Stack App - User Agreement

STACK USER AGREEMENT

 

Last updated: August 2, 2022

 

Welcome to Stack! This User Agreement (“Agreement”) is between you (“you” or “user”) and WE Labs, Inc. dba Stack (“Stack” or “we”). This Agreement governs your access to and use of the products and services Stack offers through its website (“Site”) and mobile application (“App”), which are referred to collectively as Stack’s “Services.”

 

By signing up to use the Services, you agree that you have read, understand, and accept all the terms and conditions contained in this Agreement, our Privacy Policy, and the Prime Trust LLC Terms of Service. If you do not accept all these terms and conditions, you must not use the Services.

 

The Services are offered and available to users who are between the ages of thirteen and seventeen, have been designated as an authorized user (each, an “Authorized User”), and reside in the United States or any of its territories or possessions. By using these Services, you represent and warrant that you meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Services and we determine that you do not meet any of these requirements your account will immediately be terminated.

WE Labs, Inc. is a financial institution engaged in the business of providing financial services to customers who maintain a credit, deposit, trust, or other financial account or relationship with the institution.

 

Section 1 – Eligibility, Authorized Users, and the Role of Parents or Legal Guardians

 

To be eligible to enter into this Agreement, you must be at least 18 years of age, be able to legally enter into contracts under applicable law, and reside in the United States.

 

You may designate one or more other people as Authorized Users of your Stack Account and the Services; provided, however, that the maximum number of Authorized Users on any Stack Account at any given time is five (5). Authorized Users may include minor children for whom you are a parent or legal guardian. Any minor who uses the Services must do so only as authorized by their parent or legal guardian, who must themselves be eligible to enter into this Agreement. You understand and acknowledge that this Agreement applies to you and any Authorized User, and you expressly accept this Agreement on behalf of yourself and each of your Authorized Users.

 

You further agree to and accept full responsibility for any Authorized User’s use of the Services, including without limitation (a) any transactions made by an Authorized User on your Stack Account at any time; (b) any transactions made by others to whom an Authorized User gave access to use your Stack Account; (c) any fees or charges from any transactions made by an Authorized User or others to whom an Authorized User gave access to use your Stack Account; or (d) any other charges or liability that an Authorized User may incur in connection with their use of your Stack Account.

 

Authorized Users will have access to information about (but not the ability to trade in) other accounts at Stack maintained for their benefit or in their name, including accounts they may not otherwise have been aware of. These include: (i) any account established under the Uniform Gift to Minors Act (UGMA) or the Uniform Transfer to Minors Act (UTMA) where an Authorized User is the named beneficiary, (ii) any UGMA or UTMA 529 account where the Authorized User is the named beneficiary, (iii) any Roth Individual Retirement Account (IRA) for Minors established for the Authorized User, and (iv) any IRA where the original account holder is deceased and the assets have passed to the Authorized User as the named beneficiary on the account. This access will continue until the Authorized User reaches the age of majority and transitions the Account in accordance with the process outlined in the Authorized User Supervision and Account Graduation section of this Agreement. You acknowledge the foregoing and authorize the Authorized User to have access to this information. In situations where you may not be able to provide this authorization yourself (e.g., an UGMA account where you are not the custodian), you warrant and represent that you have consulted the individual empowered to provide such consent and obtained that consent and that Stack is entitled to rely on your representation and warranty to the same extent as if we had obtained that consent directly from such individual. 

 

You understand, acknowledge, and agree that, except as otherwise limited by this Agreement, an Authorized User may access, use, and receive information about your Stack Account in the same manner that you do. By adding an Authorized User, you represent that you have permission from such Authorized User to allow Stack to share information about such Authorized User as permitted by applicable law, including information about Authorized User’s transactions and other use of the Services.

 

Section 2 – Authorized User Supervision and Account Graduation

 

You agree to promptly review your Authorized User’s trading and activity on Stack and to contact us immediately in the event that you have any questions or concerns or to request that your Authorized User’s ability to trade securities or use Stack be suspended (i.e., your Authorized User will not be able to transact using whatever payment method is saved to the account). You understand and agree that WE Labs, Inc. will not monitor or supervise your Authorized User’s account activity (i.e., the securities transactions and/or digital asset trading that your teen engages in) and will only act in response to your request.

