xvi) falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded, restrict or inhibit any other user from using and enjoying the Communication Services; (xvii) violate any code of conduct or other guidelines which may be applicable for any particular Communication Service; (xviii) harvest or otherwise collect information about others, including e-mail addresses, without their consent; or (xix) violate any applicable laws, restrictions, regulations and rules.
EPH has no obligation to monitor the Communication Services. However, EPH reserves the right to review materials posted to a Communication Service and to remove any materials in its sole discretion without notice. EPH reserves the right to terminate your access to any or all of the Communication Services at any time without notice for any reason whatsoever.
EPH reserves the right at all times (a) to disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental, and (b) to edit, refuse to post or to remove any information or materials, in whole or in part, in EPH’s sole discretion.
Always use caution when giving out any personally identifying information about yourself or your children in any Communication Service. EPH does not monitor, control or endorse the content, messages or information found in any Communication Service and, therefore, EPH specifically disclaims any liability with regard to the Communication Services and any actions resulting from your participation in any Communication Service.
Materials uploaded to a Communication Service may be subject to posted limitations on usage, reproduction and/or dissemination. You are responsible for adhering to such limitations if you upload the materials.
Special Notice for International Use; Export Controls
The technology and software underlying the WAX Products (the “Software”) and the transmission of applicable data, if any, may be subject to export controls imposed by the laws, restrictions, regulations and rules of the Cayman Islands, your local jurisdiction or some other jurisdiction, including the United States. No Software may be downloaded from WAX Cloud Wallet or otherwise exported or re-exported in violation of any of such export laws. Downloading or using the Software is at your sole risk. Recognizing the global nature of the Internet, you agree to comply with all laws, restrictions, regulations and rules regarding your use of the WAX Products.
Third Party Accounts
We may permit you, from time to time, to connect your WAX account to third party accounts or sites. When you do so, we will begin (in accordance with your privacy settings on those third party accounts or sites) the release of information about you to those third parties. If you do not want information about you to be shared in this manner, do not use this feature.
You are responsible for compliance with all laws, restrictions, regulations and rules, whether in your jurisdiction or elsewhere. You agree that you will not use the Content accessed through any of the WAX Products in any country or in any manner prohibited by any applicable laws, restrictions, regulations and rules, restrictions or regulations.
You agree to indemnify, defend and hold harmless EPH, its officers, directors, employees, agents, consultants, subsidiaries, affiliates and other related parties (each an “Indemnified Party”), harmless from and against all demands losses, costs, liabilities claims, actions and expenses (including reasonable attorneys’ fees) relating to or arising out of your use of or inability to use any of the WAX Products, your violation of these Terms or your violation of any rights of a third party, or your violation of any applicable laws, restrictions, regulations and rules. EPH reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with EPH in asserting any available defenses in EPH’s discretion. Notwithstanding the foregoing, you will have no obligation to indemnify, defend or hold harmless any Indemnified Party from or against any liability, damages or costs incurred solely as a result of the gross negligence or willful misconduct of such Indemnified Party.
IF YOU ARE A USER FROM NEW JERSEY USA, THE FOREGOING SECTION ENTITLED “INDEMNIFICATION” IS INTENDED TO BE ONLY AS BROAD AS IS PERMITTED UNDER THE LAWS OF THE STATE OF NEW JERSEY USA. IF ANY PORTION OF THIS SECTION IS HELD TO BE INVALID UNDER THE LAWS OF THE STATE OF NEW JERSEY USA, THE INVALIDITY OF SUCH PORTION SHALL NOT AFFECT THE VALIDITY OF THE REMAINING PORTIONS OF THE APPLICABLE SECTION.
YOUR USE OF ANY OF THE WAX PRODUCTS IS AT YOUR SOLE RISK. THE WAX PRODUCTS AND THE INFORMATION AND SOFTWARE INCLUDED IN OR AVAILABLE THROUGH THE WAX PRODUCTS MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY MADE TO THE WAX PRODUCTS AND THE SOFTWARE AND INFORMATION CONTAINED THEREIN. EPH AND/OR ITS SUPPLIERS MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THE WAX PRODUCTS AND SUCH SOFTWARE AND INFORMATION AT ANY TIME.
