Terms of Service
Effective Date: January 22nd, 2025
Welcome to Bracket. These Terms of Service ("Terms") are between you (also referred to herein as the ("User," "you," or "your") and Bracket Labs Group, SA. (the "Company," "we," "us," or "our"), a company organized under the laws of Panama. These Terms govern your access to and use of the Company's products and services, including, without limitation, (i) our website(s), (ii) our platform and services, and (iii) our stand-alone application known as "Bracket," (collectively, items (i) through (iii) above are referred to as the "Bracket Products"). Our provision of the Bracket Products, and granting you access thereto, and the ancillary services we provide in connection therewith are collectively referred to herein as the "Services."
Please note that Bracket Products or Services are not offered or available to persons or entities (i) who reside in, are located in, are citizens of, or incorporated in or have a registered office in (a) countries where the use of Bracket Products or Services or distribution, sale, or purchase of digital or crypto assets may be deemed illegal or subject to regulatory licensure unless otherwise noted (b) the United States of America ("US Persons"), UK, Canada, Iran, North Korea, Cuba, Syria, Myanmar (Burma), Crimea, Donetsk, Luhansk, or any country or territory subject to country-wide or region-wide economic sanctions by the US ("Restricted Territories"), and/or (ii) on lists maintained by US Office of Foreign Assets Control (OFAC) or US Dept. of Treasury (collectively, "Restricted Users"). If you are a Restricted User, you are prohibited from using or accessing the Bracket Products or Services. YOUR USE OF A VIRTUAL PRIVATE NETWORK ("VPN") OR ANY OTHER METHOD TO SPECIFICALLY CIRCUMVENT THE RESTRICTIONS SET FORTH HEREIN IS STRICTLY PROHIBITED.
By clicking "I Accept" or accessing the Bracket Products or Services, you acknowledge that you have read, understood, and agree to be legally bound by these Terms, and the terms and conditions of our Privacy Policy (the "Privacy Policy"), which is hereby incorporated by reference and made a part of these Terms (the Terms, together with the Privacy Policy are collectively referred to herein as the "Agreement"). If you do not agree to the Agreement, you may not access the Bracket Products and Services and must immediately cease any use of the Bracket Products or Services. We may amend or update the Agreement from time to time by posting a revised or updated version of this Agreement on our website and/or sending a notice to the email associated with your account (if applicable) and may do so without notice to you. If you access or use the Bracket Products or Services after the Effective Date set forth in the Agreement, you will be deemed to have agreed to such terms. Accordingly, please review the Agreement posted at this location periodically. It is your sole responsibility to review the Agreement from time to time to view such changes and to ensure that you understand the terms and conditions that apply when you access or use the Bracket Products or Services. Each time you use the Bracket Products or Services, you agree to be bound by the terms of the Agreement in effect at the time of your use thereof.
THIS AGREEMENT CONTAINS IMPORTANT PROVISIONS THAT MAY AFFECT YOUR LEGAL RIGHTS, INCLUDING AN ARBITRATION PROVISION THAT REQUIRES YOU AND THE COMPANY TO RESOLVE ALL DISPUTES BY BINDING ARBITRATION INSTEAD OF IN COURT. PLEASE SEE THE SECTIONS BELOW TITLED "BINDING ARBITRATION" AND "CLASS ACTION WAIVER." EXCEPT AS PERMITTED BY THE FOREGOING SECTIONS, BY ACCESSING THE BRACKET PRODUCTS OR SERVICES, YOU WAIVE YOUR RIGHT TO TRIAL BY JURY, AND YOU WILL NOT BE ABLE TO BRING ANY CLAIMS IN FEDERAL OR STATE COURT. PLEASE READ THIS AGREEMENT CAREFULLY.
1. Eligibility
The Bracket Products and Services are available only for individuals aged 18 years or older. If you are under 18, please do not use the Bracket Products or Services. By accessing and/or using the Bracket Products or Services, you represent and warrant that you are at least 18 and that you are not a Restricted User.
We are under no obligation to accept any individual as a User of the Bracket Products or Services and may accept or reject any User at our sole and complete discretion. In addition, we may but are not required to deactivate any account at any time, including, without limitation, if we determine that you have violated this Agreement.
During registration for your Bracket Products or Services account, or at any other time deemed necessary by the Company, you agree to provide us with the information we request for the purposes of identity verification, providing Services to you, and the detection of money laundering, terrorist financing, fraud, or any other financial crimes and permit us to keep a record of such information. The information we request may include certain personal information, including, but not limited to, your name, address, telephone number, e-mail address, date of birth, taxpayer identification number, and government identification. You consent to us accessing, processing and retaining any personal information you provide to us for the purpose of us providing Services to you. This consent is not related to, and does not affect, any rights or obligations we or you have in accordance with data protection laws, privacy laws and regulations. You can withdraw your consent at any time by closing your account with us. However, we may retain and continue to process your personal information if we reasonably believe it is necessary in order to comply with laws or regulations. In providing us with this or any other information that may be required, you confirm that the information is accurate and authentic. You agree to keep us updated if any of the information you provide changes. You authorize us to make inquiries, whether directly or through third parties, that we consider necessary to verify your identity or protect you and/or us against fraud or other financial crime, and to take action we reasonably deem necessary based on the results of such inquiries. When we carry out these inquiries, you acknowledge and agree that your personal information may be disclosed to credit reference and fraud prevention or financial crime agencies and that these agencies may respond to our inquiries in full. This is an identity check only and should have no adverse effect on your credit rating. We reserve the right at all times to monitor, review, retain and/or disclose any information as necessary to satisfy any applicable law, regulation, sanctions programs, legal process or governmental request. See our Privacy Policy for more information on how we process your personal data and the rights you have in respect of this.
2. Connecting Your Wallet
To access and use the Bracket Products and Services, Users may be required to connect their digital wallet(s) (each, a "Wallet") to the Bracket Product(s). By connecting your Wallet to a Bracket Product, each User represents and warrants to the Company the following: (a) User is an individual who is at least eighteen (18) years of age; (b) all information provided in connection with such User's Wallet is correct and complete; (c) User shall not conduct any activity through the Bracket Products or Service that violates any applicable law; and (d) User is not a Restricted User and shall not re-sell, gift, or otherwise transfer a digital asset to a Restricted User.