 

Once an Authorized User reaches the age of majority (currently eighteen) we will work with them to transition to a new account. Among other things, this means the Authorized User will have to agree to a new set of documents governing our relationship. You will not be associated with this new account. If your Authorized User does not transition to a new account, we will deactivate the prior account, prohibit deposits, and restrict your Authorized User’s ability to make additional purchases. Until your Authorized User transitions to a new account, you will still be associated with and have access to the Stack Account (as defined below). 

 

Section 3 – Registration of Stack Account and Security

 

You will need to create an account to use the Services (a “Stack Account”). You are responsible for maintaining the security of your Stack Account and your access credentials, including your username and password. Stack will not be liable for any harm resulting from your failure to maintain the security of your Stack Account or your access credentials. You are fully responsible for all activity that occurs under your Stack Account. You acknowledge and agree that Stack is not responsible for third party access to your Stack Account, whether by an Authorized User or an unauthorized user. Stack may, in its sole discretion, refuse to open a Stack Account, or limit the number of Stack Accounts that you may hold or suspend or terminate any Stack Account or the trading of specific digital currency in your Stack Account.

 

Section 4 – License Grant; Restrictions

 

Subject to the terms of this Agreement, Stack grants you a limited, non-exclusive, and nontransferable license to: (a) download, install, and use the App for your personal, non-commercial use strictly in accordance with the App’s documentation; and (b) access and use the Services made available in or otherwise accessible through the App, strictly in accordance with this Agreement.

 

You acknowledge and agree that the App is provided under license, and not sold, to you. You do not acquire any ownership interest in the App under this Agreement, or any other rights thereto other than to use the App in accordance with the license granted, and subject to all terms, conditions, and restrictions, under this Agreement. Stack reserves and shall retain its entire right, title, and interest in and to the App, including all copyrights, trademarks, and other intellectual property rights therein or relating thereto, except as expressly granted to you in this Agreement.

 

You shall not: (i) copy the App, except as expressly permitted by this license; (ii) modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of the App; (iii) reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the App or any part thereof; (iv) remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from the App, including any copy thereof; (v) rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer or otherwise make available the App, or any features or functionality of the App, to any third party for any reason (except to Authorized Users); or (vi) remove, disable, circumvent, or otherwise create or implement any workaround to any copy protection, rights management, or security features in or protecting the App.

 

Section 5 – Accessing the App

 

The App may be made available through the Apple App Store, Google Play Store, or other distribution channels (each, a “Distribution Channel”). If you download the App through a Distribution Channel, you may be subject to additional terms and conditions of the Distribution Channel. This Agreement is between you and Stack only, and not with any Distribution Channel.

 

If you access the App through the Apple App Store, the following additional terms apply: (a) both you and Stack acknowledge that the User Agreement is between you and Stack only, and not with Apple, and that as between Stack and Apple, Stack, not Apple; (b) you may not use the App in any manner that is in violation of, inconsistent, or otherwise in conflict with the Usage Rules set forth in the Apple Media Services Terms and Conditions; (c) any license Stack may give you to use the App is limited to a non-transferable license to use the App on an iOS product that you own or control, as permitted by the Usage Rules set forth in the Apple Media Services Terms and Conditions; (d) Apple has no obligation whatsoever to provide any maintenance or support services with respect to the App; (e) Apple is not responsible for any product warranties, whether express or implied by law; (f) in the event of any failure of the App to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the App to you; provided that to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App, and any other claims, losses, liabilities, damages, costs, or expenses attributable to any failure to conform to any warranty will be Stack’s sole responsibility, to the extent it cannot be disclaimed under applicable law; (g) both you and Stack acknowledge that Stack, not Apple, is responsible for addressing any claims of you or any third party relating to the App or your possession and/or use of the App, including product liability claims, claims that the App fails to conform to any applicable legal or regulatory requirement, and claims arising under consumer protection or similar legislation; (h) in the event of any third party claim that the App or your possession and use of the App infringes that third party’s intellectual property rights, as between Stack and Apple, Stack, not Apple, will be solely responsible for the investigation, defense, settlement, and discharge of any such intellectual property infringement claim; (i) you represent and warrant that you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country, and you are not listed on any U.S. Government list of prohibited or restricted parties; (j) if you have any questions, complaints, or claims with respect to the App, they should be directed to Stack via email to customerservice@trystack.io or via mail to 746 Kirkland Cr, Kirkland, WA 98033; (k) you must comply with applicable third party terms of agreement when using the App; and (l) both you and Stack acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of this Agreement, and that, upon your acceptance of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary.