EPH AND/OR ITS SUPPLIERS AND LICENSORS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, SECURITY AND ACCURACY OF ANY OF THE WAX PRODUCTS, INCLUDING THE INFORMATION, SOFTWARE AND RELATED GRAPHICS CONTAINED THEREIN, FOR ANY PURPOSE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE WAX PRODUCTS AND ALL RELATED INFORMATION, SOFTWARE AND GRAPHICS CONTAINED THEREIN ARE PROVIDED “AS IS” WITHOUT WARRANTY OR CONDITION OF ANY KIND. EPH AND/OR ITS SUPPLIERS AND LICENSORS DISCLAIM ALL EXPRESS AND IMPLIED WARRANTIES AND CONDITIONS WITH REGARD TO THE WAX PRODUCTS AND SUCH RELATED INFORMATION, SOFTWARE AND GRAPHICS, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. EPH CANNOT ENSURE THAT ANY FILES OR OTHER DATA YOU DOWNLOAD FROM WAX CLOUD WALLET OR ANY OF THE WAX PRODUCTS WILL BE FREE OF VIRUSES OR CONTAMINATION OR DESTRUCTIVE FEATURES, AND, IN PARTICULAR AND WITHOUT LIMITATION, YOU ACCEPT ALL RISK AND LIABILITY IN CONNECTION WITH YOUR PARTICIPATION IN THE THREAT ANALYSIS PORTION OF THE WAX PRODUCTS.
IF YOU ARE A USER FROM NEW JERSEY, THE FOREGOING SECTION ENTITLED “DISCLAIMERS” IS INTENDED TO BE ONLY AS BROAD AS IS PERMITTED UNDER THE LAWS OF THE STATE OF NEW JERSEY USA. IF ANY PORTION OF THIS SECTION IS HELD TO BE INVALID UNDER THE LAWS OF THE STATE OF NEW JERSEY USA, THE INVALIDITY OF SUCH PORTION SHALL NOT AFFECT THE VALIDITY OF THE REMAINING PORTIONS OF THE APPLICABLE SECTION.
Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL EPH AND/OR ITS SUPPLIERS AND LICENSORS BE LIABLE FOR (A) ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES OR ANY OTHER NON-DIRECT DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH (1) THE USE OR PERFORMANCE OF ANY OF THE WAX PRODUCTS, (2) THE DELAY OR INABILITY TO USE ANY OF THE WAX PRODUCTS, (3) THE PROVISION OF OR FAILURE TO PROVIDE ANY WAX PRODUCTS, OR (4) ANY INFORMATION, SOFTWARE OR GRAPHICS OBTAINED BY YOU THROUGH ANY OF THE WAX PRODUCTS, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF EPH OR ANY OF ITS SUPPLIERS OR LICENSORS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES; OR (B) ANY AMOUNT, WHETHER INDIVIDUALLY OR IN THE AGGREGATE, EXCEEDING US$25. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE WAX PRODUCTS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE WAX PRODUCTS.
IF YOU ARE A USER FROM NEW JERSEY, THE FOREGOING SECTION ENTITLED “LIMITATION OF LIABILITY” IS INTENDED TO BE ONLY AS BROAD AS IS PERMITTED UNDER THE LAWS OF THE STATE OF NEW JERSEY USA. IF ANY PORTION OF THIS SECTION IS HELD TO BE INVALID UNDER THE LAWS OF THE STATE OF NEW JERSEY USA, THE INVALIDITY OF SUCH PORTION SHALL NOT AFFECT THE VALIDITY OF THE REMAINING PORTIONS OF THE APPLICABLE SECTION.
USE OF WAX CLOUD WALLET IS UNAUTHORIZED IN ANY JURISDICTION THAT DOES NOT GIVE EFFECT TO ALL PROVISIONS OF THESE TERMS, INCLUDING, WITHOUT LIMITATION, THIS “LIMITATION OF LIABILITY” SECTION.
EPH reserves the right, in its sole discretion, to terminate your access to the WAX Products or any portion thereof at any time and for any reason, without notice.
