Welcome to the Firelight Protocol App
These Terms of Use ("Terms") govern your access to and use of the Firelight Protocol Interface (the "Interface"), collectively referred to as the "Services." The Services are made available in connection with the Firelight Protocol ecosystem ("Firelight," "we," "us," or "our").
The Firelight Protocol is a decentralized, non-custodial liquidity protocol comprised of open-source, self-executing smart contracts deployed on various permissionless public blockchains, such as Flare Networks (the "Firelight Protocol" or the "Protocol"). Firelight does not control or operate any version of the Firelight Protocol on any blockchain network, and no single person or entity can unilaterally control or shut down the Protocol.
The Interface is one of several applications through which users, via their self-custodial wallets, may interact with the Firelight Protocol.
ARBITRATION NOTICE: THESE TERMS CONTAIN AN ARBITRATION CLAUSE BELOW. EXCEPT FOR CERTAIN TYPES OF DISPUTES MENTIONED IN THAT ARBITRATION CLAUSE, YOU AND WE AGREE THAT ANY DISPUTES RELATING TO THE SERVICES WILL BE RESOLVED BY MANDATORY BINDING ARBITRATION, AND YOU WAIVE ANY RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS-ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.
You are entering into a binding Agreement.
BY ACCESSING OR USING OUR SERVICES, WHICH INCLUDE THE FIRELIGHT PROTOCOL INTERFACE, APPLICATIONS, AND OTHER SERVICES THAT LINK TO THESE TERMS, AS WELL AS ANY INFORMATION, TEXT, LINKS, GRAPHICS, PHOTOS, AUDIO, VIDEO, OR OTHER MATERIALS STORED, RETRIEVED OR APPEARING THEREON, WHETHER ACCESSED THROUGH THE INTERFACE OR OTHERWISE (COLLECTIVELY, THE "SERVICES"), YOU ARE ENTERING INTO A BINDING AGREEMENT WITH US THAT INCLUDES THESE TERMS, OUR PRIVACY POLICY, AND OTHER POLICIES REFERENCED HEREIN AS AMENDED FROM TIME TO TIME (COLLECTIVELY, THE "AGREEMENT").
To the extent there is a conflict between these Terms and any applicable additional terms, these Terms will control unless expressly stated otherwise. If you do not agree to these Terms, you may not use the Services.
Use of the Services.
To use the Services, you must be legally able to enter into the Agreement. By using the Services, you represent and warrant that you meet this eligibility requirement. If you do not, you must not access or use the Services.
We may update the Services and the Terms.
We may change or update the Services, the Agreement, and any part of the Terms without notice at any time, for any reason, at our sole discretion. Once any part of the Agreement is updated and in effect, you will be bound by the updated Agreement if you continue to use the Services. Save where the context requires otherwise, we may, at any time and without liability to you, modify or discontinue all or part of the Services (including access to the Services via any third-party links).
SERVICES
Informational nature of the Services
Firelight is an informational resource about the Protocol; however, it is not the exclusive or sole source.
All information provided in connection with your access and use of the Services is intended for informational purposes only. While we strive to provide accurate and reliable information, we cannot guarantee the accuracy, completeness, or timeliness of the information provided. The codebases of all versions of the Firelight Protocol are maintained on each full network node of the relevant blockchain. You should not take, or refrain from taking, any action based on any information available through the Services, including, without limitation, developer documentation, blog posts, data, articles, links to third-party content, community channels, news feeds, tutorials, posts, and videos. You further acknowledge and agree that we will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods, or services available on or through any such site or resource.
Phase-1 (Pre-Launch) Vaults; No Rewards and No Securities
From time to time, the Interface may enable interaction with pre-launch, non-reward-bearing vaults on the Protocol (“Phase-1 Vaults”). You acknowledge and agree that:
No rewards, yield, interest, fees, or other economic returns are available or promised in Phase-1, and your participation in any Phase-1 Vault does not create any right or entitlement to future rewards or economic benefits.