When you link a Wallet to a Bracket Product, you understand and agree that you are solely responsible for maintaining the security of your Wallet and your control over any Wallet-related authentication credentials, private or public cryptocurrency keys, and digital assets or cryptocurrencies that are stored in or are accessible through your Wallet. Any unauthorized access to your Wallet by third parties could result in the loss or theft of digital assets and/or funds held in your Wallet and any associated wallets, including any linked financial information such as bank account(s) or credit card(s). The Company is not responsible for managing and maintaining the security of your Wallet, and we bear no responsibility or liability to you for any unauthorized access to or use of your Wallet or if you are unable to locate your credentials. If you notice any unauthorized or suspicious activity in your Wallet that seems to be related to the Bracket Products or Services, please notify us immediately at contact@bracket.fi
Transactions which take place using the Bracket Products and Services are typically managed and confirmed via one or more blockchain-based networks, including but not limited to the Arbitrum network, a Layer 2 optimistic rollup technology whose sequencer posts transactions to the Ethereum network, the Binance Smart Chain, and the Ethereum network (collectively, the "Blockchain Network(s)"). You understand that transactions occurring on the Blockchain Networks are public and that your Blockchain Network public address will be made publicly visible whenever you engage in a transaction on a Bracket Product. Further, you understand that we have no control over transactions on the Blockchain Networks. By using the Bracket Products and Services, you acknowledge and agree that: (i) we do not have the ability to cancel or otherwise modify any transaction; and (ii) the applicable blockchain network may fail to complete any transaction.
3. Fees and Price Estimates
You are required to pay all fees associated with your interactions with, and transactions that occur on, the Blockchain Network, including Strategy Manager (as defined below) fees, "gas" costs, as well as all other fees reflected on the Bracket Products at the time of your use thereof, all of which may be automatically deducted from your account. Fees listed on Bracket Platform are estimates only; actual fees may vary.
By placing an order for digital assets using the Bracket Platform, you represent that you are submitting a binding offer to purchase such amounts of digital assets, and you agree to pay all applicable fees associated with the purchase. You authorize the Company to automatically charge and collect such fees from your Wallet or Bracket Platform account, as applicable. Should you choose to initiate digital asset deposits on the Bracket Platform, you authorize the Company to convert and/or swap digital assets for brktETH, the native crypto asset of the Bracket Platform.
You will be solely responsible for paying any and all VAT, taxes, duties, and assessments (except taxes on our net income) now or hereafter claimed or imposed by any governmental authority associated with your purchase of digital assets using the Bracket Products or Services (collectively, the "Taxes"). You hereby agree that you: (a) will pay or reimburse us for all Taxes of any jurisdiction, including value added Taxes and Taxes as required by international tax treaties, customs or other import or export taxes, and amounts levied in lieu thereof based on charges set, services performed or payments made hereunder, as are now or hereafter may be imposed under the authority of any national, state, local or any other taxing jurisdiction; and (b) will not be entitled to deduct the amount of any such taxes, duties or assessments from payments made to us pursuant to this Agreement.
The Bracket Products rely on third-party sources to determine the prices of digital assets, net asset values, yield, and other valuations, including oracle feeds and keeper contracts. All monetary quotations stated on the Bracket Platform are estimates, and the Company is not responsible or liable for inaccurate information displayed due to circumstances beyond our reasonable control, including, without limitation, Strategy Manager error or the unavailability of an oracle feed, keeper contract, or the Blockchain Network. Quotation information may be higher or lower than the same information available on platforms providing similar services. You explicitly and unconditionally agree that neither the Bracket Platform nor the Company is responsible for information generated or supplied by third-party sources.
4. Staking, Deposits, Withdrawals, and Redemptions
The Company provides a front-end interface that displays data that facilitates users' interfacing with a set of decentralized open-sourced smart contracts that allow for the deposit and/or staking and restaking of certain digital assets on the Bracket Platform and in certain managed third-party strategies facilitated by strategy managers ("Strategy Managers"). Your use of such smart contracts is entirely at your own risk. YOU ARE NOT REQUIRED TO DEPOSIT OR STAKE DIGITAL ASSETS IN ORDER TO USE THE BRACKET PRODUCTS OR SERVICES AND YOU CAN REQUEST TO UNSTAKE AND/OR WITHDRAW DIGITAL ASSETS AT ANY TIME FOR A FEE, WHICH MAY BE SET BY EACH INDIVIDUAL STRATEGY MANAGER. FOR MORE INFORMATION PLEASE REVIEW THE RELEVANT DOCUMENTATION.
Users who chose to stake their digital assets and/or Rewards (as defined herein) and whose digital assets remained on the Bracket Platform as of January 14, 2025, may be able claim certain brktETH (as defined below) at the conversion rate then in effect on the Bracket Platform. Claims may be initiated by following the instructions set forth on the Bracket Platform.
If you choose to deposit digital assets into managed third-party strategies facilitated by Strategy Managers on the Bracket Platform you give the Company permission to perform certain blockchain operations involving your digital assets, including but not limited to. converting and/or swapping your digital assets for brktETH, the native crypto asset of the Bracket Platform, at the conversion rate then in effect. Depositing digital assets into managed third-party strategies involves swapping your digital assets for the brktETH equivalent. All swaps that occur on the Bracket Platform are final and cannot be reversed for any reason whatsoever. Unless otherwise specified, the "Yield" disclosed on the Bracket Platform is a third-party estimate that is subject to change over time. THE COMPANY DOES NOT GUARANTEE THAT YOU WILL RECEIVE ANY STAKING REWARDS, YIELD, OR RETURN WHATSOEVER. Additionally, the third-party technologies required to deposit or swap your digital assets and/or Rewards, including but not limited to the open-sourced smart contracts and Wallets, are not part of the Bracket Products or Services, and your use of such third-party tools is entirely at your own risk.
If you choose to withdraw your digital assets from a specific managed third-party strategy, all withdrawals will be denominated in brktETH. Depending on the terms of the managed third-party strategy, withdrawals may be delayed by days, weeks, or even months. YOU ARE RESPONSIBLE FOR READING AND ACKNOWLEDGING THE TERMS OF EACH MANAGED STRATEGY THAT YOU ENTER INTO. THE COMPANY BEARS NO RESPONSIBILITY OR LIABILITY FOR LOST OR STOLEN FUNDS DEPOSITED IN MANAGED STRATEGIES.