 

Section 6 – Content and Prohibited Use

 

You are solely responsible for all images, video, text, information, music, sound, graphics, messages, or other material (“Content”) that you upload, post, publish, or display (“Post”) in connection with using the App. You agree and represent that you will not Post any Content that:

 

  • Infringes any intellectual property or other proprietary rights of any party;

  • Contains software viruses or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment;

  • Poses or creates a privacy or security risk to any person;

  • 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;

  • 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; or

  • In our sole judgment, is objectionable or which restricts or inhibits any other person from using or enjoying our Services, or which may expose us or our users to any harm or liability of any type;

  • Interferes with or disrupt our Services, servers, or networks connected to our Services, or disobey any requirements, procedures, policies, or regulations of networks connected to our Services;

  • Violates any applicable laws, including local, state, national, or international laws, or any regulations or requirements having the force of law;

  • Impersonates any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity;

  • Solicits personal information from anyone under the age of 18;

  • Harvests or collects email addresses or other contact information of other users from our Services by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications;

  • Advertises or offers to sell or buy any goods or services for any business purpose that is not specifically authorized;

  • Furthers or promotes any criminal activity or enterprise or provide instructional information about illegal activities; or

  • Obtains, or otherwise attempts to access or obtain, any materials or information through any means not intentionally made available or provided for through our Services.

 

You acknowledge and agree that Stack retains the right to take appropriate action against any users who, in Stack’s sole discretion, violate this section, including without limitation removing the violative Content, suspending or terminating the Stack Account of any violator, and reporting violators to law enforcement.

 

With respect to the Content or other materials you upload through our Services or share with other users or recipients (collectively, “User Content”), you represent and warrant that you own all right, title, and interest in and to such User Content, including all copyrights and rights of publicity. By uploading any User Content you grant us and our affiliates a nonexclusive, worldwide, royalty free, fully paid up, transferable, sublicensable, perpetual, and irrevocable license to copy, display, upload, perform, distribute, store, modify, and otherwise use your User Content solely in connection with the operation of our Services in any form, medium, or technology now known or later developed. You acknowledge and agree that any questions, comments, suggestions, ideas, feedback, or other information about our Services, submitted by you to us are non-confidential, and we will be entitled to the unrestricted use and dissemination of these submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you. You understand that the technical processing and transmission of our Services, including your User Content, may involve transmissions over various networks and changes to conform and adapt to technical requirements of connecting networks or devices.

 

Section 7 - Telephone Communications; Consent to Automated Messages; Agreement to Update Contact Information

 

You agree to be contacted by us, our agents, representatives, affiliates, or anyone calling on our behalf for any purpose, at any telephone number or physical or electronic address you provide or at which you may be reached. You represent that the telephone numbers that you have provided to us are your contact numbers. You represent that you are permitted to receive calls at each of the telephone numbers you have provided to us. You agree to promptly alert us whenever you stop using a particular telephone number, including a mobile telephone number.

 

You agree to receive Short Message Service (SMS) communications (including text messages), calls, and messages (including pre-recorded, artificial voice, and autodialed or automatically texted) from us, our agents, representatives, affiliates, or anyone calling or texting on our behalf at the specific numbers you have provided to us, or numbers we can reasonably associate with you or an Authorized User (through skip trace, caller ID capture, or other means), with information or questions relating to you or our Services. Automated messages may be played when the telephone is answered, whether by you or someone else. In the event that an agent or representative calls, he or she may also leave a message on your answering machine or voicemail or send a message by text. Calls may be recorded.

 

You understand that such SMS communications may be placed using an automatic telephone dialing system or may include automated SMS messages. Your consent is required to allow Stack to contact you and to use our Services. As always, you agree that you are responsible for any message, data rates or fees that your telephone service provider charges in relation to SMS messages sent and received by you or an Authorized User. If you have any questions regarding those rates, please contact your wireless carrier.