Any receipt token issued in connection with a deposit in a Phase-1 Vault (such as “stXRP”) is a technical receipt token only, evidencing a deposit of the underlying asset (e.g., FXRP) and does not confer any ownership, profit participation, income rights, or governance rights.
Phase-1 participation is made solely for functional and technical use of the Protocol (such as accessing non-custodial vault functionality or enabling use in other DeFi applications), and not for investment, speculative, or capital-formation purposes.
Any future reward-bearing or economic participation in later phases of the Firelight Protocol (if and when launched) will require separate actions, disclosures, and eligibility requirements, and your Phase-1 participation does not in itself constitute participation in any such future program or securities offering.
You further acknowledge that your Phase-1 participation does not constitute a purchase of any security and is not part of any securities offering or investment program, and that no reward-bearing participation is available at this stage.
Users retain full control over their cryptoassets.
It is important to understand that neither we nor any affiliated entity is a party to any transaction on the blockchain networks underlying the Firelight Protocol; we do not have possession, custody, or control over any cryptoassets or any user's funds. When you interact with the Firelight Protocol, you retain control over your cryptoassets at all times, subject only to the relevant smart contracts’ programmed logic (including any unbonding or withdrawal conditions).
Use of third-party self-custodial wallets.
To interact with the Firelight Protocol using the Interface, you will need to connect and engage with it through your self-custodial wallet. Your self-custodial wallet is provided by a third-party entity and is governed by separate terms and conditions set by that provider. These separate terms and conditions may involve additional fees, disclaimers, or risk warnings. It is your sole responsibility to review and understand the terms and conditions associated with your chosen self-custodial wallet provider and any third-party services. We provide no guarantee as to the usability, connectivity, or functionality of any such wallets or services and accept no liability relating to their use, fault, loss, consequences, or otherwise.
Flare Networks Users – Non-Custodial Disclaimer
By transacting via Flare Networks or any other supported network, you acknowledge that all activity is strictly non-custodial: we neither hold, control, nor guarantee any assets. You should review and accept any applicable network’s terms of use before continuing.
We are not intermediaries, advisors, or custodians.
Due to the non-custodial and decentralized nature of the technology, we are not intermediaries, agents, advisors, or custodians, and we do not have a fiduciary relationship or obligation to you regarding any decisions, actions, or transactions you make when using our Services. This includes, without limitation, any transactions you initiate with or through the Firelight Protocol or any other decentralized protocol, application, or service accessible via the Services. You are solely responsible for ensuring the accuracy, legality, and appropriateness of your interactions with any such third-party services, decentralized protocols, or smart contracts. We do not act as an intermediary, broker, agent, or fiduciary for any user or third party, and we disclaim any responsibility for the execution, settlement, or outcome of any transaction initiated by you.
We have no information about Protocol transactions beyond what is publicly available.
You acknowledge that we do not have information regarding any Firelight Protocol transactions beyond what is publicly available or obtainable via the applicable blockchain(s). We may collect information regarding the users of the Services in accordance with our Privacy Policy.
Fees and network costs.
Transactions conducted via blockchain networks may be subject to various fees imposed by third parties for access to and use of such permissionless networks. These fees may include, without limitation, gas fees paid to validators or block producers for processing transactions.
Additionally, certain decentralized protocols, applications, or third-party services that you access through the Services may impose separate fees, such as swap fees, liquidity provider fees, or fiat on- and off-ramp fees. Such fees are determined, levied, and collected solely by the relevant third parties and may be non-refundable, including where a transaction is reverted or unsuccessful.
You are solely responsible for understanding and bearing all costs, fees, and charges associated with your use of the Services. We make no representations, warranties, or guarantees as to the availability, accuracy, functionality, or suitability of any third-party services, fee structures, or transactions.
ASSUMPTION OF RISK
You assume the risks of engaging in novel and experimental technology.
