Exodus Terms of Use
Effective Date: Dec 24, 2017
Last Updated Date: February 19, 2024
PLEASE READ THESE TERMS OF USE AGREEMENT (THE “TERMS”) CAREFULLY AS
THEY FORM A BINDING LEGAL AGREEMENT BETWEEN YOU AND EXODUS
MOVEMENT, INC. (“EXODUS” OR “WE: AND ITS DERIVATIVES). THIS SITE AND
ANY OTHER SITES OF EXODUS (COLLECTIVELY, THE “SITE”) AND THE
INFORMATION ON IT ARE CONTROLLED BY EXODUS. THESE TERMS GOVERN THE
USE OF THE SITE AND APPLY TO ALL VISITORS TO THE SITE AND THOSE WHO USE
THE BLOCKCHAIN CURRENCY MANAGEMENT SOFTWARE THAT IS
DOWNLOADABLE FROM THE SITE (THE “SOFTWARE”), AS WELL AS OTHER
SERVICES AND RESOURCES CONTROLLED BY EXODUS THAT ARE AVAILABLE OR
ENABLED VIA THE SITE, (EACH A “SERVICE” AND COLLECTIVELY, THE
“SERVICES”, WHICH TERM INCLUDES THE SOFTWARE AND THE SITE UNLESS
EXPLICITLY SET FORTH BELOW). IMPORTANTLY, AS DISCUSSED IN SECTION 1.4
BELOW, THESE TERMS DO NOT GOVERN ANY INTERACTIONS YOU MAY HAVE
WITH OUR THIRD PARTY API PROVIDERS, EACH OF WHICH HAS ITS OWN TERMS.
BY CLICKING ON THE “I ACCEPT” BUTTON, COMPLETING THE REGISTRATION
PROCESS, DOWNLOADING THE SOFTWARE AND/OR BROWSING THE SITE, YOU
REPRESENT THAT (1) YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND
BY THE TERMS, (2) YOU ARE OF LEGAL AGE TO FORM A BINDING CONTRACT
WITH EXODUS, AND (3) YOU HAVE THE AUTHORITY TO ENTER INTO THE TERMS
PERSONALLY OR ON BEHALF OF THE LEGAL ENTITY ON FOR WHOM YOU ARE
USING THE SERVICES. THE TERM “YOU” REFERS TO YOU INDIVIDUALLY OR THE
LEGAL ENTITY ON WHOSE BEHALF THE SERVICES ARE USED, AS APPLICABLE. IF
YOU DO NOT AGREE TO BE BOUND BY THE TERMS, YOU MAY NOT ACCESS OR
USE THE SERVICES.
SECTION 9 OF THE TERMS CONTAINS AN ARBITRATION AGREEMENT WHICH
WILL, WITH LIMITED EXCEPTIONS, REQUIRE DISPUTES BETWEEN YOU AND
EXODUS TO BE SUBMITTED TO BINDING AND FINAL ARBITRATION. UNLESS YOU
OPT OUT OF THE ARBITRATION AGREEMENT: (1) YOU WILL ONLY BE PERMITTED
TO PURSUE CLAIMS AND SEEK RELIEF AGAINST US ON AN INDIVIDUAL BASIS,
NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE
ACTION OR PROCEEDING; AND (2) YOU ARE WAIVING YOUR RIGHT TO SEEK
RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL ON YOUR CLAIMS.
Exodus may modify these Terms at any time and in our sole discretion. If we do so, we will
change the “Last Updated” date at the beginning of these Terms. By Continuing to use the Site or
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Services following the release of updated Terms you consent to the updated Terms. We invite
you to check this page regularly for updates to these Terms.