 

You also agree to receive alerts about your activity, balances, payments, suspicious activities, and other matters involving your use of the Site, App or our Services through push notifications to your smartphone or other device. Receipt of push notifications may be delayed or prevented by factors beyond our control, including those affecting your internet/phone provider. We are not liable for losses or damages arising from non-delivery, delayed delivery, or the erroneous delivery of any push notification; inaccurate push notification content; or your use or reliance on the content of any push notification for any purposes. Each push notification may not be encrypted, and may include your name and information pertaining to your Stack Account or use of the Site or App. We may terminate your use of push notifications at any time without notice. You may choose to discontinue receiving push notifications by updating your preferences on your smartphone or device. You acknowledge and agree that standard call, message, and data rates charged by your carrier apply to all communications by or with us.

 

If you change or deactivate your mobile number, e-mail address, mailing address, or any other contact information you have provided, you agree to promptly update your contact information.

To unsubscribe from text messages at any time, reply STOP to any text message you receive from us. If you unsubscribe, we may restrict or terminate your access to our Services. You consent that following such a request to unsubscribe, you may receive one final text message from us confirming your request and/or providing an alternative to access our Services.

 

Section 8 – Banking Terms

 

You acknowledge that we are not a bank or financial institution. Any banking services offered through our Services are provided through banking software provider and their affiliates and service providers. Additional banking terms are set forth below.

 

By creating a Stack Account with us, you also agree to the terms and policies of our third-party providers, including our backend software provider, and partners with financial institutions to provide banking services and FDIC insurance. By agreeing to this Agreement, you also agree to the terms and policies below:

 

  • Prime Trust LLC Terms of Service

 

If enabled by Services for your Stack Account, you may link an account with us or an external account at a third-party financial institution for online transfers between your linked account(s) and your Stack Account. If enabled by the Services, you may link your external account(s) with your Stack Account by (i) logging into your financial institution via our Site or App, or (ii) by providing the account and routing details for the external account and otherwise providing following the steps required to verify your external account. We may also verify your control of the external account by requiring you to submit proof of ownership of the external account(s). All linked accounts must be with financial institutions in the United States. We may decline the use of any external account that we believe may present a risk to you and/or us. By linking your external account to your Stack Account, and by subsequently logging into your linked account(s) through our Services, you authorize us to view your account history and profile, including, but not limited to, your account and routing details, authentication details, balance, transaction history, contact information, and other related information made available by such external financial institution; and you understand this information may be used to transact on your behalf and perform other services subject to our Privacy Policy and the privacy policies of our third-party service providers. When adding an external account, you represent and warrant that you are owner of and have the right to access, use and authorize us to use the account for information and funds transfer purposes. If any of your linked accounts has a joint account holder, you represent and warrant that the joint account holder has consented for you to represent both you and them, and to use the external account with the Service. If you do not have such consent, you should not use that external account and we will terminate your use of the linking service if we are notified of such a situation. If you close any of your external accounts, you are responsible for removing it as an account eligible for the linking service to avoid any transaction failure and possible charges related to a failed transaction. We are not responsible for any acts or omissions by the external financial institution or other provider of any linked external bank account, including, without limitation, any modification, interruption, or discontinuance of any linked external bank account by such financial institution, service provider, or platform.

 

Section 9 – Digital Currency

 

You acknowledge that there are inherent risks associated with digital assets, such as cryptocurrencies, and that such risks extend to your use of the Services. These risks include, but are not limited to the failure of hardware, software or internet connections, the risk of malicious software introduction and the risk of unauthorized access to your account or wallets hosting such digital assets. Additionally, risks include the following:

 

  • Digital assets are not FDIC insured, or insured by any other federal agency.

  • Digital assets are not deposits of or guaranteed by a bank.

  • The value of digital assets are highly volatile and without warning can increase or decrease unexpectedly and may even fall to zero.

  • Your digital assets may lose significant value and return on investment is never guaranteed.

  • If you attempt to send or receive digital assets that are not supported by the Services, or provide an incorrect or incomplete address, your digital assets may be lost entirely and may not be recoverable.

 

The risk factors above are non-exhaustive. It is your responsibility to familiarize yourself with the risks involved with digital assets, their protocols and networks. In no will we be liable to you for your use of the Services as it relates to your use, hosting of, transfer or exchange of digital assets.

 

Our Services may from time to time permit you to generate one or more address through your account to which you may transfer your digital assets from an external wallet controlled or owned by you and not hosted by us (“External Wallet”). You may be required to verify that you control the External Wallet prior to us accepting or allowing you to transact in digital assets through our Services. We do not assume any liability with respect to any External Wallet.  You must familiarize yourself with the terms of use, technology and security protocols of any External Wallet (e.g. saving private keys in a safe place etc.).  External Wallets may levy fees on you for transactions and we are not liable for any such fees. 