Should you choose to redeem brktETH on the Bracket Platform, the underlying asset returned to you may differ from the digital asset used initially to swap for brktETH, and may be subject to fluctuations in the market for brktETH and its value as well as additional fees.
5. Community Guidelines
By accessing and/or using the Bracket Products or Services, you agree to comply with the following community guidelines (the "Community Guidelines"):
- You will only access the Bracket Products and Services if you are eighteen (18) years of age or older and are not a Restricted User;
- You will not use or access the Bracket Products or Services from a jurisdiction (including an IP address in a jurisdiction) that we have, in our sole discretion, determined is a jurisdiction where the use of the Bracket Products and Services is prohibited, including the United States of America or any Restricted Territory;
- You will comply with all applicable laws relating to your use of the Bracket Products and Services and will not use the Bracket Products or Services for any unlawful, deceptive, or fraudulent purpose;
- You will not "stalk," threaten, or otherwise harass another person;
- You will not access or use the Bracket Products or Services to collect any market research for a competing business;
- You will not access or use the Bracket Products or Services to collect to scrape, crawl, data mine, or otherwise extract data via an automated means (including but not limited to using robots, botnets, or other scrapers) or otherwise for any purpose whatsoever;
- You will not access, reproduce, download, distribute, transmit, broadcast, display, sell, license, alter, modify, or otherwise use any part of the Bracket Products or Services except as expressly authorized by the Company;
- You will not impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity;
- You will not engage in improper or abusive trading practices, including (i) any fraudulent act or scheme to defraud, deceive, trick or mislead; (ii) trading ahead of another User of the Bracket Products or Services, or front-running; (iii) accommodation trading; (iv) fictitious transactions; (v) pre-arranged or non-competitive transactions; (vi) violations of bids or offers; (vii) spoofing or other market manipulation; or (viii) entering orders for the purpose of entering into transactions without a net change in either party's open positions but a resulting profit to one party and a loss to the other party, commonly known as a "money pass;"
- You will not interfere with or attempt to interrupt the proper operation of the Bracket Products or Services through the use of any virus, device, information collection or transmission mechanism, software or routine, or access or attempt to gain access to any data, files, or passwords related to the Bracket Products or Services through hacking, password or data mining, or any other means;
- You will not cover, obscure, block, or in any way interfere with any advertisements and/or safety features (e.g., report abuse button) on the Bracket Products or Services;
- You will not use any artificially intelligent agent (AI Agent), robot, or other automated means to access the Bracket Products or Services or any digital asset for any purpose without our express written permission;
- You will not take any action that imposes or may impose (in our sole discretion) an unreasonable or disproportionately large load on our technical infrastructure;
- You will let us know about inappropriate content of which you become aware; and
- You will not take any action that otherwise involves or results in the wrongful seizure or receipt of any digital assets, including purchase or sale of digital assets by illegal means.
We have the right, but not the obligation, to review and reject or remove content that, in our sole discretion, does not adhere to these Community Guidelines. We also reserve the right, in our sole and absolute discretion, to deny you access to any website, or to any portion of any website, for any reason with or without notice. We may, at our sole and absolute discretion, without notice or liability to you, and without limiting any of our other rights or remedies at law or in equity, immediately suspend or terminate your user account.
6. Our Content
Apart from digital assets, the Bracket Products and Services may contain material, such as software, data, text, graphics, images, designs, sound recordings, audiovisual works, information, and other material provided by or on behalf of the Company, including artwork (collectively referred to as the "Content"). You shall not (i) sell, transfer, assign, license, sublicense, or modify the Bracket Products, Services or Content; (ii) reproduce, display, publicly perform, make a derivative version of, distribute, reverse engineer or otherwise attempt to discover the source code of any software contained in or relating to the Bracket Products, Services, or Content; or (iii) otherwise use the Bracket Products, Services, or Content in any way for any public or commercial purpose or in any manner other than as expressly permitted in this Agreement. We retain all right, title and interest and in and to (x) the Bracket Products and Services, and all Content therein or thereon; (y) all improvements and modifications to, and derivative works of, the Bracket Products, Services, and all Content therein or thereon; and (z) all intellectual property rights relating to the foregoing. Access to and use of the Bracket Products or Services does not confer any rights to the Bracket Products or Services, or any Content, except for the limited right to access and use the Bracket Products or Services, and Content as expressly permitted herein.
The trademarks, service marks, and logos used and displayed on the Bracket Products and Services may be registered and/or unregistered trademarks or service marks of the Company of our licensors (collectively, the "Trademarks"). Nothing herein should be construed as granting, by implication, estoppel, or otherwise, any license or right to use the Trademarks. Use of the Trademarks as part of a link to or from any website is prohibited unless the establishment of such a link is approved in advance by us in writing. All goodwill generated from the use of the Trademarks inures to the benefit of us or our licensors.
7. Assumption of the Risk Relating to Digital Assets and Blockchain
(a) Assumption of Risks
By using the Bracket Products or Services, you represent that you have sufficient knowledge and experience in business and financial matters, including a sufficient understanding of blockchain or cryptographic tokens and technologies and other digital assets and Rewards, storage mechanisms, blockchain-based software systems, and blockchain technology, to be able to assess and evaluate the risks and benefits of the Bracket Products and Services contemplated hereunder, and will bear the risks thereof, including loss of all amounts paid, and the risk that the digital assets or Rewards exchanged or earned may have little or no value. You acknowledge and agree that there are risks associated with purchasing and holding crypto or digital assets, using blockchain technology and staking. These include, but are not limited to, risk of losing access to your digital assets due to slashing, loss of private key(s), custodial error or purchaser error, risk of mining or blockchain attacks, risk of hacking and security weaknesses, risk of unfavorable regulatory intervention in one or more jurisdictions, risk related to token taxation, risk of personal information disclosure, risk of uninsured losses, volatility risks, and unanticipated risks. You acknowledge that digital assets are not (i) deposits of or guaranteed by a bank (ii) insured by the United States Federal Deposit Insurance Corporation ("FDIC") or by any other governmental agency and (iii) that we do not custody and cannot transfer any digital assets you may interact with while using the Bracket Products or Services.
(b) Volatility
As with any asset, the prices of digital assets (including Rewards and brktETH) can increase or decrease, and there can be a substantial risk that you lose money buying, selling, holding, staking, or investing in digital assets. Fluctuations in the price of other digital assets could materially and adversely affect the value of your digital assets, which may also be subject to significant price volatility. You should consult your financial advisor, legal or tax professional regarding your specific situation and financial condition, and carefully consider whether trading, staking, or holding digital assets is suitable for you.