- Use of the Services. The Software, the Site, the Services, and the information and content
available therein (“Exodus Content”) are protected worldwide by copyright laws. Subject to
the Terms, Exodus grants you a limited license to reproduce portions of Exodus Content
solely as required to use the Services for your personal or internal business purposes. Unless
otherwise specified by Exodus in a separate license, your right to use any Exodus Content is
subject to these Terms. Exodus is not a bank or financial institution and does not provide
investment or financial advice, or consulting services to users of the Services. We are
solely the provider of the Services.
1.1. Exodus Software. Use of the Software is governed by these Terms. Exodus delivers the
Software via download and Exodus will not provide you with any tangible copy of the
Software. Subject to your compliance with the Terms, Exodus grants you a
nonassignable, non-transferable, non-sublicensable, revocable, and non-exclusive license
to use the Software on computers you own or control solely for your personal or internal
business purposes. Because the Software is locally installed, you are responsible for
the security of the device on which it is installed, including ensuring that you keep
anti-virus software current and otherwise protect the device on which the Software
is installed against malware. Exodus is not responsible for any loss or damages –
including loss of funds or lockout from accounts accessed via the Software –
resulting from your failure to keep the device on which the Software is installed
safe and free of any malware. Exodus cannot recover passwords or unlock account
information stored on the Software in any circumstances, including if the Software
is compromised by malware on your computer, and it is your sole responsibility to
take all reasonable precautions to secure and backup your copy of the Software and
the information stored on it.
1.2. Updates. The Software and Services are evolving and you may be required to accept or
install updates to the Software or Services, or update third-party software (i.e., browsers
or OS) in order to keep using the Software or Services or access their latest features,
including security updates. We may update the Software and Services at any time,
without providing notice. It is your responsibility to ensure that you are using the most
recent version of the software at all times.
1.3. Price Alerts. By using the Price alerts feature, you agree that: Price alerts are for
informational purposes only. Price alerts may be delayed, limited or inaccurate and may
not cover all assets. Exodus is not responsible for any customer losses caused by price
alerts.
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1.4. Certain Restrictions. By accessing the Services, you agree not to:
(a) license, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise
commercially exploit the Services or Exodus Content, or any portion thereof,
including on a service bureau or equivalent basis;
(b) frame or enclose any trademark, logo, or other Exodus Content, (including
images, text, page layout or form);
(c) use any metatags or other “hidden text” using Exodus’ name or trademarks;
(d) modify, translate, adapt, merge, make derivative works of, disassemble,
decompile, reverse compile or reverse engineer any part of the Services or Software
(except to the extent this restriction is expressly prohibited by applicable law);
(e) use any manual or automated software, devices or other processes (including
spiders or other data mining tools) to “scrape” or download data from any web pages
in the Site (except that we grant operators of public search engines revocable
permission to do so for the sole purpose of creating publicly available searchable
indices (but not caches or archives) of such content;
(f) access the Site, Services, or Software in order to build a similar or competitive
Site, Services, or Software;
(g) copy, reproduce, distribute, republish, download, display, post or transmit any
Exodus Content except as expressly permitted herein; and
(h) remove or destroy any copyright notices or other proprietary markings contained
on or in the Services or Exodus Content. Exodus, its suppliers and service providers
reserve all rights not granted in the Terms. Any unauthorized use of the Services
terminates the licenses granted by Exodus herein.
1.5. Third Party API Providers
● The Services may incorporate, or may provide access to, applications or materials that are
hosted by or allow users to transfer custody to another party, including, but not limited to:
○ Crypto assets, such as Ethereum and Bitcoin;
○ Cryptocurrency exchanges (for token-to-token exchanges), such as 1inch
(1inch.io), Aeroswap (aeroswap.io), ChangeHero (changehero.io), Changelly
(changelly.com), Changenow (changenow.io), Cripto InterCambio
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(criptointercambio.com), Jupiter (jup.io), LetsExchange (letsexchange.io),
n.Exchange (n.Exchange), Ramp Swaps, Ltd. (ramp.network), and Switchain
(switchain.com);
○ Information providers (for price data, market data, and other relevant
information), such as Coingecko (Coingecko.com), Coinmarketcap
(Coinmarketcap.com), and Cryptocompare (Cryptocompare.com); and
○ Other third-party services such as tZERO ATS, LLC, tZERO Markets, LLC,
Electronic Transaction Clearing, Inc., DBA Apex Pro., and Next Gen Blockchain
Technologies, Ltd DBA SportX (in select markets) (collectively, “Third Party
Services”).