 

Additionally, the value of any capital gains related to buying and selling digital assets, like cryptocurrency, may constitute taxable income. Please consult your tax advisor. We do not provide tax advice.

Section 10 - Fees and Limits

To the extent the Services or any portion thereof is made available for any fee, you will be required to select a form of payment and provide information to us regarding your form of payment. You represent and warrant to us that such information is true and that you are authorized to use the payment instrument. You will promptly update your account information with any changes (for example, a change in your billing address) that may occur. You agree to pay to us the amount that is specified in accordance with this Agreement. If you dispute any charges you must let us know within sixty (60) days after the date that we charge you. We reserve the right to change our prices.  If we do change prices, we will provide notice of the change on the Site, the App, or in email to you, at our option, at least 30 days before the change is to take effect. Your continued use of the service after the price change becomes effective constitutes your agreement to pay the changed amount. You are responsible for all taxes associated with the services other than U.S. taxes based on our net income. We may, at our discretion, impose limits on the amount and/or the number of payments you can send and receive.

 

Section 11 – Third Party Links and Services

 

Under no circumstances will we be liable in any way for any Content or materials of any third parties (including users), including for any errors or omissions in any Content, or for any loss or damage of any kind incurred as a result of the use of any Content. You acknowledge that we do not pre-screen Content, but that we and our designees will have the right (but not the obligation) in our and their sole discretion to refuse or remove any Content that is available via our Services. Without limiting the foregoing, we and our designees will have the right to remove any Content that violates this Agreement or is deemed by us, in our sole discretion, to be otherwise objectionable. 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. 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. You further acknowledge that our Services may provide, or third parties may provide, links, or other access to other sites and resources on the Internet. We have no control over such sites and resources. Your also acknowledge and agree that we will not be responsible or liable, directly, or indirectly, for any damages or loss caused or alleged to be caused by or in connection with use of or reliance on any Content, events, goods, or services available on or through any such site or resource. Any dealings you have with third parties found while using our Services are between you and the third party, and you agree that we are not liable for any loss or claim that you may have against any such third party.

 

Section 12 – Indemnity

 

You agree to indemnify, defend and hold harmless Stack, its agents, suppliers, licensors, affiliates and their respective directors, officers and employees (collectively, the “Indemnified Parties”) against all losses, liabilities, suits, claims, actions, costs, damages and expenses (including, without limitation, reasonable attorneys’ fees and expenses) sustained, incurred or paid by any Indemnified Party directly or indirectly resulting from, arising out of, relating to or in connection with: (i) violation of this Agreement by you, any Authorized User or other person using your account or credentials; (ii) your or any Authorized User’s access to or use of the Services, (iii) any information used, stored, or transmitted in connection with your account or credentials; (iv) breach of the rights of any third party, including but not limited to privacy, publicity, intellectual property, or other proprietary rights, by you, any Authorized User or anyone using your account or credentials; or (v) violation of any law, regulation, or other legal requirement. This paragraph is intended to be applicable to the maximum extent allowed by law.

 

Section 13 – Disclaimer of Warranties

 

YOUR USE OF OUR SERVICES IS AT YOUR SOLE RISK. OUR SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE MAKE NO WARRANTY THAT OUR SERVICES WILL MEET YOUR REQUIREMENTS, THAT OUR SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, THAT THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF OUR SERVICES WILL BE ACCURATE OR RELIABLE, OR THAT THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL OBTAINED BY YOU THROUGH OUR SERVICES WILL MEET YOUR EXPECTATIONS.

 

Section 14 – Limitation of Liability

 

YOU EXPRESSLY UNDERSTAND AND AGREE THAT STACK AND ANY THIRD PARTY PRODUCT PROVIDERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR DAMAGES FOR LOSS OF PROFITS, INCLUDING DAMAGES FOR LOSS OF GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF STACK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, RESULTING FROM: (a) THE USE OR THE INABILITY TO USE OUR SERVICES; (b) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION, OR SERVICES PURCHASED OR OBTAINED, OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM OUR SERVICES; (c) UNAUTHORIZED ACCESS TO, OR ALTERATION OF, YOUR TRANSMISSIONS OR DATA; (d) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON OUR SERVICES; OR (e) ANY OTHER MATTER RELATING TO OUR SERVICES. IN NO EVENT WILL STACK’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, OR CAUSES OF ACTION EXCEED THE AMOUNT YOU HAVE PAID STACK IN THE 3 MONTHS IMMEDIATELY PRECEDING THE DATE OF ANY CLAIM GIVING RISE TO SUCH LIABILITY. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

