Terms of Use

Last Modified: January 1, 2024
These Terms of Use are entered into by and between you, an individual, organization or commercial entity (“you” or “your”) and Audit Peers, Inc., d/b/a Hyacinth (“Company“, “we“ or “us“). The following terms of use, together with the Privacy Policy, and any other documents expressly incorporated by reference (collectively, these “Terms“), govern your access to and use of hyacinthaudits.xyz (the “Peer to Peer Audit Connection Platform,“ “Platform,” or the “Site”), including any content, functionality, materials, and services offered on, through or in connection with or through the Peer to Peer Audit Connection Platform, whether as a guest or a registered user.
THESE TERMS GOVERN YOUR USE OF THIS SITE. BY ACCESSING AND USING THIS SITE, YOU AGREE TO COMPLY WITH THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, YOU MAY NOT ACCESS THIS SITE OR ANY OF THE INFORMATION OR CONTENT CONTAINED HEREIN. WE RESERVE THE RIGHT TO UPDATE THESE TERMS AT ANY TIME BY POSTING AN UPDATED COPY OF THESE TERMS TO THIS SITE AND YOU WAIVE THE RIGHT TO NOTICE OF ANY SPECIFIC CHANGES. BY CONTINUING TO ACCESS AND USE THE SITE AFTER THE POSTING OF UPDATED TERMS, YOU AGREE TO THE UPDATED TERMS.
This Site is offered only to authorized users who are 18 years of age or older. You may not access or use this Site from outside the United States of America or in any manner that could subject the Company to applicable Export Control Laws and Regulations (as defined herein), and equivalent international laws. You also may not access or use this Site (1) if you are located in a country that is subject to U.S. Government sanctions and/or embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; or (2) if you are listed on any U.S. Government list of prohibited or restricted parties (“Prohibited Party List” (as defined herin). By using this Site, you represent and warrant that you meet the eligibility requirements to use this Site and that you accept these Terms.
1. Peer to Peer Audit Connection Platform
The Platform is a marketplace where software developers (a “Developer”) and software auditors (“Auditor”) may anonymously connect for the purpose of procuring and providing peer to peer software auditing services. A Developer deploys their software code (“Code”) with a modifier which allows the Code to be picked up by the Site. The compensation amount to be paid (the “Bounty”) by the Developer to the Auditor(s) for the performance of the software auditing services is added to the Code. The Code and the audit reports shall be posted on the Platform which shall be set forth on the blockchain and which shall become immutable upon posting. The audit reports shall be available on the Site to anyone who has an Auditor or Developer NFT.
Company reserves the right to withdraw or amend the Platform, and any service or material provided on the Platform, in its sole discretion without prior notice. We will not be liable if for any reason all or any part of the Platform is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Platform, or to the entire Platform, at our discretion.
The Developer
By posting Code to the Platform, the Developer represents and warrants that it is the sole owner of, or that it has all necessary right, title, and licenses in the Code, to post the Code to the Platform without infringing the rights of any third party. Developer grants to Company the right to publish the Code to the Platform for the sole and limited purpose of receiving the auditing services. As between Company, the Auditor and the Developer, the Company and the Auditor acknowledge and agree that the Developer shall at all times remain the sole and exclusive owner of all intellectual property right in and to the Code. The Developer further represents and warrants that the Code is not associated with HIGH RISK USES or requiring fail-safe performance, including stock trading, financial transaction processing, operation of nuclear facilities, aircraft navigation or communication systems, air traffic control, direct life support machines, weapons systems, military end-use, or other management or operation of hazardous facilities or applications for which failure could result in death, personal injury, or severe physical, property, or environmental damage. The Developer further represents and warrants that the Code is not controlled under any Export Control Laws and Regulations, nor is it intended for any malign or malicious purposes. The Developer further represents and warrants that it is not a Prohibited Party. In addition to all other rights and remedies available to Company at law or in equity, Company shall have the right to immediately terminate Developer’s access to the Site without liability to the Developer or any Auditor if Developer is found to be in violation of the foregoing representations and warranties.