Reviews and Comments
We may, from time to time, permit you or other visitors to post reviews, comments and other content; and to submit suggestions, ideas, comments, questions, or other information, so long as such reviews, comments, content, suggestions, ideas, questions and other information is not illegal, obscene, threatening, defamatory, invasive of privacy, infringing of intellectual property rights, or otherwise injurious to third parties or objectionable and does not consist of or contain software viruses, political campaigning, commercial solicitation, chain letters, mass mailings, or any form of “spam.” You may not use a false e-mail address, impersonate any person or entity, or otherwise mislead as to the origin of a card or other content. EPH reserves the right (but not the obligation) to remove or edit such reviews, comments, content, suggestions, ideas, questions and other information, but does not regularly monitor or review posted content.
AGREEMENT TO ARBITRATE: Dispute Resolution by Binding Arbitration; Jury Trial Waiver; Class Action Waiver.
(1) PLEASE READ THIS SECTION CAREFULLY AS IT AFFECTS YOUR RIGHTS.
(2) For any and all controversies, disputes, demands, claims, or causes of action between you and us (including the interpretation and scope of this Section and the arbitrability of the controversy, dispute, demand, claim, or cause of action) relating to any of the WAX Products or these Terms (as well as any related or prior agreement that you may have had with us), you and we agree to resolve any such controversy, dispute, demand, claim, or cause of action exclusively through binding and confidential arbitration. To seek arbitration, you must first send to us, by certified mail, a written Notice of Dispute (“Notice”). The Notice to EPH should be sent to 236 BritCay House Eastern Avenue, George Town, Grand Cayman, Cayman Islands (“Notice Address”). The Notice must (i) describe the nature and basis of the claim or dispute and (ii) set forth the specific relief sought.
(3) If EPH and you do not resolve the claim within sixty (60) calendar days after the Notice is received, you or EPH may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by EPH or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or EPH is entitled. As used in this Section, “we” and “us” mean Exposition Park Holdings. In addition, “we” and “us” include any third party providing any product, service, or benefit in connection with any of the WAX Products or these Terms (as well as any related or prior agreement that you may have had with us) if such third party is named as a co-party with us in any controversy, dispute, demand, claim, or cause of action subject to this Section.
(4) The seat of the arbitration is the Cayman Islands. The venue of the arbitration will be the Cayman Islands. The language of the arbitration will be English. The arbitration will be conducted before one commercial arbitrator from the American Arbitration Association (“AAA”) with substantial experience in resolving commercial contract disputes. As modified by these Terms, and unless otherwise agreed upon by the parties in writing, the arbitration will be governed by the AAA’s Commercial Arbitration Rules and, if the arbitrator deems them to be applicable, the Supplementary Procedures for Consumer Related Disputes (collectively, the “Rules and Procedures”). Where no claims or counterclaims exceed $10,000, the dispute will be resolved by the submission of documents without a hearing, unless a hearing is requested by a party or deemed to be necessary by the arbitrator, in which case, a party may elect to participate telephonically.
(5) You should review this provision carefully. To the extent permitted by applicable law, you are GIVING UP YOUR RIGHT TO GO TO COURT to assert or defend your rights EXCEPT for matters that you file in small claims court in the state or municipality of your residence within the jurisdictional limits of the small claims court and as long as such matter is pending only in that court. Additionally, notwithstanding this agreement to arbitrate, claims of defamation, and infringement or misappropriation of the other party’s patent, copyright, trademark, trade secret or other intellectual property rights shall not be subject to this arbitration agreement. Such claims shall be exclusively brought in a court located in the Cayman Islands. Additionally, notwithstanding this agreement to arbitrate, you or us may seek emergency equitable relief before a court located in the Cayman Islands in order to maintain the status quo pending arbitration and you agree to submit to the exclusive personal jurisdiction of the courts located within the Cayman Islands for such purpose. A request for interim measures shall not be deemed to be a waiver of the right to arbitrate.
(6) Except as stated in paragraph (5) immediately preceding, your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury. You are entitled to a FAIR HEARING, BUT the arbitration procedures may be SIMPLER AND MORE LIMITED THAN RULES APPLICABLE IN COURT. Arbitrators’ decisions are as enforceable as any court order and are subject to VERY LIMITED REVIEW BY A COURT.
