THE MINTY FRESH APP (THE “APPLICATION”) FACILITATES YOUR MINTING OF NON-FUNGIBLE TOKENS (“NFTS”) ON THE SOLANA BLOCKCHAIN USING YOUR MOBILE DEVICE. YOUR USE OF THE APPLICATION IS ENTIRELY AT YOUR OWN RISK. THE APPLICATION IS AVAILABLE ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
NFTS ARE INTANGIBLE DIGITAL ASSETS THAT EXIST ONLY BY VIRTUE OF THE OWNERSHIP RECORD MAINTAINED ON THE BLOCKCHAIN. YOU ASSUME ALL RISKS ASSOCIATED WITH USING THE APPLICATION, DIGITAL ASSETS AND DECENTRALIZED SYSTEMS GENERALLY. YOU AGREE THAT YOU WILL HAVE NO RECOURSE AGAINST ANYONE ELSE FOR ANY LOSSES DUE TO THE USE OF THE APPLICATION, FOR EXAMPLE, LOSSES ARISING FROM OR RELATING TO: (I) LOST NFTS; (II) SERVER FAILURE OR DATA LOSS; (III) CORRUPTED DIGITAL WALLET FILES; (IV) UNAUTHORIZED ACCESS; (V) ERRORS, MISTAKES, OR INACCURACIES; OR (VI) THIRD-PARTY ACTIVITIES.
YOUR INTERACTION WITH THE APPLICATION WILL SOLELY BE THROUGH YOUR PUBLIC DIGITAL WALLET ADDRESS. ANY PERSONAL OR OTHER DATA THAT YOU MAY MAKE AVAILABLE IN CONNECTION WITH THE APPLICATION MAY NOT BE PRIVATE OR SECURE.
MINTY FRESH END USER LICENSE AGREEMENT
This Mobile Application End User License Agreement ("Agreement") is a binding agreement between you ("End User" or "you") and Solana Mobile Inc. (“Solana Mobile”, the "Company" or “us”). This Agreement governs your use of the Minty Fresh application, (including all related documentation, the "Application"). The Application is licensed, not sold, to you.
BY DOWNLOADING, INSTALLING AND/OR USING THE APPLICATION, YOU (A) ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THIS AGREEMENT; (B) REPRESENT THAT YOU ARE 18 YEARS OF AGE OR OLDER/OF LEGAL AGE TO ENTER INTO A BINDING AGREEMENT; AND (C) ACCEPT THIS AGREEMENT AND AGREE THAT YOU ARE LEGALLY BOUND BY ITS TERMS. We may amend or modify this Agreement at any time and from time to time. When we modify this Agreement, we will update the “Last Updated” date on this Agreement. You are solely responsible for regularly reviewing this Agreement and any updates hereto. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT DOWNLOAD, INSTALL OR USE THE APPLICATION, AS APPLICABLE, AND, IF APPLICABLE, DELETE IT FROM YOUR MOBILE DEVICE.
PLEASE NOTE: SECTION 17 ("ARBITRATION/DISPUTE RESOLUTION") OF THIS AGREEMENT CONTAINS AN ARBITRATION CLAUSE THAT REQUIRES DISPUTES TO BE ARBITRATED ON AN INDIVIDUAL BASIS AND PROHIBITS CLASS ACTION CLAIMS. IT AFFECTS HOW DISPUTES BETWEEN YOU AND SOLANA MOBILE ARE RESOLVED. BY ACCEPTING THIS AGREEMENT, YOU AGREE TO BE BOUND BY THIS ARBITRATION PROVISION. PLEASE READ IT CAREFULLY.
License Grant. Subject to the terms of this Agreement, Company grants you a limited, non-exclusive, and nontransferable license to download, install, and use the Application for your personal, non-commercial use on a single mobile device owned or otherwise controlled by you ("Mobile Device") strictly in accordance with the Application's documentation.
License Restrictions. You shall not:
copy the Application, except as expressly permitted by this license;
modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of the Application;
reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the Application or any part thereof;
remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from the Application, including any copy thereof;
rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available the Application, or any features or functionality of the Application, to any third party for any reason, including by making the Application available on a network where it is capable of being accessed by more than one device at any time;
remove, disable, circumvent, or otherwise create or implement any workaround to any copy protection, rights management, or security features in or protecting the Application;
use the Application for any purpose other than its intended purpose; or
use the Application for any illegal, illicit or prohibited purposes or as a means to infringe any third party rights.* *
If you breach these license restrictions, or otherwise exceed the scope of the licenses granted in this Agreement, then you may be subject to prosecution and damages, as well as liability for infringement of intellectual property rights, and denial of access to the Application.