The Developer shall set the amount of the Bounty to be paid by the Developer to the Auditor(s) for the auditing services in its sole and absolute discretion. Using the functionality of the Site, the Developer shall specify the required competency Level of the Auditor, and/or the approved Auditor(s) to perform the audit review. As used herein, a “Level” is a rating assigned by the Platform to an Auditor based on the number and complexity of software audits performed by the Auditor and based on the positive or negative feedback (e.g., thumbs up or thumbs down) provided by Developers through the Platform for Auditors they have engaged. Apart from selecting the required Level and/or Auditors, the Developer acknowledges and agrees that it shall not otherwise have the right to accept or reject the auditing services performed by an Auditor, or to withhold or to recover any Bounty once paid by the Developer.
THE SITE IS A CONNECTION PLATFORM ONLY. COMPANY DOES NOT PARTICIPATE IN THE AUDITING PROCESS WHATSOEVER. COMPANY DOES NOT ENDORSE, RECOMMEND, OR MONITOR THE PERFORMANCE OF ANY AUDIT OR AUDITOR. COMPANY DOES NOT GUARANTEE THE UTILITY OR USEFULNLESS OF ANY AUDIT. BY USING THE PLATFORM, DEVELOPER ASSUMES THE SOLE RISK WITH: (A) THE NEGLIGENT OR IMPROPER PERFORMANCE OF THE AUDITING SERVICES; AND (B) THE DISPLAY OF THE CODE THROUGH THE PLATFORM, INCLUDING ANY INFRINGEMENT OR MISUSE OF THE CODE BY THE AUDITOR OR ANY OTHER THIRD PARTY.
The Auditor
By registering to serve as an Auditor, each Auditor represents and warrants to Company that the information provided by the Auditor in the Platform is true and correct, that the Auditor is not a Prohibited Party, and that the Auditor holds all licenses, certifications, and qualifications represented by Auditor in its user profile. Auditor agrees to perform all software auditing services to the best of its abilities and in accordance with all applicable laws, industry standards, and any agreed upon instructions from the Developer. Auditor agrees that it will access and use the Code solely to perform the auditing services and for no other purposes, and that it will not introduce into the Code any backdoor, trapdoor, or other malicious or harmful program that could disrupt the proper operation thereof or any associated computer hardware, firmware or software. Auditor agrees that in addition to all other rights and remedies available to Company at law or in equity, Company shall have the right to immediately remove Auditor’s access to the Site without liability if Auditor breaches the foregoing representations. Finally, Auditor notes that Company is not responsible for, and shall have no liability to Auditor in connection with the failure by the Developer to pay the Bounty.
BY USING THE PLATFORM, THE AUDITOR ASSUMES THE SOLE RISK OF THE DEVELOPER NOT PAYING THE AUDITOR FOR THE PERFORMANCE OF THE AUDITING SERVICES. AUDITOR ACKNOWLEDGES THAT COMPANY IS NOT RESPONSIBLE FOR, AND DOES NOT GUARANTEE, THE PAYMENT OF ANY BOUNTY.
2. Fees Payable to Company
By accepting these Terms, the Developer agrees to pay to Company the applicable fees for its use of the Platform as set forth in this Section 2. Specifically, Company shall charge a Platform service charge equal to 25% of the Bounty amount for each completed audit (the “Platform Fee”). In addition to the Platform Fee, each Developer shall be charged a one-time, $100 non-refundable fee in whatever stablecoin is used on the blockchain it is minted upon, to mint a Developer NFT. There is no charge to Auditors for use of the Platform. The Developer must separately arrange to pay the Auditor the applicable Bounty for the audit via the escrow contract it receives with its Developer NFT. The Company is not involved in the transmittal of funds between the Developer and the Auditor.