○ Third party custodial services such as Wallet of Satoshi. Wallet of Satoshi is a
custodial lightning network wallet. By depositing funds into the lightning wallet,
you understand you no longer retain custody of those funds while they remain in
this wallet. Exodus is not responsible for any loss of funds resulting from using
Wallet of Satoshi or any third party custody integration
● You understand and agree that all cryptocurrency exchanges and information
provided through the Services are executed by Third Party Service providers, and
that Exodus does not itself directly exchange virtual currencies or provide data on
prices.
● You also understand and agree that access to Third Party API Providers may be
geo-blocked for residents of certain countries and certain states of the United States.
There can be no assurance that any security measures that we or our third-party service
providers have implemented will be effective against current or future security threats.
While we take steps in an effort to protect the security of our platform and the
availability, integrity, confidentiality and security of our data, our security measures or
those of our third-party providers could fail and result in unauthorized access to or use of
our platform or unauthorized, accidental or unlawful access to, or disclosure,
modification, misuse, loss or destruction of, our or our customers’ data.
● While we strive to provide users with accurate and real-time information on digital asset
prices and other relevant market data, we do not guarantee the accuracy of information
provided by third party information providers. We strongly recommend users verify any
information, including but not limited to pricing information, before relying on this
information for decisions of any kind. The information is provided by and belongs to the
individual information providers and we assume no ownership or any liability over any
such information. Furthermore, as a condition of using the Services, you agree that we
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shall assume no liability for any decisions made by you or any other users based on this
information.
● You understand and acknowledge that private keys may be compromised if customers
choose to store their private keys in non-secure systems, such as third-party email
services, which may be susceptible to security breaches and security incidents, despite
our efforts to discourage our customers from engaging in these practices. Although such
incidents are outside of our control and do not relate to any insecurity or vulnerability on
the part of the Exodus Platform, customers may nevertheless blame or become
dissatisfied with the Exodus Platform as a result of these negative experiences.
● Neither Exodus, nor any of our third party API providers will ever ask you to share any
credential, private key, or other sensitive information with us or them. Do not share any
credential, private key, or other sensitive information with any third party without
validating their legitimacy.
● Third Party API Providers are available to you, subject to the terms and conditions of
each third party provider. To the extent Third Party API Providers have terms that differ
from these Terms, you may be required to agree to those terms in order to access their
Software, Site, or Services.
● We do not control the terms, policies, or performance of any third party, and are not
responsible for any performance, or failure to perform, or loss of funds of any Third
Party Software, Site, or Services, including pricing information, exchange rates,
processing of transactions, third party custody service and similar activities. We do
not provide customer support for transactions performed on third-party API
provider’s Software, Site, or Services. When you leave the Exodus software and
access the third-party’s software, their Terms of Service govern the transaction. You
understand and acknowledge that all transactions you initiate with any of our
third-party providers are final and Exodus will not be responsible for any
refunds
1.6. User Content. You are responsible for all data and information provided or uploaded by
you to the Services (“User Content”), whether publicly posted (i.e., in a user forum, if
applicable) or privately transmitted (i.e., to us in connection with a support request). You
are solely responsible for the accuracy and completeness of User Content you submit,
and represent and warrant that you have all rights required in order to post such User
Content. We may, in our sole discretion, delete any User Content that we determine
violates these Terms. To the extent that you provide us with or we may have access to
any information that allows us to identify you or any other individual (“Personal
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Information”) in connection with your use of the Services, we will preserve, safeguard,
and use such information as set forth in our Privacy Policy.