The Company is not registered with the U.S. Securities and Exchange Commission or any other financial regulatory agency and does not offer securities services in the United States or to U.S. persons. You acknowledge that digital assets staked through the Bracket Products or Services are not subject to protections or insurance provided by the FDIC or the Securities Investor Protection Corporation.
(c) Inherent Risks
There are also inherent risks associated with using cryptocurrencies and other digital or crypto assets, including, but not limited to, the risk of hardware, software, and Internet connections, the risk of malicious software introduction, and the risk that third parties may obtain unauthorized access to information stored within your Wallet. The regulatory regime governing blockchain technologies, cryptocurrencies and other digital assets is uncertain, and new regulations or policies may materially adversely affect the potential utility or value of such cryptocurrencies and digital assets. There also exists the risks of new taxation of the purchase or sale of cryptocurrencies and other digital assets. ANY STORAGE, DEPOSIT, PURCHASE OR SALE YOU MAKE, ACCEPT OR FACILITATE, WHETHER INSIDE OR OUTSIDE OF THE BRACKET PRODUCTS OR SERVICES, OF A DIGITAL ASSET, WILL BE ENTIRELY AT YOUR RISK. THE COMPANY DOES NOT CONTROL OR ENDORSE PURCHASES OR SALES OF DIGITAL ASSETS OUTSIDE OF THE BRACKET PRODUCTS AND SERVICES.
(d) Third-Party Risks
Strategy Managers leveraging managed third-party strategies may have no business plan, investment memorandum, revenues, or experience. The Company has no obligation, duty, or liability to ensure that advertising or solicitation set forth by Strategy Managers on the Bracket Platform is complete and accurate regarding any subject matter. Even if the Bracket Platform displays information about a particular strategy, such information may be old, outdated, or inaccurate. Always conduct appropriate due diligence before engaging with a Strategy Manager and depositing funds with the same.
(e) Use of Blockchain & Smart Contracts
Smart contracts execute automatically when certain conditions are met. Since smart contracts on Blockchain Networks typically cannot be stopped or reversed, vulnerabilities in their programming and design or other vulnerabilities that may arise due to hacking or other security incidents can have adverse effects to staked and restaked assets, including but not limited to significant volatility and risk of loss. The Bracket Products and Services are dependent on Blockchain Networks and their technologies. YOU ACCEPT AND ACKNOWLEDGE THAT WE WILL NOT BE RESPONSIBLE FOR ANY COMMUNICATION FAILURES, DISRUPTIONS, ERRORS, DISTORTIONS, OR DELAYS YOU MAY EXPERIENCE WHEN USING BLOCKCHAIN NETWORKS, HOWEVER CAUSED. UPGRADES TO BLOCKCHAIN NETWORKS, OR A CHANGE IN HOW TRANSACTIONS ARE CONFIRMED ON THE BLOCKCHAIN NETWORKS MAY HAVE UNINTENDED, ADVERSE EFFECTS ON ALL OTHER TRANSACTIONS LEVERAGING A BLOCKCHAIN NETWORK.
WE ARE NOT RESPONSIBLE FOR LOSSES DUE TO BLOCKCHAIN NETWORKS, OR ANY ELECTRONIC WALLET, INCLUDING, BUT NOT LIMITED TO, LATE REPORTING BY DEVELOPERS OR REPRESENTATIVES (OR NO REPORT AT ALL) OF ANY ISSUES WITH THE BLOCKCHAIN NETWORKS SUPPORTING THE BRACKET PRODUCTS OR SERVICES, INCLUDING FORKS, TECHNICAL NODE ISSUES, OR ANY OTHER ISSUES HAVING FUND LOSSES AS A RESULT.
WE WILL NOT BE RESPONSIBLE OR LIABLE TO YOU FOR ANY LOSSES YOU INCUR AS THE RESULT OF YOUR USE OF ANY BLOCKCHAIN NETWORK, OR YOUR ELECTRONIC WALLET, INCLUDING, BUT NOT LIMITED TO, ANY LOSSES, DAMAGES OR CLAIMS ARISING FROM: (I) USER ERROR, SUCH AS FORGOTTEN PASSWORDS, PRIVATE KEYS, OR INCORRECTLY CONSTRUED SMART CONTRACTS OR OTHER TRANSACTIONS; (II) SERVER FAILURE OR DATA LOSS; (III) CORRUPTED WALLET FILES; OR (IV) UNAUTHORIZED ACCESS OR ACTIVITIES BY THIRD PARTIES, INCLUDING, BUT NOT LIMITED TO, THE USE OF VIRUSES, PHISHING, BRUTE-FORCING, OR OTHER MEANS OF ATTACK AGAINST THE SITES, BLOCKCHAIN NETWORKS, OR ANY WALLET.
8. Disclaimers
ALL INFORMATION PROVIDED ON OR THROUGH THE BRACKET PRODUCTS AND SERVICES IS FOR INFORMATIONAL PURPOSES ONLY AND IS NOT A RECOMMENDATION FOR ANY INVESTMENT OR ADVICE OF ANY KIND, AND SHALL NOT CONSTITUTE OR IMPLY ANY OFFER TO PURCHASE, SELL OR HOLD ANY SECURITY, OR TO ENTER INTO OR ENGAGE IN ANY TYPE OF TRANSACTION. WE ARE NOT LICENSED AS BROKERS, BROKER-DEALERS, LAWYERS, ACCOUNTANTS, OR INVESTMENT ADVISORS, AND WE DO NOT PROVIDE INVESTMENT, LEGAL, TAX, OR OTHER ADVICE. YOU ACKNOWLEDGE AND UNDERSTAND THAT YOU SHOULD SEEK YOUR OWN PROFESSIONAL ADVISERS, INCLUDING LEGAL COUNSEL, FOR LEGAL, BROKERAGE, OR ACCOUNTING SERVICES AND THAT THE COMPANY'S PRODUCTS AND SERVICES ARE NOT A SUBSTITUTE FOR SUCH THIRD-PARTY PROFESSIONALS. WE MAY PROVIDE ADVICE AND PROFESSIONAL RECOMMENDATIONS TO ASSIST YOU TO RENDER INFORMED DECISIONS. HOWEVER, OUR SERVICES ARE NOT MEANT TO BE A SUBSTITUTE FOR LEGAL ADVICE OR YOUR EXERCISE OF YOUR OWN BUSINESS JUDGMENT. ANY SUCH JUDGMENTS OR DECISIONS ARE MADE AT YOUR SOLE ELECTION. WHEN OUR PRODUCTS OR SERVICES INCLUDE ESTIMATES OR PREDICTIONS OF FUTURE EVENTS OR BEHAVIORS, WE MAKE NO GUARANTEES AS TO THE OCCURRENCE OF SUCH FUTURE EVENTS OR BEHAVIORS.
