PLEASE READ THE TERMS AND CONDITIONS CONTAINED IN THIS AGREEMENT CAREFULLY BEFORE USING THE SERVICE. IF YOU DO NOT AGREE TO THESE TERMS, YOU ARE PROHIBITED FROM USING THE LINEN APPLICATION OR RELATED SERVICES. IN ADDITION, SECTION 18 AND SECTION 19 OF THIS AGREEMENT CONTAIN A BINDING ARBITRATION PROVISION THAT REQUIRES ARBITRATION ON AN INDIVIDUAL BASIS (RATHER THAN JURY TRIALS OR CLASS ACTIONS) AND LIMITS THE TIME PERIOD WITHIN WHICH YOU MAY BRING ANY CLAIM AGAINST US.
Last Modified: September 27, 2019
- Changes to These Terms. We reserve the right to change these Terms of Service at any time upon notice. We may give notice by posting the updated Terms of Service on the Website or by any other reasonable means. You can review the most current version of our Terms of Service at any time at http://linen.app/terms-of-service. The Terms of Service in effect at the time of your use of the Services apply. Updated Terms of Service are binding on you with respect to your use of the Services on or after the date indicated in the updated Terms of Service. If you do not agree to the updated Terms of Service, you must stop using the Services. Your continued use of the Services after the date of the updated Terms of Service will constitute your acceptance of the updated Terms of Service.
- Service. One or more features provided or operated by Linen App via website or local application or app (mobile, desktop or otherwise), including but not limited to: (a) a wallet service consisting of software that permits you to self-custody virtual currency, organize network addresses, view transaction history and transact in virtual currencies (the "Wallet"), (b) third party conversion services that allow you to convert U.S. dollars for digital U.S. dollars USDC and vice versa ("Third Party Conversion Service"), and (с) access certain smart contracts and protocols on the Ethereum blockchain, including virtual currency lending and money market protocols and other protocols, for example, Compound protocol. However, the Company (a) is not a party to any contract, including any debt agreements, entered into by users of the Services, (b) does not act as a lender/borrower or make loans through use of the Services, or any virtual currency lending protocols, (c) is not a regulated marketplace, exchange, or intermediary of any kind, and (d) except as set forth in these Terms of Service, does not otherwise enter into any agreements with or commit to any obligations to any user of the Services. We do not own or control the underlying software protocols which govern the operation and transfer of virtual currencies related to transactions entered into through the Services ("Transactions"). By using the Service, you acknowledge and agree that: (i) we are not responsible for operations of the underlying protocols and that we make no guarantee of their functionality, security, or availability and (ii) the underlying protocols are subject to changes in operating rules and that such changes may materially affect the value and function of the related Transactions. The Company, therefore, is not liable or otherwise responsible for the Transactions, damages, or liabilities arising out of use of any Services or Transactions entered into (or attempted to be entered into). You agree that we have no fiduciary duty to you and no liability in connection with and are not responsible for any liabilities, claims, damages, costs and/or expenses, including attorneys' fees, incurred in connection with your taking or not taking any action based upon any information provided by us. THE SERVICE AND THE COMPANY HAVE NO RESPONSIBILITY RELATED TO ANY LENDING OF VIRTUAL CURRENCY. YOU ACKNOWLEDGE THAT THE LENDING OF VIRTUAL CURRENCY AND ACTIVITIES RELATED TO SUCH LENDING INVOLVE SUBSTANTIAL RISK, INCLUDING THE POSSIBILITY OF COMPLETE LOSS OF ALL VALUE ASSOCIATED WITH THE VIRTUAL CURRENCY. YOU ASSUME ALL SUCH RISK. YOU ALSO ACKNOWLEDGE THAT THE COMPANY DOES NOT PROVIDE OR ENDORSE ANY VIRTUAL CURRENCY LENDING PROTOCOL OR ANY OTHER PROTOCOL ON THE ETHEREUM BLOCKCHAIN. THE COMPANY, THEREFORE, IS NOT LIABLE FOR YOUR USE OF ANY VIRTUAL CURRENCY LENDING PROTOCOL OR OTHER PROTOCOL. YOU ACKNOWLEDGE THAT YOU ARE SOLELY RESPONSIBLE FOR ENSURING THAT YOU (AS A LENDER OF VIRTUAL CURRENCY OR OTHERWISE) COMPLY WITH ALL REGULATIONS UNDER U.S. FEDERAL AND STATE LAW, AND THE LAWS OF ANY OTHER JURISDICTION THAT MAY APPLY TO YOU AS A RESULT OF YOUR TRANSACTIONS.
- Virtual Currency. Virtual currency means a cryptocurrency, digital currency, digital asset, cryptoasset or other such similar term describing, for example, a digital dollar USDC but does not include a derivative of a virtual currency or a security.