1.7. Necessary Equipment and Software. You must provide all equipment and software
necessary to connect to use the Services. You are solely responsible for any fees,
including Internet connection or mobile fees, that you incur when accessing or using the
Services. - Ownership.
2.1. Generally. Exodus and its suppliers own all right, title and interest in and to the Exodus
content contained within the Software, Site, and Services. You will not remove, alter or
obscure any copyright, trademark, service mark or other proprietary rights notices
incorporated in or accompanying the Exodus Content.
2.2. Trademarks. Exodus Movement, Inc. and other related graphics, logos, service marks
and trade names used on or in connection with the Services are the trademarks of Exodus
and may not be used without permission in connection with any third-party products or
services. Other trademarks, service marks, and trade names that may appear on or in the
Site or Services are the property of their respective owners.
2.3. User Content. You own your User Content. By posting, displaying, sharing or
distributing User Content on or through the Software, Site, or Services, you grant us, and
any Third Party API Provider used in connection with the Services, a nonexclusive
license to use the User Content solely for the purpose of operating the Services. Except
as prohibited by applicable law, we may disclose any information in our possession
(including User Content) in connection with your use of the Services, to:
(a) comply with legal process;
(b) enforce these Terms,
(c) respond to your requests for customer service, or
(d) protect the rights, property or personal safety of Exodus, our employees, directors or
officers, partners and agents, or members of the public.
2.4. Feedback. You may provide ideas, suggestions, documents, and/or proposals about the
Services to Exodus through any means (“Feedback”), and you grant Exodus a fully
paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and sublicensable
right and license to use Feedback for any legitimate purpose.
6 - User Conduct. You may not use the Software, Site, or Services for any purpose that is
prohibited by the Terms or applicable law. You will not (and will not permit any third party
to) take any action or make available any content on or through the Site, Software, or
Services that:
(a) infringes any intellectual property rights of any person or entity;
(b) is unlawful, threatening, harassing, defamatory, libelous, deceptive, fraudulent, invasive
of another’s privacy, tortious, obscene, or offensive;
(c) is unauthorized or unsolicited advertising, junk or bulk e-mail;
(d) involves commercial activities and/or sales, such as contests, sweepstakes, barter,
advertising, or pyramid schemes;
(e) impersonates any person or entity, including any employee or representative of Exodus;
(f) interferes with the proper functioning of the Software, Site, or Services;
(g) engages in any potentially harmful acts directed against the Software, Site, or Services,
including violating any security features, introducing viruses, worms, or similar harmful code
into the Software, Site, or Services; or
(h) attempts to do any of the foregoing. - Investigations. Although Exodus does not generally monitor user activity on the Software,
Site or Services, if Exodus becomes aware of any possible violations by you of any provision
of the Terms, Exodus may investigate such violations, and at its sole discretion may take any
of the actions set forth in Section 8 below. - Indemnification. You agree to indemnify and hold Exodus harmless from any losses, costs,
liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of:
(a) your use of, or inability to use, the Software, Site, or Services;
(b) your violation of the Terms;
(c) your violation of any rights of another party, including any other users of the
Software, Site, or Services; or
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(d) your violation of any applicable laws, rules or regulations. Exodus may, at its own cost,
assume the exclusive defense and control of any matter otherwise subject to indemnification
by you, in which event you will fully cooperate with Exodus in asserting any available
defenses. This provision does not require you to indemnify any Exodus Party for any fraud,
gross negligence, or wilful misconduct in connection with the Services. - Disclaimer of Warranties.