IN ADDITION, ANY PRICES DETERMINED BY THE COMPANY USING AN ORACLE FEED, CLAIMS MADE USING A KEEPER CONTRACT, OR OTHERWISE MAY BE INACCURATE FOR REASONS OUTSIDE OF THE COMPANY'S REASONABLE CONTROL. THE COMPANY IS NOT RESPONSIBLE OR LIABLE FOR INACCURATE PRICES RESULTING FROM DELAYS OR UNAVAILABILITIES OF ORACLE, KEEPER CONTRACTS, BLOCKCHAIN NETWORKS, OR OTHER FACTORS OUTSIDE OF OUR CONTROL.
YOU UNDERSTAND AND AGREE THAT PURCHASING A CONTRACT THROUGH A BRACKET PRODUCT DOES NOT NECESSARILY ENTITLE YOU TO PURCHASE A DIGITAL ASSET IN THE PRICE RANGE FOR WHICH YOU PURCHASED SUCH CONTRACT. IF YOU HAVE PURCHASED A BRACKET PRODUCT AND THE PRICE OF THE APPLICABLE DIGITAL ASSET DOES NOT ENTER THE CLAIMABLE RANGE SET FORTH IN THE BRACKET PRODUCT, YOUR BRACKET PRODUCT WILL NOT BE USABLE, AND YOU WILL HAVE NO RECOURSE. ALL BRACKET PRODUCTS ARE PURCHASED AT YOUR OWN RISK.
THE COMPANY PROVIDES, AND USER ACCEPTS, THE BRACKET PRODUCTS, THE SERVICES, AND ALL DIGITAL ASSETS OBTAINED THROUGH THE FOREGOING ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT ANY WARRANTIES OF ANY KIND, INCLUDING THAT THE BRACKET PRODUCTS AND SERVICES, WILL OPERATE ERROR-FREE, THAT THE BRACKET PRODUCTS AND SERVICES, THE SERVERS, OR THE CONTENT ARE FREE OF COMPUTER VIRUSES OR SIMILAR CONTAMINATION OR DESTRUCTIVE FEATURES. WE HEREBY DISCLAIM ANY AND ALL WARRANTIES RELATING TO THE BRACKET PRODUCTS AND SERVICES AND YOUR USE THEREOF, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTIES' RIGHTS, AND FITNESS FOR PARTICULAR PURPOSE AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WE DO NOT REPRESENT OR WARRANT THAT: (I) YOUR ACCESS TO OR USE OF THE BRACKET PRODUCTS AND SERVICES OR ANY DIGITAL ASSETS WILL MEET YOUR REQUIREMENTS; (II) YOUR ACCESS TO OR USE OF THE BRACKET PRODUCTS AND SERVICES OR ANY DIGITAL ASSETS WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR; (III) THE BRACKET PRODUCTS, SERVICES, OR ANY CONTENT OR FEATURES MADE AVAILABLE ON OR THROUGH THE BRACKET PRODUCTS OR SERVICES, ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR (IV) ANY DATA THAT YOU DISCLOSE WHEN YOU USE THE BRACKET PRODUCTS OR SERVICES WILL BE SECURE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES IN CONTRACTS WITH CONSUMERS, SO SOME OR ALL OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
THE DIGITAL ASSETS ABOUT WHICH INFORMATION IS PROVIDED ON THE BRACKET PRODUCTS AND SERVICES, AND ANY INFORMATION PROVIDED IN CONNECTION WITH THE BRACKET PRODUCTS AND SERVICES, ARE NOT NECESSARILY VIEWED BY THE ISSUER OR SPONSOR OF ANY SUCH DIGITAL ASSETS, OR THOSE BUYING OR SELLING THE DIGITAL ASSET, AS SECURITIES UNDER APPLICABLE LAWS. AS A RESULT, IT IS UNLIKELY THAT FULSOME DISCLOSURES FROM THE ISSUER OR SPONSOR, OR ANY EXECUTIVE OFFICER ASSOCIATED WITH THE DIGITAL ASSET OR RELATED PROTOCOL HAVE BEEN PROVIDED, AND OTHERS MAY HAVE BETTER OR MORE INFORMATION THAN THE INFORMATION MADE AVAILABLE TO YOU VIA THE BRACKET PRODUCTS AND SERVICES, ANY INFORMATION PROVIDED IN CONNECTION WITH THE BRACKET PRODUCTS AND SERVICES OR TO WHICH YOU MAY INDEPENDENTLY HAVE ACCESS.
THESE TERMS DO NOT REPRESENT A COMPLETE STATEMENT OF RISK FACTORS ASSOCIATED WITH DIGITAL ASSETS THAT MAY BE PURCHASED OR TRACKED THROUGH THE BRACKET PRODUCTS AND SERVICES OR THAT MAY BE FEATURED OR DISCUSSED IN CONNECTION WITH THE BRACKET PRODUCTS AND SERVICES. YOU SHOULD CONSIDER THESE RISK WARNINGS CAREFULLY AND TAKE APPROPRIATE ADVICE BEFORE TAKING ANY DECISION TO PURCHASE OR TRADE A BRACKET PRODUCT.
THE BRACKET PRODUCTS AND SERVICES MAY CONTAIN TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS OR OMISSIONS. UNLESS REQUIRED BY APPLICABLE LAWS, WE ARE NOT RESPONSIBLE FOR ANY SUCH TYPOGRAPHICAL OR TECHNICAL ERRORS LISTED ON THE BRACKET PRODUCTS AND SERVICES. WE RESERVE THE RIGHT TO MAKE CHANGES, CORRECTIONS, AND/OR IMPROVEMENTS TO THE BRACKET PRODUCTS AND SERVICES AT ANY TIME WITHOUT NOTICE.