3. Intellectual Property Rights; Trademarks.
This Site, its content (including and without limitation all text, graphics, logos, button icons, images, photographs, metadata, video clips, and audio clips and the compilation of content (“Content”)), and all software used to operate the Platform is the exclusive intellectual property of the Company or its licensors and is protected by copyright, trademark, and other laws of the United States and other countries. Nothing in these Terms shall be construed as transferring any ownership rights or granting, by implication, inference, estoppel, or otherwise, any license or other right to use the Site or any of its content, software, or other intellectual property.
This Site features logos and other trademarks and service marks that are the property of or are licensed to Company. The Site may also include trademarks or service marks of third parties. All these trademarks are the property of their respective owners, and you agree not to use or display them in any manner without the prior written permission of the applicable trademark owner.
4. User Restrictions.
You are authorized to use the Site for your personal use only so long as you do not remove any copyright or other notices that appear on any material available on the Site or in any Code published to the Site (collectively, “Site Content”). You agree that you will not otherwise copy, modify, display, sell, broadcast, transmit, or distribute any Site Content in any manner or medium, including by uploading the material or otherwise making the material available online. Your right to use the Site is subject to your strict compliance with these Terms and your right to use the Site shall automatically terminate upon any violations. These rights are non-exclusive, limited, and revocable by us at any time in our sole discretion without advance notice or liability. As your right to access and use the Site is personal to you, you may not assign nor transfer your right and any attempt to do so is void.
You agree not to use the Site in any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any antitrust or competition laws, or Export Control Laws and Regulations regarding the export of data or software to and from the United States or other countries). Additionally, you agree not to: use the Site in any manner that could disable, overburden, damage, or impair the Site or interfere with any other party's use of the Site, including their ability to engage in real time activities through the Site; use any robot, spider, or other automatic device, process, or means to access the Site for any purpose, including monitoring or copying any of the material on the Site; use any manual process to monitor or copy any of the material on the Site, or for any other purpose not expressly authorized herein, without our prior written consent; use any device, software, or routine that interferes with the proper working of the Site; introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful; attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Site, the server on which the Site is stored, or any server, computer, or database connected to the Site; attack the Site via a denial-of-service attack or a distributed denial-of-service attack; impersonate or attempt to impersonate the Company, a Company employee, another user or any other person or entity (including, without limitation, by using e-mail addresses or user names associated with any of the foregoing); engage in any other conduct that restricts or inhibits anyone's use of the Platform, or which, as determined by us in our sole discretion, may harm the Company or users of the Platform or expose them to potential liability; or otherwise attempt to interfere with the proper working of the Site.
6. Monitoring and Enforcement; Termination. We have the right to:
Take any action that we deem necessary or appropriate in our sole discretion, if we believe that any content posted by a user to the Platform violates the Terms, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Platform or the public or could create potential liability for Company. Disclose any identifying information we have about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights, their right to privacy, or other right. Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Platform. Terminate or suspend your access to all or part of the Platform in our sole discretion.
Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Platform. YOU WAIVE AND HOLD HARMLESS COMPANY AND ITS AFFILIATES, LICENSEES AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES. You may refer any inaccuracies or concerns to Company by email, at hyacinthcrypto@proton.me. However, we cannot and do not undertake to review material listings posted by other users before they are posted on the Platform and cannot ensure prompt removal of objectionable listings after they have been posted to the blockchain. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications or content provided by any user or by any third party.
7. User Contribution Standards
The Site is a connection Platform allowing users to contribute content. The following content standards apply to any and all user contributions and use of interactive services. User contributions must in their entirety comply with all federal, state, local and international laws and regulations. Without limiting the foregoing, user contributions must not:
Contain any material which is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory or otherwise objectionable. Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation or age. Infringe any patent, trademark, trade secret, copyright or other intellectual property or other rights of any other person. Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any potential civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms and our Privacy Policy. Be likely to deceive any person. Promote or facilitate any illegal activity, or advocate, promote or assist any unlawful act. Contain any material, software or technology that would be in violation of any Export Control Laws and Regulations. Impersonate any person or misrepresent your identity or affiliation with any person or organization. Involve contests, sweepstakes, sales promotions, or advertising. Give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.