WITHOUT LIMITING ANY OTHER PROVISION OF THIS AGREEMENT, WE RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION AND WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND USE OF THE APPLICATION (INCLUDING BLOCKING CERTAIN IP ADDRESSES), TO ANY PERSON FOR ANY REASON OR FOR NO REASON, INCLUDING WITHOUT LIMITATION FOR BREACH OR ALLEGED BREACH OF ANY REPRESENTATION, WARRANTY, OR COVENANT CONTAINED IN THIS AGREEMENT OR OF ANY APPLICABLE LAW OR REGULATION. WE MAY TERMINATE YOUR USE OF THE APPLICATION AT ANY TIME, WITHOUT WARNING, IN OUR SOLE DISCRETION.
If we terminate or suspend your access to the Application for any reason, you are prohibited from attempting to access the Application under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your access, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress.
Reservation of Rights. You acknowledge and agree that the Application is provided under license, and not sold, to you. You do not acquire any ownership interest in the Application under this Agreement, or any other rights thereto other than to use the Application in accordance with the license granted, and subject to all terms, conditions, and restrictions, under this Agreement. Company reserves and shall retain its entire right, title, and interest in and to the Application, including all copyrights, trademarks, and other intellectual property rights therein or relating thereto, except as expressly granted to you in this Agreement.
Collection and Use of Your Information. You acknowledge that when you download, install, or use the Application, Company may use automatic means (including, for example, cookies and web beacons) to collect information about your Mobile Device and about your use of the Application. You also may be required to provide certain information about yourself as a condition to downloading, installing, or using the Application or certain of its features or functionality, and the Application may provide you with opportunities to share information about yourself with others. All information we collect through or in connection with this Application is subject to our Privacy Policy www.solanamobile.com/minty-fresh-privacy-policy . By downloading, installing, using, and providing information to or through this Application, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.
Electronic Wallet Terms.
You will need to connect a third-party supported electronic wallet (“Wallet”) to use the Application. By connecting your Wallet to access the Application, you authorize us to access your Wallet for the purpose of permitting you to use the Application. You are responsible for any activity concerning your Wallet. By using your Wallet in connection with the Application, you agree that you are using that Wallet under the terms and conditions of the provider of the Wallet. Wallets are not operated by, maintained by, or affiliated with the Company and we do not have custody or control over the contents of your Wallet and have no ability to retrieve, remove or transfer its contents.
We accept no responsibility for, or liability to you, in connection with your Wallet and make no representations or warranties regarding how the Application will operate with any specific wallet. You are solely responsible for keeping your Wallet secure and you should never share your Wallet credentials with anyone. If you discover an issue related to your Wallet, please contact your Wallet provider. You agree to immediately notify us if you discover or otherwise suspect any security issues related to the Application.
When you use your Wallet with the Application, you represent to us that your Wallet is owned or controlled exclusively and directly by you and no other person.
Use of Blockchain Technology. When you use your NFT Content (as defined below) to mint an NFT through the Application, a link to the resulting NFT is recorded on the Solana blockchain, which is a public, decentralized protocol (the “Network”). The Company does not control the Network and cannot control activity and data on the Network, or use of the Network or access to the NFT Content via the Network. The Company does not undertake any obligations with respect to the Network. We do not control the actions of third parties who may have access to your NFT Content via the Network. Therefore, we cannot and do not guarantee that your NFT Content will not be viewed by unauthorized persons or used by third parties in unauthorized ways. YOUR USE OF THE NETWORK IS COMPLETELY AT YOUR OWN RISK.
NFT Content
NFT Content. As between you and us, you will continue to exclusively own all intellectual and property rights, title and interest in and to the digital images represented in the NFTs and any name, likeness, image, signature, voice and other identifiable characteristics included in the digital images represented in the NFTs, creative assets uploaded to the Application, and your name, logos and trademarks, and all intellectual property rights in the foregoing (collectively, the “NFT Content”). Notwithstanding the foregoing, you grant to Company a perpetual, irrevocable, worldwide, non-exclusive, royalty-free, fully paid-up, license, with right to sublicense, to use the NFT Content uploaded on the Service for the purpose of performing our obligations under this Agreement, including facilitating the minting and deployment of NFTs, and marketing and promoting the Service.