Technologies such as smart contracts on various blockchains, cryptographic tokens generated by smart contracts, and other nascent software, applications, and systems that interact with blockchain-based networks are experimental, speculative, inherently risky, volatile, and subject to change. Bugs, malfunctions, cyberattacks, or changes to the applicable blockchain (e.g., forks) could disrupt these technologies and even result in a total loss of cryptoassets, their market value, or digital funds. We assume no liability or responsibility whatsoever for any such risks or consequences. If you are not comfortable assuming these risks, you should not access or engage in transactions using blockchain-based technology.
No investment, legal, tax, or financial advice.
The Services do not constitute, and are not intended to constitute, investment, legal, tax, financial, or other professional advice. We do not make any representations or warranties that any interaction with the Protocol is suitable or appropriate for you. You should consult your own professional advisors as necessary. You are solely responsible for any decisions made in connection with your use of the Services.
We are not liable for any third-party services or links.
We are not responsible for the content or services of any third party, including, without limitation, any network or apps like Discord, MetaMask, or other wallets, and we make no representations regarding the content or accuracy of any third-party services or materials. The use and access of any third-party products or services, including through the Services, are entirely at your own risk. We do not control, guarantee, endorse, or recommend any third-party content or services nor their use for any specific purpose.
Automated smart-contract execution.
You agree that all transactions accessed through blockchain-based networks will be automatically processed using one or more smart contracts. By engaging in transactions using the Services, you acknowledge and consent to the automatic processing of all transactions in connection with the Services, and that the applicable smart contract will dictate how funds and ownership of cryptoassets are distributed.
You accept all risks of using the Services.
You bear sole responsibility for fully evaluating the Services before using them, and all transactions on the blockchain are irreversible, final, and without refunds. The Services may be disabled, disrupted, or adversely impacted as a result of cyber-attacks, surges in activity, market volatility, viruses, or other operational or technical challenges. We disclaim any ongoing obligation to notify you of any and all potential risks of using and accessing the Services. You are responsible for ensuring you are familiar with and periodically review the risks of using such Services. You agree to accept these risks and agree that you will not seek to hold any Firelight Protocol Indemnified Party responsible for any resulting losses.
You are solely responsible for the security of your self-custodial wallet.
You are solely responsible for maintaining the security of your self-custodial wallet and any private keys or credentials associated with it. We do not and will not have access to your private keys. Unauthorized access to your wallet by third parties could result in loss or theft of your cryptoassets or funds. We have no involvement in, and you will not hold us responsible or liable for, managing or maintaining the security of your wallet. We accept no responsibility or liability for the use, loss, theft, unauthorized access, misplacement, or compromise of your wallet or related information.
Right to restrict access.
We reserve the right to restrict your access to or use of the Services for any or no reason, without notice, without recourse against us, and for an indefinite period of time. We are under no obligation to provide further information should we restrict your access.
We may, without justification or notice and without any recourse against us, restrict your access to the Services via any technically available methods if we suspect, in our sole and absolute discretion, that: (a) you are using the Services for money laundering, terrorist financing or any illegal activity; (b) you have engaged in fraudulent activity; (c) you have acquired cryptoassets using inappropriate methods, including the use of stolen funds to purchase such assets; (d) you are the target of any sanctions administered or enforced by the U.S. Department of the Treasury’s Office of Foreign Assets Control (“OFAC”), the United Nations Security Council, the European Union, His Majesty’s Treasury in the UK (or other UK regulatory agency), or any other legal or regulatory authority in any applicable jurisdiction; (e) either you, as an individual or an entity, or your wallet address is listed on the Specially Designated Nationals and Blocked Persons List (“SDN List”), Consolidated Sanctions List (“Non-SDN Lists), or any other sanctions lists administered by OFAC; (f) you are located, organized, or resident in a country or territory that is, or whose government is, the subject of sanctions, including but not limited to Cuba, Belarus, Russia, Venezuela, Iran, North Korea, The Crimea, Donetsk People’s Republic and Luhansk People’s Republic regions of Ukraine, and Syria; or (g) you have otherwise acted in violation of these Terms.