6.1. As Is. THE SOFTWARE, SITE, SERVICES, AND ANY INFORMATION
DISPLAYED THEREIN ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE”
BASIS, WITH ALL FAULTS, AND EXODUS EXPRESSLY DISCLAIMS ALL
WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND
ARISING FROM OR RELATED TO THESE TERMS OR YOUR USE OF THE SITE,
SERVICES, SOFTWARE, OR ANY INFORMATION DISPLAYED THEREIN,
INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND
FITNESS FOR A PARTICULAR PURPOSE. YOU ACKNOWLEDGE THAT, TO THE
EXTENT ALLOWED BY APPLICABLE LAW, ALL RISK OF USE OF THE
SITE, SERVICES, AND SOFTWARE RESTS ENTIRELY WITH YOU.
6.2. Beta Releases. FROM TIME TO TIME, EXODUS MAY OFFER NEW “BETA”
FEATURES OR TOOLS WITH WHICH ITS USERS MAY EXPERIMENT. SUCH
FEATURES OR TOOLS ARE OFFERED SOLELY FOR EXPERIMENTAL
PURPOSES, WITHOUT ANY WARRANTY OF ANY KIND, AND MAY BE
MODIFIED OR DISCONTINUED AT EXODUS’ SOLE DISCRETION.
Third Party Conduct. EXODUS IS NOT LIABLE, AND YOU AGREE NOT TO SEEK TO
HOLD EXODUS LIABLE, FOR THE CONDUCT OF THIRD PARTIES ON OR ACCESSED
VIA THE SOFTWARE, SITE, OR SERVICES, INCLUDING THE USE OF THIRD PARTY
API PROVIDERS’S SOFTWARE AND OR SERVICES. THE RISK OF INJURY FROM USE
OF SUCH THIRD PARTY SOFTWARE AND SERVICES RESTS ENTIRELY WITH YOU. - Limitation of Liability.
7.1. Disclaimer. IN NO EVENT WILL EXODUS BE LIABLE FOR ANY LOST PROFITS,
REVENUE OR DATA, INDIRECT, INCIDENTAL, SPECIAL, OR
CONSEQUENTIAL DAMAGES, OR DAMAGES OR COSTS DUE TO LOSS OF
PRODUCTION OR USE, BUSINESS INTERRUPTION, OR PROCUREMENT OF
SUBSTITUTE GOODS OR SERVICES ARISING OUT OF OR IN CONNECTION
WITH THE SERVICES, WHETHER OR NOT EXODUS HAS BEEN ADVISED OF
THE POSSIBILITY OF SUCH DAMAGES, AND REGARDLESS OF THE THEORY
OF LIABILITY ASSERTED.
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7.2. Cap on Liability. UNDER NO CIRCUMSTANCES WILL EXODUS BE LIABLE TO
YOU FOR DAMAGES ARISING OUT OF THE USE OF OUR SOFTWARE, SITE,
OR SERVICES EXCEEDING ONE THOUSAND DOLLARS ($1,000.00).
7.3. Exceptions. The limitations in Sections 7.1 and 7.2 will not apply to damages caused by
the fraud, gross negligence, or wilful misconduct of Exodus, or to the extent such
limitations are precluded by applicable law (in which case Exodus’ liability will be
increased to the minimum amount required to comply with such law). - Term and Termination.
8.1. Term. The Terms commence on the date when you accept them (as described in the
preamble above) and remain in full force and effect for so long as you access or use the
Software, Site, or Services, unless terminated earlier in accordance with this Section 8.
8.2. Termination by Exodus. Exodus may, at any time and for any reason, cease providing
any or all of the Software, Site, or Services, and/or terminate the Terms. Without limiting
the foregoing, we may also terminate your access to any or all of the Exodus content.
8.3. Termination by You. Except as set forth in Section 8.4, these Terms will be of no
further force and effect with respect to you if you cease all use of the Services and
Software and no longer visit the Site.
8.4. Effect of Termination. Upon termination of any Service, your right to use the Software,
Site, and Service will automatically terminate immediately. Exodus will not have any
liability whatsoever to you for any suspension or termination. All provisions of the
Terms which by their nature should survive termination of Services will do so, including
Sections 2, 5, 6, 7, 8.4, 9 and 10. - Dispute Resolution. Please read this Section 9 (the “Arbitration Agreement”) carefully. It
requires you to arbitrate disputes with Exodus and limits the manner in which you can
seek relief.