Company does not generally investigate any remarks posted by users or other user contributions for accuracy or reliability and does not guarantee that user contributions are accurate. You are solely responsible for your contributions, including the accuracy thereof, and are solely responsible for any legal action that may be instituted by other users or third parties as a result of or in connection with your contributions if legally actionable or defamatory. Company is not legally responsible for any feedback or comments posted or made available on the Site by any users or third parties, even if that information is defamatory or otherwise legally actionable. In order to protect the integrity of the feedback system and protect users from abuse, Company reserves the right (but is under no obligation) to remove posted feedback or information that, in Company’s sole discretion, violates the Terms or negatively affects our marketplace, diminishes the integrity of the feedback system or otherwise is inconsistent with the business interests of Company.
8. Copyright Infringement
If you believe that any user contributions violate your copyright, please send us a notice of copyright infringement at hyacinthcrypto@proton.me. Company may terminate the user accounts of infringers without notice.
9. User Feedback
You acknowledge and agree that users may publish and request Company to publish on their behalf information on the Platform about the user, such as feedback, composite feedback, or verification of identity or credentials. However, such information is based solely on unverified data that users voluntarily submit to Company and does not constitute and will not be construed as an introduction, endorsement, or recommendation by Company; Company provides such information solely for the convenience of its users. You acknowledge and agree that user feedback benefits the marketplace, all users, and the efficiency of the Platform and you specifically request that Company post composite or compiled feedback about users, including yourself, on the Platform. You acknowledge and agree that feedback results for you, including your user rating, wherever referenced, and other user contributions highlighted by Company on the Site or otherwise (“Composite Information”), if any, will include user comments, user ratings, indicators of user satisfaction, and other feedback provided exclusively by other users. You further acknowledge and agree that Company will make Composite Information available to other users, including composite or compiled feedback. You agree not to use the Composite Information to make any credit, credit valuation, underwriting, or other similar decision about any other user.
10. Privacy Policy
All information we collect on this Company Platform is subject to our Privacy Policy. By using the Company Platform, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.
11. Third Party Content; Links
The Platform may include content provided by third parties, including materials provided by other buyers, sellers, users, bloggers and third-party licensors, syndicators, aggregators and reporting services. All statements and opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by Company, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of Company. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.
If the Platform contains links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked to this Company Platform, you do so entirely at your own risk and subject to the terms and conditions of use for those websites.
12. Compliance with Export Control Laws and Regulations
We make no claims that the Company Platform or any of its Content or materials are accessible or appropriate outside of the United States. Access to the Company Platform may not be legal by certain persons or in certain countries. If you access the Company Platform from outside the United States, you do so on your own initiative and are responsible for compliance with all local laws, as well as all relevant laws and regulations of the United States. By accessing the Company Platform, you represent and warrant that:
(a) Neither you, nor any shareholder, director, officers, or employee if you are a legal entity, will cause Company to violate applicable laws related to the import and export of goods, technology and services, economic or financial sanctions, trade embargoes, or other restrictions on trade (“Export Control Laws and Regulations”), including, but not limited to, the Arms Export Control Act (22 U.S.C. § 2778), the International Traffic in Arms Regulations (ITAR) (22 C.F.R. § 120-130), the Export Administration Act of 1979, as amended (EAA) (50 U.S.C. §§ 2401-2420), the Export Administration Regulations (EAR) (15 C.F.R. parts 730 et seq.), the Antiboycott laws under the EAA, the International Emergency Economic Powers Act, as amended, (IEEPA) (50 U.S.C. §§ 1701-1707), the Trading with the Enemy Act, as amended, (TWEA) (50 U.S.C. App. §§ 1-39 and 41-44), Executive Orders of the President regarding embargoes and restrictions on trade with designated countries and persons, and any other applicable regulations of the U.S. Department of Commerce, the U.S. Department of State, or the Office of Foreign Assets Control of the U.S. Department of Treasury, and sanctions laws and regulations of the United Kingdom (as administered and enforced by Her Majesty’s Treasury), provided that the representations and warranties contained in this are given only to the extent that they would not result in a violation of or conflict with Council Regulation (EC) No. 2271/96, as amended (or any law or regulation implementing such Regulation in any member state of the European Union or any equivalent law or regulation in the United Kingdom), the German Foreign Trade Act or any similar, applicable anti-boycott or blocking law or regulation (“Export Control Laws and Regulations”). By accessing the Company Platform, you further represent and warrant that you will adhere to and comply with all applicable Export Control Laws and Regulations and acknowledge that diversion contrary to such Export Control Laws and Regulations is prohibited.