YOU ACCEPT THE INHERENT SECURITY RISKS OF PROVIDING INFORMATION AND DEALING ONLINE OVER THE INTERNET AND AGREE THAT WE HAVE NO LIABILITY OR RESPONSIBILITY FOR ANY BREACH OF SECURITY UNLESS IT IS DUE TO OUR GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.
WE PROVIDE A TECHNOLOGY PLATFORM THAT CONNECTS BUYERS AND SELLERS OF DIGITAL ASSETS AND FACILITATES TRANSACTIONS BETWEEN THEM. WE ARE NOT A BROKER, FINANCIAL INSTITUTION, OR CREDITOR. WE DO NOT AND CANNOT CONTROL THE ACTIONS OR OMISSIONS OF ANY INDIVIDUAL WITH WHOM YOU DEAL ON THE BRACKET PRODUCTS AND SERVICES. YOUR INTERACTIONS AND TRANSACTIONS WITH ANY OTHER USER THROUGH THE BRACKET PRODUCTS AND SERVICES ARE SOLELY BETWEEN YOU AND THAT USER, AND WE ARE NOT A PARTY TO ANY SUCH INTERACTION OR TRANSACTION. WE HEREBY DISCLAIM ANY AND ALL LIABILITY FOR ANY ACT OR OMISSION OF ANY USER OF THE BRACKET PRODUCTS AND SERVICES, AND ALL LIABILITY IN CONNECTION WITH ALL INTERACTIONS OR TRANSACTIONS MADE BETWEEN OR AMONG ANY OTHER USERS OF THE BRACKET PRODUCTS AND SERVICES. IF YOU HAVE AN ISSUE WITH ANY INTERACTION OR TRANSACTION THAT YOU ENTERED INTO WITH ANOTHER USER OF THE BRACKET PRODUCTS AND SERVICES, YOU MUST ADDRESS THAT ISSUE DIRECTLY WITH THE OTHER USER AND NOT WITH US – WE HAVE NO OBLIGATION TO ASSIST IN ANY OF THESE DISPUTES.
9. Limitation of Liability for Damages
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN CONNECTION WITH ANY WARRANTY, CONTRACT, OR COMMON LAW TORT CLAIMS, (I) IN NO EVENT SHALL THE COMPANY BE LIABLE TO USER FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, LOST PROFITS, BUSINESS INTERRUPTION LOSSES, OR LOSS OF DATA, RESULTING FROM THIS AGREEMENT, ACTIVITY AT THE BRACKET PRODUCTS OR SERVICES, OR ACTIONS BY THIRD PARTIES, REGARDLESS OF THE THEORY OF LIABILITY, INCLUDING EXPRESS CONTRACT, IMPLIED CONTRACT, NEGLIGENCE, WARRANTY, OR MISREPRESENTATION, AND WHETHER OR NOT WE ARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND (II) DIRECT DAMAGES ARE LIMITED TO THE AMOUNT OF THE PURCHASE PRICE PAID BY USER TO THE COMPANY FOR THE DIGITAL ASSET THAT IS THE SUBJECT OF ANY USER CLAIM.
ANY CLAIM RELATED TO THE BRACKET PRODUCTS AND SERVICES OR ANY DIGITAL ASSET PURCHASED USING THEM BROUGHT UNDER THIS AGREEMENT MUST BE BROUGHT WITHIN ONE (1) YEAR OF THE EVENT THAT IS THE SUBJECT OF SUCH CLAIM.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES. THEREFORE, SOME OF THE ABOVE LIMITATIONS ON WARRANTIES IN THIS SECTION MAY NOT APPLY TO YOU.
NOTHING IN THESE TERMS OF SERVICE SHALL AFFECT ANY NON-WAIVABLE STATUTORY RIGHTS THAT APPLY TO YOU.
10. Accessibility; External Sites
We may use third parties for services relating to the technology used to receive, store, and transmit data (such as server operations, hosting, maintenance, support, upgrading, and repair). Servers relating to the functioning of the Bracket Products and Services may occasionally be inaccessible due to repair, maintenance, upgrades, power sources, and other factors. Information transmitted by Users may be sent over an unsecured connection to an email service provider.
The Bracket Products and Services may contain links to third-party websites ("External Sites"). These links are provided solely as a convenience to you and not as an endorsement by us of the content or products available through such External Sites. The External Sites may offer third-party goods and services (the "Third Party Products"), and you acknowledge and agree that: (i) we do not manufacture or sell the Third Party Products and thus have no control over the quality, safety, legality or efficacy of any Third Party Product; (ii) we have no involvement in any transaction involving any Third Party Products; and (iii) we shall have no liability with respect to any Third Party Product or any transaction or interaction between you and the provider of any Third Party Product.
The content of such External Sites is developed and provided by others. You should contact the site administrator or webmaster for those External Sites if you have any concerns regarding such links or any content located on such External Sites. We are not responsible for the content of any linked External Sites and do not make any representations regarding the content or accuracy of materials on such External Sites. You should take precautions when downloading files from all websites to protect your computer from viruses and other destructive programs. If you decide to access linked External Sites, you do so at your own risk.
11. Suspension or Termination of Products and Services
You agree that we have the right to immediately suspend, pause or cancel your access to the Bracket Products or Services (including your account) if we suspect, in our sole discretion, that (i) your access is being used for money laundering or any illegal activity or otherwise in violation of our Community Guidelines; (ii) you have concealed or provided false identification information or other details; (iii) you have engaged in fraudulent activity; (iv) you have acquired digital assets using inappropriate methods (including but not limited to using stolen funds or payments methods, acquiring through nefarious means or from sanctioned wallets or accounts, or attempting to chargeback your payment while retaining or disposing of a digital asset); (v) you are using, employing, or operating bots or other forms of automation and/or multiple accounts to engage in any activity on a Bracket Product or Service; or (vi) you have otherwise acted fraudulently or in violation of this Agreement.
IF WE HAVE A REASONABLE BELIEF THAT YOU HAVE ENGAGED IN ACTIVITIES (i) THROUGH (vi) ABOVE, THE COMPANY RESERVES THE RIGHT, IN OUR SOLE DISCRETION, TO CLOSE AND/OR EXPIRE DERIVATIVE CONTRACTS. IN SOME CASES WHERE WE SUSPECT FRAUD OR RISK ASSOCIATED WITH YOUR USE OF THE BRACKET PRODUCTS OR SERVICES, WE MAY CHOOSE, IN OUR SOLE DISCRETION, TO CLOSE AND/OR EXPIRE DERIVATIVE CONTRACTS IN OUR SOLE, ABSOLUTE DISCRETION.