9.1. Applicability of Arbitration. You agree that any dispute or claim relating in any way to
your access or use of the Site, Services, or Software, or to any aspect of your relationship
with Exodus, will be resolved by binding arbitration, rather than in court, except that (1)
you may assert claims in small claims court if your claims qualify, so long as the matter
remains in such court and advances only on an individual (non-class, non-representative)
basis; and (2) you or Exodus may seek equitable relief in court for infringement or other
misuse of intellectual property rights (such as trademarks, trade dress, domain names,
trade secrets, copyrights, and patents). This Arbitration Agreement will apply,
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without limitation, to all claims that arose or were asserted before the Effective
Date of this Agreement or any prior version of this Agreement.
IF YOU AGREE TO ARBITRATION WITH EXODUS, YOU ARE AGREEING IN
ADVANCE THAT YOU WILL NOT PARTICIPATE IN OR SEEK TO RECOVER
MONETARY OR OTHER RELIEF IN ANY LAWSUIT FILED AGAINST EXODUS
ALLEGING CLASS, COLLECTIVE, AND/OR REPRESENTATIVE CLAIMS ON YOUR
BEHALF. INSTEAD, YOU MAY BRING YOUR CLAIMS AGAINST EXODUS IN AN
INDIVIDUAL ARBITRATION PROCEEDING. IF SUCCESSFUL ON SUCH CLAIMS,
YOU COULD BE AWARDED MONEY OR OTHER RELIEF BY AN ARBITRATOR.
YOU ACKNOWLEDGE THAT YOU HAVE BEEN ADVISED THAT YOU MAY
CONSULT WITH AN ATTORNEY IN DECIDING WHETHER TO ACCEPT THESE
TERMS, INCLUDING THIS ARBITRATION AGREEMENT.
9.2. Arbitration Rules and Forum. The Federal Arbitration Act governs the interpretation
and enforcement of this Arbitration Agreement. To begin an arbitration proceeding, you
must send a letter requesting arbitration and describing your claim to our registered
agent Exodus Movement, Inc. 251 Little Falls Drive, Wilmington, DE 19808, with a
copy to Exodus Movement, Inc. 15418 Weir Street, No. 333, Omaha, NE 68137. The
arbitration will be conducted by JAMS, an established alternative dispute resolution
provider. Disputes involving claims and counterclaims under $250,000, not inclusive of
attorneys’ fees and interest, will be subject to JAMS’s most current version of the
Streamlined Arbitration Rules and procedures available at
http://www.jamsadr.com/rules-streamlined-arbitration/; all other claims will be subject to
JAMS’s most current version of the Comprehensive Arbitration Rules and Procedures,
available at http://www.jamsadr.com/rules-comprehensive- arbitration/. JAMS’s rules are
also available at www.jamsadr.com or by calling JAMS at 800-352-5267. If JAMS is not
available to arbitrate, the parties will select an alternative arbitral forum. If the arbitrator
finds that you cannot afford to pay JAMS’s filing, administrative, hearing and/or other
fees and cannot obtain a waiver from JAMS, Exodus will pay them for you. In addition,
Exodus will reimburse all such JAMS’s filing, administrative, hearing and/or other fees
for claims totalling less than $10,000 unless the arbitrator determines the claims are
frivolous. Likewise, Exodus will not seek attorneys’ fees and costs in arbitration unless
the arbitrator determines the claims are frivolous.
You may choose to have the arbitration conducted by telephone, based on written
submissions, or in person in New Castle County, Delaware. Any judgment on the award
rendered by the arbitrator may be entered in any court of competent jurisdiction. All
arbitration pleadings and proceedings will be conducted in English.