NFT Content Obligations. You must obtain all rights to the NFT Content in connection with your use of the Application and any and all NFT Content and NFTs, including, without limitation, any rights required to be obtained in connection with the recording on a public blockchain of a link to the NFT, which may include, but are not limited to, consent to such use of any individual whose name, likeness, image, signature, voice or other identifiable characteristics are part of the NFT Content, any music or other performance rights and payment of royalties to any individuals or performing rights organizations. You represent and warrant that (a) you have the full right, power, and authority to grant rights granted or agreed to be granted under this Agreement; and (b) the NFT Content, the NFTs, the recording of a link to the NFTs on a public blockchain and your use of the NFTs complies with all, and does not and will not violate any applicable law, statute, rule or regulation.
Permissions to Your NFT Content. By making any NFT Content available to the Application, you hereby grant to Company a non-exclusive, transferable, worldwide, royalty-free license, with the right to sublicense, to use, copy, modify, create derivative works based upon, distribute, publicly display, and publicly perform your NFT Content in connection with operating the Application.
Responsibility for NFT Content. You are solely responsible for all of your NFT Content. You represent and warrant that you have all rights that are necessary to grant us the license rights in the NFT Content under this Agreement. You represent and warrant that neither your NFT Content, nor any use of your NFT Content by the Application, will infringe, misappropriate or violate a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation. YOU ARE SOLELY RESPONSIBLE FOR ENSURING, AND YOU HEREBY AGREE, THAT YOUR NFT CONTENT, AND THE POSTING OR OTHER USE OF YOUR NFT CONTENT AS CONTEMPLATED BY THIS AGREEMENT, DOES NOT AND WILL NOT VIOLATE ANY STATE OR FEDERAL LAW OR REGULATION, INLCUDING, WITHOUT LIMITATION, ANY COPYRIGHT LAWS AND ANY SECURITIES LAWS. WE DO NOT ASSUME ANY LIABILITY THAT MAY ARISE BASED ON ANY SUCH VIOLATIONS.
Disclaimer. WE ARE UNDER NO OBLIGATION TO USE, EDIT OR CONTROL NFT CONTENT THAT YOU OR ANY OTHER USER OF THE APPLICATION (“USER”) USES IN CONNECTION WITH THE APPLICATION AND WILL NOT BE IN ANY WAY RESPONSIBLE OR LIABLE FOR NFT CONTENT. WE DO NOT GUARANTEE THAT ANY NFT CONTENT IS ACCURATE, TRUTHFUL OR APPROPRIATE FOR ITS STATED PURPOSE. WE MAY, HOWEVER, AT ANY TIME AND WITHOUT PRIOR NOTICE, SCREEN OR BLOCK ANY NFT CONTENT FROM BEING USED WITH THE APPLICATION THAT IN OUR SOLE JUDGMENT VIOLATES THIS AGREEMENT OR IS OTHERWISE OBJECTIONABLE, SUCH AS, WITHOUT LIMITATION, NFT CONTENT THAT WE DETERMINE IS OR COULD BE INTERPRETED TO BE ABUSIVE, BIGOTED, DANGEROUS, DEFAMATORY, FALSE, HARASSING, HARMFUL, INFRINGING, MISLEADING, OBSCENE, OFFENSIVE, PORNOGRAPHIC, RACIST, THREATENING, UNLAWFUL, VIOLENT, VULGAR, OR OTHERWISE INAPPROPRIATE.