If we have a any suspicion that you are utilizing the Services for illegal purposes, we reserve the right to take whatever action we deem appropriate without any justification, notice and any recourse against us.
We do not guarantee the quality or accessibility of the Services.
As a condition of accessing or using the Services, you acknowledge and agree that the Services may from time to time be inaccessible or inoperable for any reason, including, but not limited to, equipment malfunctions, maintenance, causes beyond our control, disruptions to blockchain infrastructure, or unavailability of third-party service providers. We have no responsibility or liability for any potential or actual consequences resulting from the quality or accessibility of the Services.
You acknowledge and agree that you will access and use the Services entirely at your own risk. You should not engage in blockchain-based transactions unless it is suitable given your circumstances and financial resources. By using the Services, you represent and warrant that you are and will remain solely responsible for conducting your own due diligence into the risks of any transaction, the parties involved, and the underlying smart contracts and cryptoassets.
JURISDICTION; ELIGIBILITY; PROHIBITED USERS
Geographic and eligibility restrictions.
Use of the Services is subject to geographic, regulatory, and eligibility restrictions. You are prohibited from accessing and using the Services if you are located in, domiciled in, a tax resident or citizen of, or acting on behalf of any person or entity located in or subject to the laws of any Prohibited Jurisdiction (Belarus, Burma, Central African Republic, Cuba, Democratic Republic of the Congo, Ethiopia, Iran, Iraq, Lebanon, Libya, Mali, Nicaragua, North Korea, Russia, Somalia, South Sudan, Sudan, Syria, Venezuela, Yemen, Zimbabwe, Afghanistan, Algeria, Bosnia & Herzegovina, Guinea and Guinea-Bissau, Eritrea, Haiti, United Kingdom, Switzerland, European Union Countries).
You agree that you will not use VPNs, proxies, or other technical means to circumvent any geo-blocking or access restrictions and that you will not use the Services on behalf of any person or entity that is ineligible or located in a Prohibited Jurisdiction.
You are entirely responsible for complying with all laws and regulations applicable to you in your jurisdiction, including any restrictions on accessing or interacting with the Services or the Protocol.
TAXES
You are entirely responsible for your taxes and duties and any calculations thereof.
Blockchain-based transactions are novel, and their tax treatment is uncertain. You bear sole responsibility for paying any and all taxes, duties, and assessments now or hereafter claimed or imposed by any governmental authority associated with your use of the Services and/or payable as a result of using or exploiting any cryptoassets and interacting with smart contracts.
OWNERSHIP
License to use the Services.
Contingent upon your ongoing compliance with the Agreement, we grant you a personal, worldwide, revocable, non-exclusive, and non-assignable license to use the software provided to you as part of our Services, solely as permitted by these Terms. We may revoke this license, in whole or in part, at any time without justification, notice, or recourse.
Our rights.
We own any and all right, title, and interest in and to the Services, including, without limitation, copyrights in any content, code, data, or other materials that you may access or use on or through the Services. Except as expressly set forth herein, your use of or access to the Services does not grant you any ownership or other rights therein.
Feedback.
Any comments, bug reports, ideas, or other feedback that you may provide about our Services are entirely voluntary. You agree that we are free to use or not use any feedback as we see fit, including copying and sharing such feedback with third parties, without any obligation to you.
PROHIBITED CONTENT AND CONDUCT
You may only use the Services if you comply with this Agreement (including, without limitation, these Terms), applicable third-party policies, and all applicable laws, rules, regulations, and related guidance. The following conduct is prohibited:
Engaging in or promoting any unlawful, fraudulent, or illegal activity in any applicable jurisdiction, including, without limitation, money laundering, financing terrorism, tax evasion, violations of sanctions or export control laws, buying or selling illegal drugs, contraband, counterfeit goods, or illegal weapons.