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9.3. Authority of Arbitrator. The arbitrator, and not any federal, state or local court or
agency will have exclusive authority to:
(a) Determine the scope and enforceability of this Arbitration Agreement; and
(b) Resolve any dispute related to the interpretation, applicability, enforceability or
formation of this Arbitration Agreement including, but not limited to any claim that all
or any part of this Arbitration Agreement is void or voidable.
The arbitration will decide the rights and liabilities, if any, of you and Exodus. The
arbitration proceeding will not be consolidated with any other matters or joined with any
other cases or parties. The arbitrator will have the authority to grant motions dispositive
of all or part of any claim. The arbitrator will have the authority to award monetary
damages and to grant any non-monetary remedy or relief available to an individual under
applicable law, the arbitral forum’s rules, and the Agreement (including the Arbitration
Agreement). The arbitrator will issue a written award and statement of decision
describing the essential findings and conclusions on which the award is based, including
the calculation of any damages awarded. The arbitrator has the same authority to award
relief on an individual basis that a judge in a court of law would have. The award of the
arbitrator is final and binding upon you and us.
9.4. Waiver of Jury Trial. YOU AND EXODUS HEREBY WAIVE ANY
CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE
A TRIAL IN FRONT OF A JUDGE OR A JURY. You and Exodus are instead electing
that all claims and disputes will be resolved by arbitration under this Arbitration
Agreement, except as specified in Section 9.1 above. An arbitrator can award on an
individual basis the same damages and relief as a court and must follow this Agreement
as a court would. However, there is no judge or jury in arbitration, and court review of
an arbitration award is subject to very limited review.
9.5. Waiver of Class or Consolidated Actions. ALL CLAIMS AND DISPUTES WITHIN
THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED ON
AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS, ONLY INDIVIDUAL
RELIEF IS AVAILABLE, AND CLAIMS OF MORE THAN ONE CUSTOMER OR
USER CANNOT BE ARBITRATED OR CONSOLIDATE WITH THOSE OF ANY
OTHER CUSTOMER OR USER. Notwithstanding anything to the contrary herein, (a)
representative action for public injunctive relief may be arbitrated on a class basis and
(b) in the event that the foregoing sentence is deemed invalid or unenforceable with
respect to a particular class or dispute for recovery of damages, neither you nor we are
entitled to arbitration and instead claims and disputes will be resolved in a court as set
forth in Section 10.5.
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9.6. 30-Day Right to Opt Out. You have the right to opt out of this Arbitration Agreement
by sending written notice of your decision to opt out to the following address: Exodus
Movement, Inc. 15418 Weir Street, No. 333 Omaha, NE 68137, or via email to
support@exodus.io, within 30 days after first becoming subject to this Arbitration
Agreement. Notice must include your name and address and an unequivocal statement
that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration
Agreement, all other parts of the Terms will continue to apply to you. Opting out of this
Arbitration Agreement has no effect on any other arbitration agreements that you may
currently have, or may enter in the future, with us.
9.7. Severability. If any part of this Arbitration Agreement is found under the law to be
invalid or unenforceable, then such part will be of no force and effect and will be
severed and the remainder of the Arbitration Agreement will continue in full force and
effect.
9.8. Survival of Agreement. This Arbitration Agreement will survive the termination of
your relationship with Exodus.
9.9. Modification. Notwithstanding any provision in this Agreement to the contrary, we
agree that if Exodus makes any future material change to this Arbitration Agreement, it
will not apply to any individual claim(s) that you had already provided notice of to
Exodus. - General Provisions.
10.1. Electronic Communications. Communications between you and Exodus use electronic
means, whether made via the Site or Services or sent via e-mail, or whether Exodus
posts notices on the Site or Services. For contractual purposes, you (1) consent to
receive communications from Exodus in an electronic form; and (2) agree that all terms
and conditions, agreements, notices, disclosures, and other communications that Exodus
provides to you electronically satisfy any legal requirement that such communications
would satisfy if it were to be in writing. The foregoing does not affect your statutory
rights.