Except as expressly set forth in this Section, the Company has no control over, and no ability to control, your Wallet.
12. Digital Millennium Copyright Act
Reporting Claims of Copyright Infringement
We respect the intellectual property rights of others and attempt to comply with all relevant laws. We will review all claims of copyright infringement received and remove any content deemed to have been posted or distributed in violation of any such laws. Our designated agent under the Digital Millennium Copyright Act (the "Act") for the receipt of any Notification of Claimed Infringement which may be given under that Act is as follows:
If you believe that your work has been copied on the Bracket Products or Services in a way that constitutes copyright infringement, please provide our agent with notice in accordance with the requirements of the Act, including (i) a description of the copyrighted work that has been infringed and the specific location on the Bracket Products or Services where such work is located; (ii) a description of the location of the original or an authorized copy of the copyrighted work; (iii) your address, telephone number and e-mail address; (iv) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; (v) a statement by you, made under penalty of perjury, that the information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf; and (vi) an electronic or physical signature of the owner of the copyright or the person authorized to act on behalf of the owner of the copyright interest.
Counter-Notification Procedures
If you believe that material you posted on the Bracket Products or Services was removed or access to it was disabled by mistake or misidentification, you may file a counter-notification with us (a "Counter-Notice") by submitting written notification to our copyright agent (identified above).
Pursuant to the Act, the Counter-Notice must include substantially the following: (i) your physical or electronic signature; (ii) an identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access disabled; (iii) adequate information by which we can contact you (including your name, postal address, telephone number, and, if available, email address); (iv) a statement under penalty of perjury by you that you have a good faith belief that the material identified above was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled; (v) a statement that you will consent to the jurisdiction of the Federal District Court for the judicial district in which your address is located (or if you reside outside the United States for any judicial district in which the Bracket Products or Services may be found) and that you will accept service from the person (or an agent of that person) who provided the Bracket Products or Services with the complaint at issue.
The Act allows us to restore the removed content if the party filing the original notice does not file a court action against you within ten business days of receiving the copy of your Counter-Notice.
Please be aware that if you knowingly materially misrepresent that material or activity on the Bracket Products or Services was removed or disabled by mistake or misidentification, you may be held liable for damages (including costs and attorneys' fees) under Section 512(f) of the Act.
13. Promotions & Airdrops
The Company may offer certain promotions, airdrops, points, and rewards (collectively "Rewards") programs from time to time, which may be subject to separate additional terms and conditions. Rewards are not, and may never convert to, accrue to, be used as a basis to calculate, or become any other tokens or virtual assets or distribution thereof. Rewards may be virtual items with no monetary value. Rewards do not constitute any currency or property of any type and are not redeemable, refundable, or eligible for any fiat or virtual currency or anything else of value. Rewards may not be transferable between users, and you may not attempt to sell, trade, or transfer any Rewards, or obtain any manner of credit using any Rewards. If you choose to participate in any of our promotions, airdrops, rewards programs, or challenge opportunities, you agree that in order to grant you Rewards we may require additional information from you, including, without limitation, personally identifiable information that we may use to report Rewards issued to applicable governmental authorities as required (such as for tax purposes). Our collection, use, and disclosure of such personally identifiable information shall at all times be subject to the terms and conditions of our Privacy Policy.
ALL REWARDS ARE PROVIDED BY THE COMPANY ON AN "AS IS" BASIS. THE COMPANY DOES NOT MAKE, AND EXPRESSLY DISCLAIMS, ANY WARRANTY, WHETHER EXPRESS, IMPLIED OR STATUTORY, REGARDING THE REWARDS, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED OR STATUTORY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT.
Please be advised that by accepting any Rewards you acknowledge and agree that you may be liable to pay taxes on such Rewards. It is your responsibility to determine your tax liabilities and to comply with applicable law. Consult with your tax professional regarding potential tax implications related to Rewards.
14. User Responsibility and Indemnification
You acknowledge and agree that your access to the Bracket Products and Services are based upon the truth of the promises, statements, and representations made in this Agreement. You are solely responsible for any costs, expenses, and damages arising from breaches of this Agreement or third-party assertions inconsistent with User promises, statements, representations, and warranties. This obligation survives termination of this Agreement. You agree to use your best efforts to assist the Company in the investigation and resolution of any third-party claim(s) or assertion inconsistent with User's obligations under this Agreement, at no charge and promptly upon receipt of notice from the Company of such claim or assertion.
You agree to defend, indemnify, and hold us and our officers, directors, employees, successors, licensees and assigns harmless from and against any claims, actions, or demands, including, without limitation, reasonable legal and accounting fees, arising or resulting from (i) breach of any of your representations, warranties, covenants, or other obligations under these Terms; (ii) your misuse of the Bracket Products or Services, or any digital assets; (iii) your negligence or misconduct; (iv) any transaction that you enter into with another User of the Bracket Products or Services; or (v) any actual or alleged infringement or misappropriation of third party intellectual property rights by any content provided by you to the Company. We shall provide notice to you of any such claim, suit, or proceeding and shall assist you, at your expense, in defending any such claim, suit, or proceeding. We reserve the right, at your expense, to assume the exclusive defense and control of any matter that is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting our defense of such matter.
15. Communications with Us
Although we encourage you to email us, we do not want you to, and you should not, email us any content that contains confidential information. With respect to all emails and communications you send to us, including, but not limited to, feedback, questions, comments, suggestions, and the like, we shall be free to use any ideas, concepts, know-how, or techniques contained in your communications for any purpose whatsoever, including but not limited to, the development, production, and marketing of products and services that incorporate such information without compensation or attribution to you.
16. Compliance with Applicable Laws
The Bracket Products and Services are based in Panama City. However, Restricted Users are not permitted to access and use the Bracket Products or Services, including US and Panamanian Persons. Your access to the Bracket Products and Services from outside of Panama is at your own risk, and at all times, you are solely responsible for ensuring compliance with the laws of your specific jurisdiction in connection with your access to and use of the Bracket Products and Services.