- The Wallet. The Wallet is provided to you exclusively by the Company. At no point will the Company ever take custody or control over Virtual Currency stored in your Wallet. The Wallet is only capable of supporting certain Virtual Currencies on the Ethereum blockchain. Under no circumstances should you attempt to store Virtual Currencies in your Wallet that the Wallet does not support. The Wallet does not store, send, or receive Virtual Currency. When you create a Wallet, the Wallet software generates a cryptographic private and public key pair that you may use to send and receive any supported Virtual Currency via the Ethereum network. You are solely responsible for storing, outside of the Services, a backup of any Wallet, private key. By accepting this Terms of Service you acknowledge that you have enabled iCloud Keychain on your mobile device to backup your private keys and will keep iCloud Keychain enabled while using the Service. If you do not maintain a backup of your Wallet private key data outside of the Services, in particular in iCloud Keychain, you may not be able to access Virtual Currency previously accessed using your Wallet in the event that we discontinue or no longer offer some or all of the Services or may otherwise lose access to Virtual Currency. We are not responsible for maintaining this data on your behalf. It is your responsibility to safeguard your Apple ID password.
- Wallet Protection. With respect to the Wallet, the Company does not receive or store your Wallet password nor any keys. We cannot assist you with Wallet password retrieval. You are solely responsible for enabling your iCloud Keychain and safeguarding access to your Apple ID. Any Virtual Currency you have associated with such Wallet may become inaccessible if you do not keep secret your Apple ID password. Any third party with knowledge of one or more of your credentials (including, without limitation, a mobile device passcode, Apple ID password can dispose of virtual currency in your wallet.
- Identity Verification. At our request, you agree to provide us with the information we request for the purposes of identity verification and the detection of money laundering, terrorist financing, fraud, or any other financial crime and permit us to keep a record of such information. You may need to complete certain verification procedures before you are permitted to use the Services. Your access to one or more Services and the limits that apply to your use of the Services may be altered as a result of information collected about you on an ongoing basis. The information we request may include certain personal information, including, but not limited to, your legal first and last name, date of birth, country of nationality, address (including city, postal code, country), email address, and other documentation (including, but not limited to, acceptable government-issued photo identification). In providing us with any 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 crimes, 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 agencies, anti-fraud services, federal agencies or similar service providers and related regulatory agencies, and that these third parties may respond to our inquiries in full. You will need to successfully complete our Know Your Customer ("KYC") and Anti-Money Laundering ("AML") verification processes. We reserve the right to modify our verification process, including our KYC and AML verification processes, from time to time. Our identity verification process should have no adverse effect on your credit rating. You will either be confirmed ("Confirmed") or restricted ("Restricted") from using the Services. You will not be able to make full use of the Services until the verification process is completed to our satisfaction. Additionally, we may require enhanced due diligence or require you to wait some amount of time after completion of a Transaction, before permitting you to further use the Services. You will receive an email notification when you have been Confirmed or Restricted from using the Services. If Confirmed, you will be able to make Transactions using the Services. If Restricted, you will remain unable to make Transactions using the Services.
- Transaction Maintenance. You are solely responsible for maintaining your own private keys. We are not responsible for any failures on the underlying protocols or the Ethereum blockchain, including, but not limited to, network failures, inaccurate price feeds, coding errors or hacking attempts, which may result in your losing any or all of the virtual currency that are part of the Transactions you entered through the Services.
- Intellectual Property Rights. The Services, in particular the mobile application and the Wallet serve as a user interface to the underlying protocols built on the Ethereum blockchain, which protocols are built, owned, and controlled by third parties. The Services and its entire contents, features, and functionality (including, but not limited to, all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material from the Services without our prior written consent. The Company name, the Company logo, and all related names, logos, product and service names, designs, and slogans are trademarks of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. Any other names, logos, product and service names, designs, and slogans on this Services are the trademarks of their respective owners. Under no circumstances will you acquire any ownership rights or other interest in any such marks or content on this Website or mobile app by or through your use of the Services.