(b) Neither you, nor any shareholder, director, officers, or employee if you are a legal entity, will cause Company to violate applicable laws related to money laundering, terrorist financing, or related financial recordkeeping and reporting requirements (“AML Laws”), including, but not limited to, the Bank Secrecy Act (31 U.S.C. §§ 5311 et seq.), Money Laundering Control Act of 1986 (18 U.S.C. §§ 1956 et seq.), USA PATRIOT Act, EU Money Laundering Directives, UK Prevention of Terrorism Act 2005, UK Serious Organized Crime and Police Act 2005, UK Money Laundering Regulations 2003, UK Proceeds of Crime Act 2002, and UK Anti-Terrorism, Crime and Security Act 2001;
Neither you, nor any shareholder, director, officers, or employee if you are a legal entity: (i) located in, resident in, or legally organized in Cuba, Iran, North Korea, Syria, or the Crimea, Donetsk, and Luhansk regions of Ukraine, or any other country currently subject to trade embargoes in violation of Export Control Laws and Regulation; (ii) is blocked, debarred, designated, excluded, sanctioned, or denied import or export privileges under applicable Export Control Laws and Regulations and/or AML Laws, including lists maintained by the Department of the Treasury’s Office of Foreign Assets Control (OFAC), the Department of Commerce’s Bureau of Industry and Security (BIS), and the Department of State’s Directorate of Defense Trade Controls (DDTC), and any other similar or analogous lists administered by the United States and in any other jurisdiction in which the Company operates (collectively “Prohibited Parties Lists”; (iii) located in, resident in or organized under the laws of a country or territory which is subject other selective or sectoral Export Control Laws and Regulations; or (iii) owned (with a 20% or greater interest) or controlled by any person or entity identified in any Prohibted Parties List; and you are not engaged in, and will not knowingly engage in, any dealings or transactions or be otherwise associated with Restricted Persons in violation of Applicable Law.
13. Disclaimer of Warranties
YOUR USE OF THE PLATFORM, THE CONTENT AVAILABLE ON THE SITE, AND ANY SERVICES OR MATERIAL OBTAINED THROUGH THE SITE IS SOLELY AT YOUR OWN RISK. THE PLATFORM, THE CONTENT AND ANY SERVICES OR MATERIAL OBTAINED THROUGH THE SITE ARE PROVIDED ON AN “AS IS“ AND “AS AVAILABLE“ BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER COMPANY, NOR ITS EMPLOYEES, AGENTS, CONTRACTORS, OFFICERS, DIRECTORS, AFFILIATES, OR THEIR SUCCESSORS AND ASSIGNS (COLLECTIVELY, THE “COMPANY REPRESENTATIVES”), MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE SITE. WITHOUT LIMITING THE FOREGOING, NEITHER COMPANY, NOR THE COMPANY REPRESENTATIVES, REPRESENT OR WARRANT THAT THE SITE, ITS CONTENT OR ANY SERVICES OR MATERIAL OBTAINED THROUGH THE SITE WILL BE ACCURATE, RELIABLE, DEFT-FREE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE SITE OR ANY SERVICES OR MATERIAL OBTAINED THROUGH THE SITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS. COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE SITE OR ANY SERVICES OR MATERIAL OBTAINED THROUGH THE PLATFORM OR TO YOUR ACCESS OR DOWNLOADING OF ANY CONTENT POSTED ON IT, OR ON ANY SITE LINKED TO IT. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE SUFFERED BY ANY USER OF THE SITE AS A RESULT OF THE POSTING OF ANY CODE TO THE SITE OR RELIANCE ON ANY CONTENT AVAILABLE ON THE SITE.