Waiver. YOU AGREE TO WAIVE, AND DO WAIVE, ANY LEGAL OR EQUITABLE RIGHT OR REMEDY YOU HAVE OR MAY HAVE AGAINST US WITH RESPECT TO NFT CONTENT AND THE NFTS. YOU AGREE THAT YOUR ADHERENCE TO OR PARTICIPATION IN ANY ACTION, ACTIVITY, COMMAND, GUIDANCE, OR INSTRUCTION IN CONNECTION WITH NFT CONTENT AND THE NFTS IS DONE SO AT YOUR OWN RISK AND THAT YOU ARE SOLELY RESPONSIBLE FOR TAKING ALL NECESSARY AND PRUDENT ACTIONS BEFORE ENGAGING IN ANY ACTIVITY THAT HAS A RISK OF HARM, INJURY OR DAMAGE TO ANY PERSON, ANIMAL, OR PROPERTY. YOU FURTHER AGREE THAT YOU WILL HAVE NO RIGHT TO ENFORCE A CLAIM FOR A BREACH OF THIS AGREEMENT AGAINST US FOR ANY THIRD PARTY’S USE OF YOUR NFT CONTENT IN VIOLATION OF THIS AGREEMENT. IF A THIRD PARTY VIOLATES ANY RIGHTS YOU HAVE IN YOUR NFT CONTENT, YOU AGREE TO SEEK RELIEF FROM SUCH THIRD PARTYAND NOT THE COMPANY. WE EXPRESSLY DISCLAIM ANY AND ALL LIABILITY IN CONNECTION WITH NFT CONTENT AND THE NFTS.
The Company does not control and does not have any obligation to monitor: (a) NFT Content; (b) any content made available by third parties; or (c) the use of the Application by its Users. You acknowledge and agree that the Company reserves the right to, and may from time to time, monitor any and all information transmitted or received through the Application for operational and other purposes. If at any time the Company chooses to monitor the NFT Content, the Company still assumes no responsibility or liability for NFT Content or any loss or damage incurred as a result of the use of NFT Content. During monitoring, information may be examined, recorded, copied, and used in accordance with our Privacy Policy. The Company reserves the right to refuse to permit the use of any NFT Content in connection with the Application in its sole discretion, without notice, and with no further obligation or liability to any User.
Feedback. You have no obligation to provide the Company with ideas, comments, information, concepts, reviews, know-how, techniques, suggestions, documentation, proposals, and/or any other material (“Feedback”). However, if you submit Feedback to us, while you retain ownership of such Feedback, you hereby grant us a worldwide, nonexclusive, royalty-free, perpetual, irrevocable, transferable, unlimited license to use and otherwise exploit your Feedback for any purpose. Further, by submitting Feedback, you represent and warrant that: (a) your Feedback does not contain confidential or proprietary information that belongs to any third parties; (b) we are not under any obligation of confidentiality, express or implied, with respect to the Feedback; (c) you understand that we may have something similar to the Feedback already under consideration or in development; and (d) you are not entitled to any compensation or reimbursement of any kind from us for the Feedback or our usage thereof.
Updates. Company may from time to time in its sole discretion develop and provide Application updates, which may include upgrades, bug fixes, patches, other error corrections, and/or new features (collectively, including related documentation, "Updates"). Updates may also modify or delete in their entirety certain features and functionality. You agree that Company has no obligation to provide any Updates or to continue to provide or enable any particular features or functionality. Based on your Mobile Device settings, when your Mobile Device is connected to the internet either:
the Application will automatically download and install all available Updates; or
you may receive notice of or be prompted to download and install available Updates.
You shall promptly download and install all Updates and acknowledge and agree that the Application or portions thereof may not properly operate should you fail to do so. You further agree that all Updates will be deemed part of the Application and be subject to all terms and conditions of this Agreement.
Third-Party Matters. To use the Application, you need to provide information, such as wallet addresses and NFT Content, to third parties. In addition, third party activities (“Third Party Activities”) are accessible via the Application, including transactions on the Network. Further, the Application may display, include, or make available third-party content (including data, information, applications, and other products, services, and/or materials) or provide links to third-party websites or services("Third-Party Materials"). You acknowledge and agree that Company is not responsible for information you provide to any third-party by using the Application, any Third-Party Activities or any Third-Party Materials (collectively, “Third-Party Matters”), including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. Company does not assume and will not have any liability or responsibility to you or any other person or entity for any Third-Party Matters. All Third Party Matters are entirely at your own risk and subject to such third parties' terms and conditions.
Term and Termination.
The term of Agreement commences when you download or install the Application and will continue in effect until terminated by you or Company as set forth in this 11.
You may terminate this Agreement by deleting the Application and all copies thereof from your Mobile Device.