Exploiting the Services for any unauthorized commercial purpose, including but not limited to resale, sublicensing, offering the Services to third parties, aggregating Services for resale, or using the Services to operate a service bureau or similar commercial service without our express permission.
Uploading or transmitting viruses, worms, Trojan horses, time bombs, cancel bots, spiders, malware, or any other harmful or disruptive code that may affect the functionality or operation of the Services.
Copying, reproducing, or making unauthorized use of any portion of the Services, including by attempting to reverse compile, disassemble, reverse engineer, frame, or otherwise derive the source code or underlying ideas.
Harvesting, scraping, mining, or otherwise collecting data or information from the Services without authorization, including through automated means such as bots, spiders, or crawlers.
Using the Services under false or fraudulent pretenses, including through impersonation, identity theft, use of fake credentials, or other deceitful conduct.
Interfering with other users’ access to or use of the Services.
Interfering with or circumventing security features, geoblocking, access restrictions, usage limits, geofencing measures, or other technical limitations of the Services or any third party’s systems, networks, or resources used in connection with the Services.
Engaging in any attack, hack, denial-of-service attack, interference, or exploit of any smart contract or protocol in connection with the Services (and actions technically permitted by a smart contract may nevertheless violate these Terms and applicable law).
Engaging in any anticompetitive behavior or misconduct, including but not limited to price fixing, market manipulation, or collusion.
Engaging in any other conduct that violates any applicable law or the spirit or intent of these Terms, as determined by in our sole discretion.
Violating our rules may result in our intervention and revocation of the Services.
You agree and acknowledge that if you use the Services to engage in conduct prohibited by applicable law or in contravention of our Terms and applicable policies, we permanently reserve the right to completely or partially restrict or revoke your access to the Services, either completely or for a period of time, without justification and without recourse against us at our sole and absolute discretion. We reserve the right without justification or notice, to amend, rectify, edit, or otherwise alter transaction data to remediate or mitigate any damage caused either to us or to any other person as a result of a user’s violation of this Agreement or applicable law.
We reserve the right to investigate violations.
We reserve the right to without restriction, investigate and prosecute any suspected or actual breaches of this Agreement, including the Terms. We may disclose any information as necessary to satisfy any law, regulation, legal process, or governmental request or authority.
DISCLAIMERS AND LIMITATIONS OF LIABILITY
We make no representations or warranties.
THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE AND OUR PARENTS, SUBSIDIARIES, AFFILIATES, RELATED COMPANIES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, CONSULTANTS, REPRESENTATIVES, PARTNERS, AND LICENSORS (COLLECTIVELY, THE “FIRELIGHT PROTOCOL INDEMNIFIED PARTIES”) MAKE NO GUARANTEES OF ANY KIND IN CONNECTION WITH THE SERVICES. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, THE FIRELIGHT PROTOCOL INDEMNIFIED PARTIES DISCLAIM ALL REPRESENTATIONS, WARRANTIES, COVENANTS AND CONDITIONS, WHETHER EXPRESS OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.
Limitation of Liability.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL ANY FIRELIGHT PROTOCOL INDEMNIFIED PARTY BE LIABLE TO YOU FOR ANY LOSS, DAMAGE, OR INJURY OF ANY KIND, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, CONSEQUENTIAL, PURE ECONOMIC OR PUNITIVE LOSSES OR DAMAGES, ARISING OUT OF OR IN CONNECTION WITH: (I) THE SERVICES OR YOUR INABILITY TO USE OR ACCESS THE SERVICES; (II) MISUSE OF THE SERVICES; (III) ANY USER CONDUCT ON THE SERVICES; OR (IV) TERMINATION, SUSPENSION OR RESTRICTION OF ACCESS TO ANY SERVICES.