- Permitted Uses. You represent and warrant that (1) you are at least 18 years of age; (2) you have full power and authority to agree to these Terms of Service; (3) you are not located in, under the control of, or a national or resident of any country subject to sanctions by the United States; (4) you have not been placed on the U.S. Department of Commerce's Denied Persons List or any similar list maintained by the United Nations, North Atlantic Treaty Organization, Organization for Economic Cooperation and Development, Financial Action Task Force, U.S. Office of Foreign Assets Control, U.S. Securities & Exchange Commission, U.S. Federal Bureau of Investigation, U.S. Central Intelligence Agency, U.S. Internal Revenue Service, U.S. Financial Crimes Enforcement Network, or countries listed by Transparency International (www.transparency.org); (5) you are not identified as a "Specially Designated National" by the United States government; and (6) you will not access the Services if you are or have previously been prohibited from doing so or if any laws prohibit you from doing so. We do not intend for the Services to be used by persons or entities in countries or jurisdictions that require us to obtain a registration or license. If you are in such a country or jurisdiction, you are not authorized to and agree that you will not use the Services. You may use the Services only for lawful purposes and in accordance with these Terms of Service. You agree not (a) to use the Services in any way that violates any applicable federal, state, local, or international law or regulation, (b) use the Services for any unauthorized, fraudulent, or malicious purpose, (c) to engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Services, or which, as determined by us, may harm the Company or users of the Service or expose them to liability, (d) use the Services in any manner that could disable, overburden, damage, or impair the site, (e) use any robot, spider, or other automatic device, process, or means to access the Services for any purpose, including monitoring or copying any of the materials on the Services, (f) to access systems, data or information not intended by us to be made accessible to a user, (g) to obtain or attempt to obtain any materials or information through any means not intentionally made available by us; or (f) to use the Services for any use other than the purpose for which it was intended. For example, you will not use the Services in connection with money laundering or the financing of terrorism.
- Reliance on Information Posted. Nothing on the Services constitutes (a) advice or a recommendation of any kind (legal, financial or otherwise), or (b) an indication of results that may be achieved. Please consult with professional advisors in connection with your use of the Services. The content on this Website and application is updated frequently, including based on interaction with users of the Services, but the Website's content is not necessarily complete or up-to-date. Any of the materials on the Website may be out of date at any given time, and we are under no obligation to update such materials. These Terms of Service, the Website, and the Services do not constitute an offer to sell or solicitation of an offer to buy securities.
- Links from the Website and Mobile application. If the Services contains links to other sites and resources provided by third parties, these links are provided for your convenience only. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites and services linked to this Service, you do so entirely at your own risk and subject to the terms and conditions of use for such websites and services.
- Disclaimer of Warranties. YOUR USE OF THE WEBSITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR MOBILE APPLICATION ARE AT YOUR OWN RISK. THE WEBSITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE WEBSITE. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE WEBSITE, ITS CONTENT, OR ANY SERVICES OBTAINED THROUGH THE WEBSITE WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR WEBSITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS. TO THE FULLEST EXTENT PROVIDED BY LAW, THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.
- Limitation of Liability. TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COMPANY, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES RELATED TO YOUR USE, OR INABILITY TO USE, THE SERVICE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE WEBSITE OR SUCH OTHER WEBSITES, INCLUDING, BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE. THE AGGREGATE LIABILITY OF THE COMPANY TO YOU FOR ALL CLAIMS AND DAMAGES RELATED TO YOUR USE OR INABILITY TO USE THE SERVICE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE WEBSITE OR SUCH OTHER WEBSITES WILL NOT EXCEED 100 U.S. DOLLARS.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF DIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, LOSS, OR LIABILITY FROM INTENTIONAL ACTS (INCLUDING FRAUD, FRAUDULENT MISREPRESENTATION, AND FAILURE TO DISCLOSE DEFECTS), PRODUCT LIABILITY, OR FOR DEATH OR PERSONAL INJURY. NOTHING IN THIS SECTION 13 WILL BE INTERPRETED AS EXCLUDING LIABILITY THAT CANNOT UNDER APPLICABLE LAW BE EXCLUDED IN THOSE JURISDICTIONS. IF YOU LIVE, OR ARE OTHERWISE SUBJECT TO THE LAWS IN ONE OF THOSE JURISDICTIONS, ANY STATUTORY ENTITLEMENT AVAILABLE TO YOU WILL BE DEEMED LIMITED TO THE EXTENT (IF AT ALL) PERMISSIBLE UNDER THAT LAW, AND, IF LIMITATION IS NOT PERMITTED, THE LIMITATIONS AND EXCLUSIONS IN THIS SECTION 13 MAY NOT APPLY TO YOU.
- Release and Indemnification. You agree to defend, indemnify, and hold harmless the Company, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any third-party claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to (a) your violation of these Terms of Service, (b) your use of the Services, including use that results in any Transactions using any token lending protocols, (c) any User Submissions made by you, or (d) your violation of any other party's rights or applicable law. If you have a dispute with any counterparty to any Transaction you enter into through our Services, you release the Company, its affiliates and service providers, and each of their respective officers, directors, agents, joint venturers, employees, and representatives from any and all claims, demands, and damages (actual, consequential, or otherwise) of every kind and nature arising out of or connected with such disputes.