Company may terminate this Agreement at any time without notice if it ceases to support the Application, which Company may do in its sole discretion. In addition, this Agreement will terminate immediately and automatically without any notice if you violate any of the terms and conditions of this Agreement.
Upon termination:
all rights granted to you under this Agreement will also terminate; and
you must cease all use of the Application and delete all copies of the Application from your Mobile Device and account.
Termination will not limit any of Company's rights or remedies at law or in equity. Sections 2-8, 10, this Section and 12-20 survive termination of this Agreement.
Disclaimer of Warranties. THE APPLICATION IS PROVIDED TO END USER "AS IS" AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, COMPANY, ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES AND ITS AND THEIR RESPECTIVE LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE APPLICATION, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE, OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, COMPANY PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND THAT THE APPLICATION WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE, OR WORK WITH ANY OTHER SOFTWARE, APPLICATIONS, SYSTEMS, OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS, OR BE ERROR-FREE, OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES OR THE LIMITATIONS ON THE APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.
Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL COMPANY OR ITS AFFILIATES, OR ANY OF ITS OR THEIR RESPECTIVE LICENSORS OR SERVICE PROVIDERS, HAVE ANY LIABILITY ARISING FROM OR RELATED TO YOUR USE OF OR INABILITY TO USE THE APPLICATION OR THE CONTENT AND SERVICES FOR:
PERSONAL INJURY, PROPERTY DAMAGE, LOST PROFITS, COST OF SUBSTITUTE GOODS OR SERVICES, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, COMPUTER FAILURE OR MALFUNCTION, OR ANY OTHER CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, OR PUNITIVE DAMAGES.
DIRECT DAMAGES IN AMOUNTS THAT IN THE AGGREGATE EXCEED THE AMOUNT ACTUALLY PAID BY YOU FOR THE APPLICATION.
THE FOREGOING LIMITATIONS WILL APPLY WHETHER SUCH DAMAGES ARISE OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE OR COMPANY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY SO SOME OR ALL OF THE ABOVE LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU.
Indemnification. You agree to indemnify, defend, and hold harmless Company and its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including attorneys' fees, arising from or relating to your use or misuse of the Application or your breach of this Agreement, including but not limited to your use of the NFT Content.
Export Regulation. The Application may be subject to US export control laws, including the Export Control Reform Act and its associated regulations. You shall not, directly or indirectly, export, re-export, or release the Application to, or make the Application accessible from, any jurisdiction or country to which export, re-export, or release is prohibited by law, rule, or regulation. You shall comply with all applicable federal laws, regulations, and rules, and complete all required undertakings (including obtaining any necessary export license or other governmental approval), prior to exporting, re-exporting, releasing, or otherwise making the Application available outside the US.
Severability. If any provision of this Agreement is illegal or unenforceable under applicable law, the remainder of the provision will be amended to achieve as closely as possible the effect of the original term and all other provisions of this Agreement will continue in full force and effect.
Arbitration/Dispute Resolution. **Please read the following section carefully because it requires you to arbitrate certain disputes and claims with the Company and limits the manner in which you can seek relief from us, unless you opt out of arbitration by following the instructions set forth below. No class or representative actions or arbitrations are allowed under this arbitration provision. **In addition, arbitration precludes you from suing in court or having a jury trial. **
No Representative Actions. You and the Company agree that any dispute arising out of or related to this Agreement or the Application is personal to you and the Company and that any dispute will be resolved solely through individual action, and will not be brought as a class arbitration, class action or any other type of representative proceeding.
Arbitration of Disputes. You and the Company waive your rights to a jury trial and to have any other dispute arising out of or related to this Agreement and the Application, including claims related to privacy and data security, (collectively, “Disputes”) resolved in court. Instead, for any Dispute that you have against the Company you agree to first contact the Company and attempt to resolve the claim informally by sending a written notice of your claim ("Notice") to the Company by email at legal@solanamobile.com or by certified mail addressed to 530 Divisadero St. PMB 722 San Francisco, CA 94117. The Notice must (a) include your name, residence address, email address, and telephone number; (b) describe the nature and basis of the Dispute; and (c) set forth the specific relief sought. Our notice to you will be similar in form to that described above. If you and the Company cannot reach an agreement to resolve the Dispute within thirty (30) days after such Notice is received, then either party may submit the Dispute to binding arbitration administered by JAMS or, under the limited circumstances set forth above, in court. All Disputes submitted to JAMS will be resolved through confidential, binding arbitration before one arbitrator. Arbitration proceedings will be held in the State of California. You and the Company agree that Disputes will be held in accordance with the JAMS Streamlined Arbitration Rules and Procedures ("JAMS Rules"). The most recent version of the JAMS Rules are available on the JAMS website and are hereby incorporated by reference. You either acknowledge and agree that you have read and understand the JAMS Rules or waive your opportunity to read the JAMS Rules and waive any claim that the JAMS Rules are unfair or should not apply for any reason.