 

Section 15 – Termination

 

You agree that we, in our sole discretion, may suspend, restrict access to, or terminate your Stack Account or use of our Services, including but not limited to canceling or suspending certain transactions, and remove and discard any Content within our Services, for any reason, including for lack of use or if we believe that you have violated or acted inconsistently with the letter or spirit of this Agreement. Any suspected fraudulent, abusive, or illegal activity that may be grounds for termination of your use of our Services may be referred to appropriate law enforcement authorities. You agree that any termination of your access to our Services under any provision of this Agreement may be effected without prior notice, and acknowledge and agree that we may immediately deactivate or delete your Stack Account and all related information and files in your Stack Account and/or bar any further access to such files or our Services, subject to applicable law. Further, you agree that we will not be liable to you or any third party for any termination of your access to our Services.

 

Section 16 – No Investment or Other Advice

 

Stack is not an investment advisor.  To the extent Stack offers information about investing, trading, assets, or other informational content as part of its Services, it is for informational purposes only.  For the avoidance of doubt, Stack is in no manner providing investment advice, tax advice, legal advice, or other professional advice by allowing you to use the Services. In addition, Stack does not recommend or endorse that you purchase or sell assets, digital or otherwise, or that you make any investment or enter into any trade or transaction. Before engaging in any trading or investment activity, you should always consult a qualified professional.

 

Section 17 – Interactions with Other Users

 

You agree that you are solely responsible for your interactions with any other user in connection with our Services, and we will have no liability or responsibility with respect your interactions. We reserve the right, but has no obligation, to become involved in any way with disputes between you and any other user of our Services.

 

 

Section 18 – Notices

 

We may provide you with notices in any of the following methods: (1) via the Services, including by a banner or pop-up within the applicable Site, App or elsewhere; (2) by e-mail, sent to the e-mail address you provided us; and/or (3) through any other means, including any phone number, SMS or text message or physical address you provided us. Such notice to you will be deemed received and effective upon receipt or twenty-four (24) hours after it was published or sent through any of the foregoing methods, unless otherwise indicated in the notice. If we choose to notify you through electronic communication, you agree to receive such communications, including but not limited to our applicable policies, statements, reports, invoices, receipts, disclosures, legal or regulatory statements or documents via electronic delivery.

 

Section 19 - Binding Arbitration

 

PLEASE READ THIS SECTION CAREFULLY, AS IT LIMITS THE MANNER IN WHICH YOU MAY SEEK RELIEF, AND REQUIRES YOU ARBITRATE DISPUTES WITH US.  If you have a dispute with us, we will first seek to resolve such a dispute through our support team.

 

Except for disputes in which either party seeks equitable and other relief for the alleged unlawful use of intellectual property, copyrights, trademarks, trade names, logos, trade secrets or patents, any dispute, claim or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this Agreement to arbitrate, will be determined by binding arbitration.  The location of the arbitration will be determined by Stack to be in either (i) Seattle, Washington or (ii) the county and state of Stack’s chosen legal counsel at the time of the dispute.  The arbitration will be administered by the Judicial Arbitration and Mediation Services (JAMS) pursuant to its Comprehensive Arbitration Rules and Procedures.  Disputes will not be resolved in any other forum or venue.  you agree that any arbitration will be conducted by a sole arbitrator. Pre-arbitration discovery will be limited to the greatest extent provided by the rules of JAMS, the arbitration award will not include factual findings or conclusions of law, and no punitive damages will be awarded.  Notwithstanding any other rules, no arbitration proceeding brought against Stack will be consolidated with any other arbitration proceeding without Stack’s written consent.  Judgment may be entered upon any award granted in any arbitration in any court of competent jurisdiction in the county and state in which Stack maintains its principal office at the time the award is rendered, or in any other court having jurisdiction.  The arbitrator will, in the award, allocate all of the costs of the arbitration, including the fees of the arbitrator and the reasonable attorneys’ fees of the prevailing party, against the party who did not prevail.