- Arbitration and Governing Law. YOU AGREE TO SUBMIT ANY DISPUTE ARISING OUT OF OR RELATING TO THESE TERMS OF SERVICE OR THE USE OF THE SERVICES, INCLUDING DISPUTES ARISING FROM OR RELATED TO THE INTERPRETATION, VIOLATION, INVALIDITY, NON-PERFORMANCE, OR TERMINATION OF THESE TERMS OF SERVICE, TO FINAL AND BINDING ARBITRATION UNDER THE RULES OF ARBITRATION OF THE AMERICAN ARBITRATION ASSOCIATION APPLYING CALIFORNIA LAW. THE SEAT OR LEGAL PLACE OF ARBITRATION WILL BE IN CALIFORNIA. YOU AGREE TO ARBITRATE IN YOUR INDIVIDUAL CAPACITY ONLY – NOT AS A REPRESENTATIVE OR MEMBER OF A CLASS – AND YOU EXPRESSLY WAIVE ANY RIGHT TO FILE A CLASS ACTION OR SEEK RELIEF ON A CLASS-ACTION BASIS. FURTHERMORE, UNLESS YOU AND THE COMPANY AGREE IN WRITING, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OF CLASS PROCEEDING. ALL ARBITRATION PROCEEDINGS ARE STRICTLY CONFIDENTIAL, UNLESS BOTH YOU AND THE COMPANY AGREE OTHERWISE IN WRITING. ARBITRATION ORDERS AND AWARDS REQUIRED TO BE FILED WITH APPLICABLE COURTS OF COMPETENT JURISDICTIONS ARE NOT CONFIDENTIAL AND MAY BE DISCLOSED BY THE PARTIES TO SUCH COURTS. A PARTY WHO IMPROPERLY DISCLOSES CONFIDENTIAL INFORMATION WILL BE SUBJECT TO SANCTIONS. THE ARBITRATOR AND FORUM MAY DISCLOSE CASE FILINGS, CASE DISPOSITIONS, AND OTHER CASE INFORMATION AS REQUIRED BY A COURT ORDER OF PROPER JURISDICTION. These Terms of Service will be governed by and construed in accordance with the laws of the State of California, without giving effect to its conflict of laws provisions. You agree that the Company may, without further notice to you, record any telephonic communications between you and any Company personnel and agree that such conversations are admissible as evidence in any dispute between us.
- Limitation on Time to File Claims. ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF SERVICE OR THE SERVICES MUST BE COMMENCED WITHIN ONE YEAR AFTER THE CAUSE OF ACTION ACCRUES, BY FILING A NOTICE OF CLAIM WITH THE COMPANY. OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
Notice of claim may be sent by mail to the below address:
Linen Mobile, Inc.
c/o C T Corporation System
818 West Seventh Street, Suite 930
Los Angeles, California 90017
- Severability of Linen App Transaction Terms. If the terms of any Transaction you enter into through the Services is held to be illegal, invalid, or unenforceable under present or future laws (including usury laws), such provisions shall be fully severable. In such event: (1) the Transaction shall be construed and enforced as if such illegal, invalid, or unenforceable provision had never comprised a part of such Transaction or was modified to be legal, valid, and enforceable; and (2) the remaining provisions of such Transaction shall remain in full force and effect and shall not be affected by the illegal, invalid or unenforceable provisions or by its severance from such Transaction, to the extent permitted by law.
- General. If any provision of these Terms of Service is held by a court of competent jurisdiction or arbitrator to be illegal, invalid, or unenforceable, the remaining provisions will remain in full force and effect. You and the Company intend that the provisions of these Terms of Service be enforced to the fullest extent permitted by applicable law. Accordingly, you and the Company agree that if any provision is deemed unenforceable, where possible, it will be modified to the extent necessary to make it enforceable, which may include its deletion. The Company may assign these Terms of Service, in whole or in part, at any time with or without notice to you. You may not assign these Terms of Service or assign, transfer, or sublicense your rights, if any, to access or use the Services or its content, and any attempt by you to do so is void. The Company's failure to act with respect to a breach by you or others does not waive its right to act with respect to subsequent or similar breaches. A waiver will only be binding on the Company if it is in a written document signed by the Company. These Terms of Service (including any incorporated terms) constitute the entire agreement between you and the Company with respect to the Services and its contents. Both you and the Company warrant to each other that, in entering into these Terms of Service, neither the Company nor you have relied on or will have any right or remedy based upon any statement, representation, warranty, or assurance other than those expressly stated in these Terms of Service. The preceding sentence will not limit or exclude any liability that cannot be limited or excluded under applicable law. No one other than you and the Company, or the Company's successors and assigns, will have any right to enforce any of these Terms of Service. Neither these Terms of Service nor the Services create partnership, joint venture, employment, or other agency relationships between us. You may not enter into any contract on our behalf or bind us in any way.
© 2019 Linen Mobile, Inc