You and the Company agree that this Agreement affects interstate commerce and that the enforceability of this Section will be substantively and procedurally governed by the Federal Arbitration Act, 9 U.S.C. § 1, et seq. (the "FAA"), to the maximum extent permitted by applicable law. As limited by the FAA, this Agreement and the JAMS Rules, the arbitrator will have exclusive authority to make all procedural and substantive decisions regarding any Dispute and to grant any remedy that would otherwise be available in court, including the power to determine the question of arbitrability. The arbitrator may conduct only an individual arbitration and may not consolidate more than one individual's claims, preside over any type of class or representative proceeding or preside over any proceeding involving more than one individual.
The arbitration will allow for the discovery or exchange of non-privileged information relevant to the Dispute. The arbitrator, the Company, and you will maintain the confidentiality of any arbitration proceedings, judgments and awards, including information gathered, prepared and presented for purposes of the arbitration or related to the Dispute(s) therein. The arbitrator will have the authority to make appropriate rulings to safeguard confidentiality, unless the law provides to the contrary. The duty of confidentiality does not apply to the extent that disclosure is necessary to prepare for or conduct the arbitration hearing on the merits, in connection with a court application for a preliminary remedy or in connection with a judicial challenge to an arbitration award or its enforcement, or to the extent that disclosure is otherwise required by law or judicial decision.
You and the Company agree that for any arbitration you initiate, you will pay the filing fee (up to a maximum of $250 if you are a consumer), and the Company will pay the remaining JAMS fees and costs. For any arbitration initiated by the Company the Company will pay all JAMS fees and costs.
Any Dispute must be filed within one year after the relevant claim arose; otherwise, the Dispute is permanently barred, which means that you and the Company will not have the right to assert the claim.
You have the right to opt out of binding arbitration within 30 days of the date you first accepted the terms of this Section by mailing an opt-out notice to the Company at 530 Divisadero St. PMB 722 San Francisco, CA 94117. In order to be effective, the opt-out notice must include your full name and address and clearly indicate your intent to opt out of binding arbitration. By opting out of binding arbitration, you are agreeing to resolve Disputes in accordance with the governing law and venue terms of this Agreement.
If any portion of this Section is found to be unenforceable or unlawful for any reason, (i) the unenforceable or unlawful provision shall be severed from this Agreement; (ii) severance of the unenforceable or unlawful provision shall have no impact whatsoever on the remainder of this Section or the parties' ability to compel arbitration of any remaining claims on an individual basis pursuant to this Section; and (iii) to the extent that any claims must therefore proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction and not in arbitration, and the parties agree that litigation of those claims shall be stayed pending the outcome of any individual claims in arbitration. Further, if any part of this Section is found to prohibit an individual claim seeking public injunctive relief, that provision will have no effect to the extent such relief is allowed to be sought out of arbitration, and the remainder of this Section will be enforceable.
Governing Law and Venue. Any dispute arising from this Agreement and your use of the Application will be governed by and construed and enforced in accordance with the laws of the State of California. Any dispute between the parties that is not subject to arbitration and any appeal or enforcement of the arbitration award will be resolved in the federal or state courts of the State of California.
Entire Agreement. This Agreement and our Privacy Policy, and the Solana dApp Store User Agreement and Privacy Policy, constitute the entire agreement between you and Company with respect to the Application and supersede all prior or contemporaneous understandings and agreements, whether written or oral, with respect to the Application.
Waiver. No failure to exercise, and no delay in exercising, on the part of either party, any right or any power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or power hereunder preclude further exercise of that or any other right hereunder. In the event of a conflict between this Agreement and any applicable purchase or other terms, the terms of this Agreement shall govern.