IN ADDITION TO THE FOREGOING, NO FIRELIGHT PROTOCOL INDEMNIFIED PARTY SHALL BE LIABLE FOR ANY DAMAGES CAUSED IN WHOLE OR IN PART BY: (I) USER ERROR, SUCH AS FORGOTTEN PASSWORDS, SECURITY KEYS OR INCORRECTLY CONSTRUCTED SMART CONTRACTS OR OTHER TRANSACTIONS; (II) SERVER FAILURE OR DATA LOSS; (III) THE MALFUNCTION, UNEXPECTED FUNCTION OR UNINTENDED FUNCTION OF THE BLOCKCHAIN, ANY COMPUTER OR CRYPTOASSET NETWORK (INCLUDING ANY WALLET PROVIDER), INCLUDING WITHOUT LIMITATION LOSSES ASSOCIATED WITH NETWORK FORKS, REPLAY ATTACKS, DOUBLE-SPEND ATTACKS, SYBIL ATTACKS, 51% ATTACKS, GOVERNANCE DISPUTES, MINING DIFFICULTY, CHANGES IN CRYPTOGRAPHY OR CONSENSUS RULES, HACKING, OR CYBERSECURITY BREACHES; (IV) ANY CHANGE IN VALUE OF ANY CRYPTOASSET; (V) ANY CHANGE IN LAW, REGULATION, OR POLICY; (VI) EVENTS OF FORCE MAJEURE; OR (VII) ANY THIRD PARTY.
THIS LIMITATION OF LIABILITY IS INTENDED TO APPLY WITHOUT REGARD TO WHETHER OTHER PROVISIONS OF THESE TERMS HAVE BEEN BREACHED OR HAVE PROVEN INEFFECTIVE. THE LIMITATIONS SET FORTH IN THIS SECTION SHALL APPLY REGARDLESS OF THE FORM OF ACTION, WHETHER THE ASSERTED LIABILITY OR DAMAGES ARE BASED ON CONTRACT, INDEMNIFICATION, TORT, STRICT LIABILITY, STATUTE, OR ANY OTHER LEGAL OR EQUITABLE THEORY, AND WHETHER OR NOT THE FIRELIGHT PROTOCOL INDEMNIFIED PARTIES HAVE BEEN INFORMED OF THE POSSIBILITY OF ANY SUCH DAMAGE.
IN NO EVENT WILL THE FIRELIGHT PROTOCOL INDEMNIFIED PARTIES’ CUMULATIVE AND ENTIRE LIABILITY TO YOU OR ANY OTHER USER, FROM ALL CAUSES OF ACTION (INCLUDING CLASS ACTIONS) AND ALL THEORIES OF LIABILITY, EXCEED ONE THOUSAND U.S. DOLLARS (U.S. $1,000.00) COLLECTIVELY.
UNDER NO CIRCUMSTANCES SHALL ANY FIRELIGHT PROTOCOL INDEMNIFIED PARTY BE REQUIRED TO DELIVER TO YOU ANY VIRTUAL CURRENCY AS DAMAGES, MAKE SPECIFIC PERFORMANCE, OR ANY OTHER REMEDY. IF YOU WOULD BASE YOUR CALCULATIONS OF DAMAGES IN ANY WAY ON THE VALUE OF VIRTUAL CURRENCY, YOU AND WE AGREE THAT THE CALCULATION SHALL BE BASED ON THE LOWEST VALUE (AND NOT THE HIGHEST OR AN AVERAGE VALUE] OF THE VIRTUAL CURRENCY DURING THE PERIOD BETWEEN THE ACCRUAL OF THE CLAIM AND THE AWARD OF DAMAGES.
Some jurisdictions do not allow the exclusion or limitation of certain warranties and liabilities provided in this section; accordingly, some of the above limitations and disclaimers may not apply to you. To the extent applicable law does not permit Firelight Protocol to disclaim certain warranties or limit certain liabilities, the extent of Firelight Protocol’s liability and the scope of any such warranties will be as permitted to the fullest extent under applicable law.