14. Limitation on Liability
IN NO EVENT WILL COMPANY OR ANY COMPANY REPRESENTATIVES BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE PLATFORM, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE SITE OR SUCH OTHER WEBSITES OR ANY SERVICES OR MATERIAL OBTAINED THROUGH THE SITE OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF CODE OR DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE. THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
TO THE EXTENT NOT PROHIBITED BY APPLICABLE LAW, OUR LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE GREATER OF THE AMOUNT OF PLATFORM FEES PAID BY YOU TO USE THE PLATFORM IN THE THREE MONTHS PRIOR TO THE EVENT GIVING RISE TO THE CLAIM AND $100. YOU ACKNOWLEDGE THAT IF NO FEES ARE PAID BY YOU TO USE THE PLATFORM, YOU SHALL BE LIMITED TO, AT MOST, INJUNCTIVE RELIEF ONLY, UNLESS OTHERWISE PROHIBITED BY APPLICABLE LAW, AND SHALL NOT BE ENTITLED TO ANY OTHER DAMAGES, REGARDLESS OF THE CAUSE OF ACTION. NOTHING IN THESE TERMS SHALL LIMIT OR EXCLUDE OUR LIABILITY FOR: (i) DEATH OR PERSONAL INJURY RESULTING FROM COMPANY’S WILLFUL MISCONDUCT; (ii) FRAUD OR FRAUDULENT MISREPRESENTATIONS; OR (iii) ANY OTHER LIABILITY THAT CANNOT BE EXCLUDED BY APPLICABLE LAW.
15. Indemnification
You agree to defend, indemnify and hold harmless Company and the Company Representatives from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including attorneys' fees) arising out of or relating to your violation of these Terms or your use of the Platform, including, but not limited to, your user contributions, any use of the Platform's content, services and products other than as expressly authorized in these Terms or your use of any information obtained from the Company Platform.
16. Governing Law and Venue
All matters relating to or arising out of the Platform and these Terms and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of Delaware, without giving effect to any choice or conflict of law provision or rule (whether of the State of Delaware or any other jurisdiction). You and Company agree (i) that any action or proceeding arising out of or in connection with the Platform or these Terms shall be brought exclusively in the federal or State courts located in the State of Delaware, United States of America (the “Court”); (ii) to submit to the exclusive venue and personal jurisdiction of such Court; (iii) to waive any objection to, and shall not challenge, the personal and subject matter jurisdiction of the Court or the laying of venue with the Court based upon the grounds of forum non-convenience, and (iv) to service of process of any action or proceeding commenced under this Section pursuant to the provisions of this Section 13.12.
17. Time Limitation on Claims
ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OR THE SITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
18. Waiver and Severability
No waiver of by Company of any term or condition set forth in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Company to assert a right or provision under these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is held to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms will continue in full force and effect.
19. Entire Agreement
The Terms and our Privacy Policy, and referenced policies or documents, constitute the sole and entire agreement between you and Company with respect to the Platform and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, with respect to the Company Platform.
20. Changes to the Terms
We may revise and update these Terms from time to time in our sole discretion. All changes are effective immediately when we post them and apply to all access to and use of the Company Platform thereafter. Your continued use of the Platform following the posting of revised Terms means that you accept and agree to the changes. You are expected to check this page from time to time so you are aware of any changes, as they are binding on you.
21. Your Comments and Concerns
All feedback, comments, requests for technical support and other communications relating to the Company or the Platform should be directed to: hyacinthcrypto@proton.me