17. Notices; Electronic Communications
We may provide User with notices by email using the information provided by User to us, or by postings to the Bracket Products or Services. Notice is deemed given upon the earlier of (a) actual receipt, (b) twenty-four (24) hours after an email is sent, or (c) five (5) calendar days after a notice is posted to the Bracket Products. User stipulates to electronic communications as the sole method of notice and communications, including service of legal process. During the term of this Agreement it is possible that the purchase, sale, use, and transfer of ownership of digital Assets may become subject to one or more laws not in effect as of the effective date hereof, or a change in the ownership of intellectual property rights of our licensors relevant to the Content. Such new laws, if any, or change of ownership, may fundamentally alter the power of the Company to grant the rights above or the exercise of such rights by User. In such case, we may update our Terms.
18. Privacy
Account information provided by User, and data about User generated in connection with this Agreement and User activities related to the Bracket Products or Services containing personally identifiable information, are subject to our Privacy Policy.
19. Entire Agreement
This Agreement incorporates by reference all terms appearing at the links identified in these is Agreement. The Agreement may be updated and modified by us from time to time. Those modifications are incorporated as part of the Agreement. If User does not accept the modifications to the Agreement, its sole remedy is to conclude its use of the Bracket Products and Services. By continuing to access or use the Bracket Products and Services after such modifications are made, you confirm your acceptance of the modified Agreement and all of the terms incorporated therein by reference effective as of the date these Agreement is modified. It is your sole responsibility to review the Agreement from time to time to view such changes and to ensure that you understand the terms and conditions that apply when you access or use the Bracket Products or Services.
All provisions which, by their nature, are intended to survive termination shall continue, including, without limitation, sections pertaining to equitable remedies, binding arbitration, class action, indemnification, and limitation of liability for damages.
20. Binding Arbitration
Subject to Section 21 below, in the event of a dispute arising under or relating to this Agreement ("Dispute"), you agree to first contact the Company and attempt to resolve the Dispute informally by sending a written notice of your Dispute to the Company by email at legal@bracket.fi ("Notice"). 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. We will respond to any such Notice as soon as reasonably practicable after receipt. If you and the Company cannot reach an agreement to resolve the Dispute within ninety (90) calendar days after our receipt of such Notice, then either party may elect to finally and exclusively resolve the Dispute by binding arbitration governed by the Federal Arbitration Act ("FAA"). Any election to arbitrate, at any time, shall be final and binding on the other party.
IF EITHER PARTY CHOOSES ARBITRATION, NEITHER PARTY SHALL HAVE THE RIGHT TO LITIGATE SUCH CLAIM IN COURT OR TO HAVE A JURY TRIAL, EXCEPT EITHER PARTY MAY BRING ITS CLAIM IN ITS LOCAL SMALL CLAIMS COURT, IF PERMITTED BY THAT SMALL CLAIMS COURT RULES AND IF WITHIN SUCH COURT'S JURISDICTION. ARBITRATION IS DIFFERENT FROM COURT, AND DISCOVERY AND APPEAL RIGHTS MAY ALSO BE LIMITED IN ARBITRATION.
All Disputes will be resolved before a neutral arbitrator selected jointly by the parties, whose decision will be final, except for a limited right of appeal under the FAA. The arbitration shall be commenced and conducted by JAMS pursuant to its then-current Comprehensive Arbitration Rules and Procedures and in accordance with the Expedited Procedures in those rules or, where appropriate, pursuant to JAMS' Streamlined Arbitration Rules and Procedures. All applicable JAMS' rules and procedures are available at the JAMS website www.jamsadr.com. Each party will be responsible for paying any JAMS filing, administrative and arbitrator fees in accordance with JAMS rules. Judgment on the arbitrator's award may be entered in any court having jurisdiction. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction. The arbitration may be conducted in person, through the submission of documents, by phone, or online. If conducted in person, the arbitration shall take place in Panama City, Panama. The parties may litigate in court to compel arbitration, to stay a proceeding pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator. The parties shall cooperate in good faith in the voluntary and informal exchange of all non-privileged documents and other information (including electronically stored information) relevant to the Dispute immediately after commencement of the arbitration.
21. Class Action Waiver
You agree that any arbitration or proceeding shall be limited to the Dispute between us and you individually. To the full extent permitted by Law, (i) no arbitration or proceeding shall be joined with any other; (ii) there is no right or authority for any Dispute to be arbitrated or resolved on a class action-basis or to utilize class action procedures; and (iii) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons. YOU AGREE THAT YOU MAY BRING CLAIMS AGAINST US ONLY IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.
22. Equitable Relief
You acknowledge and agree that in the event of a breach or threatened violation of our intellectual property rights or confidential and proprietary information by You, we will suffer irreparable harm and will therefore be entitled to injunctive relief to enforce this Agreement. We may, without waiving any other remedies under this Agreement, seek from any court having jurisdiction any interim, equitable, provisional, or injunctive relief that is necessary to protect our rights and property pending the outcome of the arbitration referenced above. You hereby irrevocably and unconditionally consent to the personal and subject matter jurisdiction of the courts of Panama City for purposes of any such action by us.
23. General Terms
This Agreement shall be governed by and construed in accordance with the laws of Panama without regard to conflict of laws principles. We reserve the right, in our sole discretion, to terminate this Agreement and/or restrict, suspend, or terminate your access to all or any part of the Bracket Products or Services, at any time and for any reason without prior notice or liability. We reserve the right to change, suspend, or discontinue all or any part of the Bracket Products or Services at any time without prior notice or liability.
No waiver by the Company shall be implied. A waiver must be in writing and signed by an officer of the Company. If any portion of this Agreement is found to be unenforceable, such portion will be modified to reflect the parties' intent set forth in such portion and only to the extent necessary to make it enforceable. The remaining provisions of this Agreement will remain in full force and effect. The Company may assign, subcontract, delegate, and transfer its rights and obligations under this Agreement to a third party. User represents he or she has the legal power to enter into this Agreement. This Agreement is binding upon the heirs, personal representatives, successors, and assigns of User. The section headings herein are provided merely for convenience and shall not be given any legal import.
We have the right, but not the obligation, to review and reject or remove content that, in our sole discretion, does not adhere to these Terms. We also reserve the right, in our sole and absolute discretion, to deny you access to any website, or to any portion of any website, for any reason with or without notice. We may, at our sole and absolute discretion, without notice or liability to you, and without limiting any of our other rights or remedies at law or in equity, immediately suspend or terminate your user account.