10.2. Assignment. The Terms, and your rights and obligations hereunder, may not be
assigned, subcontracted, delegated or otherwise transferred by you without Exodus’
prior written consent.
10.3. Force Majeure. Exodus will not be liable for any delay or failure to perform resulting
from causes outside its reasonable control, including, but not limited to, acts of God,
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war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods,
accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.
10.4. Questions, Complaints, Claims. If you have any questions, complaints or claims with
respect to the Site, Services or Software, please contact us at: support@exodus.io or at
Exodus Movement, Inc. 15418 Weir Street, No. 333 Omaha, NE 68137. We will do our
best to address your concerns.
10.5. Exclusive Venue. To the extent the parties are permitted under these Terms to initiate
litigation in a court, both you and Exodus agree that all claims and disputes arising out of
or relating to the Terms will be litigated exclusively in the state or federal courts located
in New Castle County, Delaware.
10.6. Governing Law. THE TERMS AND ANY ACTION RELATED THERETO WILL BE
GOVERNED AND INTERPRETED BY AND UNDER THE LAWS OF THE STATE
OF DELAWARE, CONSISTENT WITH THE FEDERAL ARBITRATION ACT,
WITHOUT GIVING EFFECT TO ANY PRINCIPLES THAT PROVIDE FOR THE
APPLICATION OF THE LAW OF ANOTHER JURISDICTION. THE UNITED
NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE
OF GOODS DOES NOT APPLY TO THESE TERMS.
10.7. Notice. Where Exodus requires that you provide an e-mail address, you are responsible
for providing Exodus with your most current e-mail address. In the event that the last
e-mail address you provided to Exodus is not valid, or for any reason is not capable of
delivering to you any notices required/ permitted by the Terms, Exodus’s dispatch of the
e-mail containing such notice will nonetheless constitute effective notice. You may give
notice to Exodus at the following address: Exodus Movement, Inc. 15418 Weir Street,
No. 333, Omaha, NE 68137. Such notice will be deemed given when received by
Exodus by letter delivered by nationally recognized overnight delivery service or first
class postage prepaid mail at the above address.
10.8. Waiver. Any waiver or failure to enforce any provision of the Terms on one occasion
will not be deemed a waiver of any other provision or of such provision on any other
occasion.
10.9. Severability. If any portion of these Terms is held invalid or unenforceable, that portion
will be construed in a manner to reflect, as nearly as possible, the original intention of
the parties, and the remaining portions will remain in full force and effect.
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10.10. Export Control. You may not use, export, import, or transfer the Services except as
authorized by U.S. law, the laws of the jurisdiction in which you obtained the Services,
and any other applicable laws. In particular, but without limitation, the Services may not
be exported or re-exported (a) into any United States embargoed countries, or (b) to
anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the
U.S. Department of Commerce’s Denied Person’s List or Entity List. By using the
Services, you represent and warrant that (i) 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 (ii) you are not listed on any U.S.
Government list of prohibited or restricted parties. You also will not use the Services for
any purpose prohibited by U.S. law, including the development, design, manufacture or
production of missiles, nuclear, chemical or biological weapons. You acknowledge and
agree that products, services or technology provided by Exodus are subject to the export
control laws and regulations of the United States. You will comply with these laws and
regulations and will not, without prior U.S. government authorization, export, re-export,
or transfer Exodus products, services or technology, either directly or indirectly, to any
country in violation of such laws and regulations
10.11. Consumer Complaints. In accordance with California Civil Code §1789.3, you may
report complaints to the Complaint Assistance Unit of the Division of Consumer
Services of the California Department of Consumer Affairs by contacting them in
writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by
telephone at (800) 952-5210.
10.12. Entire Agreement. These Terms are the final, complete and exclusive agreement of the
parties with respect to the subject matter hereof and supersedes and merges all prior
discussions between the parties with respect to such subject matter.
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