INDEMNIFICATION
You agree to indemnify, defend, and hold harmless the Firelight Protocol Indemnified Parties from any claim or demand, including reasonable attorneys’ fees, made by any third-party due to or arising out of: (i) Your breach or alleged breach of the Agreement (including, without limitation, these Terms); (ii) Anything you contribute to the Services; (iii) Your misuse of the Services, or any smart contract and/or script related thereto; (iv) Your violation of any laws, rules, regulations, codes, statutes, ordinances, or orders of any governmental or quasi-governmental authorities; (v) Your violation of the rights of any third party, including any intellectual property right, publicity, confidentiality, property, or privacy right; (vi) Your use of a third-party product, service, and/or website; or (vii) Any misrepresentation made by you.
We reserve the right to assume, at your expense, the exclusive defense and control of any matter subject to indemnification by you. You agree to fully cooperate with our defense of any claim. You will not in any event settle any claim without our prior written consent.
ARBITRATION AGREEMENT AND GOVERNING LAW
You and we agree that any Dispute that cannot be resolved through the procedures set forth above will be resolved through binding arbitration in accordance with the arbitration rules of the British Virgin Islands International Arbitration Centre (“BVI IAC”). The arbitrator(s) shall have experience adjudicating matters involving Internet technology, software applications, financial transactions and, ideally, blockchain technology. The arbitrator’s award of damages must be consistent with the terms of the “Limitation of Liability” subsection of these Terms as to the types and amounts of damages for which a party may be held liable. The prevailing party will be entitled to an award of their reasonable attorney’s fees and costs. It is agreed that: (1) the tribunal shall consist of one arbitrator; (2) in default of agreement on the arbitrator to be appointed, the appointing authority shall be the BVI IAC; (3) the seat of arbitration shall be the British Virgin Islands; (4) the law governing the arbitration agreement contained in this section shall be the laws of the British Virgin Islands; (5) the language of the arbitration shall be English; (6) unless otherwise agreed by the parties to this Agreement, the parties undertake to keep confidential in relation to any mediation or arbitration under this Agreement, and to use only in connection with the mediation and arbitration; (7) the fact that a mediation and/or arbitration is taking place and the identity of the parties including those of the mediators and arbitrators in the mediation and arbitration; (8) all mediation and/or arbitration awards or orders made by the tribunal shall remain confidential.
UNLESS YOU TIMELY (WITHIN 5 DAYS OF ACCEPTING THESE TERMS) PROVIDE US WITH AN ARBITRATION OPT-OUT NOTICE (AS DEFINED BELOW IN THE SUBSECTION TITLED “YOUR CHOICES”), YOU ACKNOWLEDGE AND AGREE THAT YOU AND WE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING. FURTHER, UNLESS BOTH YOU AND WE OTHERWISE AGREE IN WRITING, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF ANY CLASS OR REPRESENTATIVE PROCEEDING.
Changes
By rejecting any changes to these Terms, you agree that you will arbitrate any Dispute between you and us in accordance with the provisions of this section as of the date you first accepted these Terms (or accepted any subsequent changes to these Terms).
GOVERNING LAW AND JURISDICTION
These Terms and any separate agreements whereby we provide you Services (unless otherwise specified in those separate agreements) shall be governed by and construed in accordance with the laws of the British Virgin Islands, without regard to its conflict-of-laws principles.
Except where a user has validly exercised a timely Opt-Out Notice from arbitration in accordance with these Terms, all Disputes shall be resolved exclusively by binding arbitration pursuant to the Arbitration Agreement set forth herein.
Where a user has validly provided an Opt-Out Notice within five (5) days from the date the user accepts these Terms, the parties agree that they shall first attempt to resolve any dispute through good-faith negotiations, failing which, the courts of the British Virgin Islands shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms, the Services, or their subject matter or formation (including non-contractual disputes or claims).