(7) You and we must abide by the following rules: (A) ANY CLAIMS BROUGHT BY YOU OR US MUST BE BROUGHT IN THE PARTY’S INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING; (B) THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS, MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING, AND MAY NOT AWARD CLASS-WIDE RELIEF; (c) we reserve the right, in our sole and exclusive discretion, to assume responsibility for any or all of the costs of the arbitration; (d) the arbitrator will honor claims of privilege and privacy recognized at law; (e) the arbitration will be confidential, and neither you nor we may disclose the existence, content, or results of any arbitration, except as may be required by applicable law or for purposes of enforcement of the arbitration award; (f) subject to the limitation of liability provisions of these Terms, the arbitrator may award any individual relief or individual remedies that are expressly permitted by applicable law; and (g) you and we will pay our respective attorneys’ fees and expenses, unless there is a statutory provision that requires the prevailing party to be paid its fees and litigation expenses and the arbitrator awards such attorneys’ fees and expenses to the prevailing party, and, in such instance, the fees and costs awarded will be determined by the applicable law.
Payment of all filing, administration, and arbitrator fees (collectively, the “Arbitration Fees”) will be governed by the AAA Rules, unless otherwise provided in this Arbitration Agreement. Any payment of attorneys’ fees will be governed by the AAA Rules.
(8) All aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator, will be strictly confidential for the benefit of you and EPH.
(9) This Section (Dispute Resolution by Binding Arbitration; Jury Trial Waiver; Class Action Waiver) will survive termination of your account and these Terms as well as any voluntary payment of any debt in full by you or any bankruptcy by you or us. With the exception of subparts (A) and (B) of paragraph (7) of this Section (prohibiting arbitration on a class or collective basis), if any part of this arbitration provision is deemed to be invalid, unenforceable, or illegal, or otherwise conflicts with the Rules and Procedures, then the balance of this arbitration provision will remain in effect and will be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting part was not contained herein. If, however, either subpart (A) or (B) of paragraph (7) of this Section is found to be invalid, unenforceable, or illegal, then the entirety of this arbitration provision will be null and void, and neither you nor we will be entitled to arbitration. If for any reason a claim proceeds in court rather than in arbitration, the dispute shall be exclusively brought in a court located in the Cayman Islands.
For more information on the AAA, the Rules and Procedures, or the process for filing an arbitration claim, you may call the AAA at 888-778-7879 or visit the AAA website at http://www.adr.org.
YOU AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS MUST BE FILED WITHIN ONE (1) YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION AROSE OR IT WILL BE FOREVER BARRED.
You agree that you are solely responsible for your interactions with any other user in connection with any of the WAX Products and EPH will have no liability or responsibility with respect thereto. Subject to the Constitution, we reserve the right, but has no obligation, to become involved in any way with disputes between you and any other user of WAX Cloud Wallet or any WAX Product.
These Terms will be governed by the laws, restrictions, regulations and rules of the Cayman Islands without regard to its conflict of law provisions. With respect to any disputes or claims that do not fall within the agreement to arbitrate, set out above, you and EPH agree to submit to the personal and exclusive jurisdiction of the Cayman Islands. The failure of EPH to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision. If any provision of these Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of these Terms remain in full force and effect. A printed version of these Terms and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to these Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. You may not assign these Terms without the prior written consent of EPH, but EPH may assign or transfer these Terms, in whole or in part, without restriction. The section titles in these Terms are for convenience only and have no legal or contractual effect. Notices to you may be made via either email or regular mail or other electronic service (as described in Communication Services above).
You agree that no joint venture, partnership, employment, or agency relationship exists between you and EPH as a result of these Terms or your use of any of the WAX Products. EPH’s performance of these Terms is subject to existing laws and legal process, and nothing contained in these Terms is in derogation of EPH’s right to comply with governmental, court and law enforcement requests or requirements relating to your use of any of the WAX Products or information provided to or gathered by EPH with respect to such use.
Unless otherwise specified herein, these Terms constitute the entire agreement between the user and EPH with respect to the WAX Products and these Terms supersede all prior or contemporaneous communications and proposals, whether electronic, oral or written, between the user and EPH with respect to the WAX Products, except for any Terms of Token Sale into which you have entered with EPH. A printed version of these Terms and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. It is the express wish to the parties that these Terms and all related documents be written in English.
EPH welcomes your questions or comments regarding the Constitution and these Terms via email to [email protected].