 

NOTICE:  BOTH YOU AND STACK ARE AGREEING TO HAVE ALL DISPUTES,

CLAIMS OR CONTROVERSIES ARISING OUT OF OR RELATING TO THIS AGREEMENT DECIDED BY NEUTRAL BINDING ARBITRATION AND ARE GIVING UP ANY RIGHTS IT MIGHT POSSESS TO HAVE THOSE MATTERS LITIGATED IN A COURT OR JURY TRIAL.  BY AGREEING TO THIS AGREEMENT, BOTH YOU AND STACK ARE GIVING UP THEIR RESPECTIVE JUDICIAL RIGHTS TO DISCOVERY AND APPEAL EXCEPT TO THE EXTENT THAT THEY ARE SPECIFICALLY PROVIDED FOR UNDER THIS AGREEMENT.  IF ANY PARTY REFUSES TO SUBMIT TO ARBITRATION AFTER AGREEING TO THIS PROVISION, THAT PARTY MAY BE COMPELLED TO ARBITRATE UNDER FEDERAL OR STATE LAW.  BOTH YOU AND STACK CONFIRM THEIR AGREEMENT TO THIS ARBITRATION PROVISION IS VOLUNTARY.

 

Section 20 – Governing Law

 

This Agreement shall be governed pursuant to the laws of the State of Washington, USA, without regard to principles of conflict of laws.  you agree that Stack may initiate a proceeding related to the enforcement or validity of Stack’s intellectual property rights in any court having jurisdiction.  With respect to any proceeding that is not subject to arbitration under this Agreement or policies incorporated herein, you agree that any proceedings shall be in the federal or state courts located in Washington.  you waive any objection to venue and to submit to personal jurisdiction in any such courts.

 

Section 21 – Interpretation

 

The division of this Agreement into sections and the insertion of headings are for convenience of reference only and shall not affect the construction or interpretation of this Agreement. In this Agreement, words importing the singular number include the plural and vice versa; words importing gender include all genders; and words importing persons include individuals, sole proprietors, partnerships, corporations, trusts and unincorporated associations.

 

Section 22 - Entire Agreement

 

This Agreement as it may be amended from time to time in accordance with this Agreement, and all other legal notices and policies on this website, constitutes the entire agreement between you and Stack with respect to the use of the Services.

 

Section 23 - Amendment and Waiver

 

Stack reserves the right, in its discretion, to amend this Agreement at any time by posting amendments on the Site and/or the App. If you do not agree to the amended terms and conditions, you shall immediately stop using the Services. Access to the Services after any amendments have been posted shall constitute your acknowledgement and acceptance of the amended terms and conditions. No supplement, modification or amendment to this Agreement and no waiver of any provision of this Agreement shall be binding on Stack unless executed by Stack in writing. No waiver of any of the provisions of this Agreement shall be deemed to be or shall constitute a waiver of any other provision (whether or not similar) nor shall such waiver constitute a continuing waiver unless otherwise expressly provided.

 

Section 24 - Severability

 

Any provision of this Agreement which is held by a court of competent jurisdiction to be illegal, invalid or unenforceable in such jurisdiction shall, as to that jurisdiction, be ineffective to the extent of such illegality, invalidity or unenforceability and shall otherwise be enforced to the maximum extent permitted by law, all without affecting the remaining provisions of this Agreement or affecting the legality, validity or enforceability of such provision in any other jurisdiction.

 

Section 25 - Inurement

 

This Agreement shall inure to the benefit of and be binding upon each of us and our respective successors and permitted assigns. You acknowledge having read this Agreement before accepting it, having the authority to accept this Agreement and having received a copy of this Agreement.

 

Section 26 - Assignment

 

You shall not assign or transfer any of your rights or obligations under this Agreement without our prior written consent, which we may withhold at our sole and absolute discretion.  Any actual or attempted assignment hereof by you contrary to the terms of this Agreement shall be null and void.  We may, at its discretion, assign some or all our rights or obligations to a third party, without your consent or approval.  If we are acquired by, sold to, or merged with a third-party entity, we reserve the right to transfer or assign all your user data as part of such merger, acquisition, sale, or change of control.

 

Section 27 – Changes to User Agreement and Modification to Services

 

We may revise and update this Agreement 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 Services thereafter. Your continued use of the Services following the posting of revised Agreement means that you accept and agree to the changes.

 

Section 28 – Contact Us

 

You may contact us by email at customerservice@trystack.io.