Welcome, and thank you for your interest in Ballet Crypto, Inc. (“Ballet Crypto,” “we,” or “us”) and our website at bitcoin.ballet.com (the “Service”). These Purchase Terms are a legally binding contract between you and Ballet Crypto regarding your use of the Service and purchase of Cryptocurrency (as defined below).
PLEASE READ THE FOLLOWING TERMS CAREFULLY:
BY CLICKING "PLACE ORDER," OR OTHERWISE ACCESSING OR USING THE SERVICE, YOU AGREE THAT YOU HAVE READ AND UNDERSTOOD, AND, AS A CONDITION TO YOUR USE OF THE SERVICE, YOU AGREE TO BE BOUND BY, THE FOLLOWING TERMS AND CONDITIONS, INCLUDING BALLET CRYPTO'S PRIVACY POLICY AVAILABLE at https://www.ballet.com/privacy/ (TOGETHER, THESE “TERMS”). IF YOU ARE NOT ELIGIBLE, OR DO NOT AGREE TO THE TERMS, THEN YOU DO NOT HAVE OUR PERMISSION TO USE THE SERVICE OR TO MAKE A PURCHASE. YOUR USE OF THE SERVICE, AND BALLET CRYPTO'S PROVISION OF THE SERVICE TO YOU, CONSTITUTES AN AGREEMENT BY BALLET CRYPTO AND BY YOU TO BE BOUND BY THESE TERMS.
YOU AGREE TO RECEIVE TEXTS FROM OR ON BEHALF OF BALLET CRYPTO AT THE PHONE NUMBER YOU PROVIDE TO US. THESE TEXTS WILL INCLUDE OPERATIONAL MESSAGES, SUCH AS DELIVERY AND ORDER CONFIRMATIONS. YOU UNDERSTAND AND AGREE THAT THESE TEXTS/CALLS MAY BE CONSIDERED TELEMARKETING UNDER APPLICABLE LAW, THEY MAY BE SENT USING AN AUTOMATIC TELEPHONE DIALING SYSTEM OR OTHER AUTOMATED TECHNOLOGY, AND YOUR CONSENT IS NOT A CONDITION OF ANY PURCHASE.
ARBITRATION NOTICE. Except for certain kinds of disputes described in Section 14 (Dispute Resolution and Arbitration), you agree that disputes arising under these Terms will be resolved by binding, individual arbitration, and BY ACCEPTING THESE TERMS, YOU AND BALLET CRYPTO ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN ANY CLASS ACTION OR REPRESENTATIVE PROCEEDING.
1. Ballet Crypto Service Overview.
Ballet Crypto allows users to purchase fixed denominations of certain cryptocurrencies (“Cryptocurrency”) that are loaded onto a physical cryptocurrency cold storage card (“Card”). Your use of the Card will be subject to Ballet Global, Inc.’s Cold Storage Card Agreement, available at https://www.ballet.com/agreement/.
2. Eligibility.
You must be at least 18 years old to make a purchase on the Service. By agreeing to these Terms, you represent and warrant to us that: (a) you are at least 18 years old; (b) you have not previously been removed from the Service; and (c) your purchase of Cryptocurrency and your use of the Service is in compliance with any and all applicable laws and regulations. If you are an entity, organization, or company, the individual accepting these Terms on your behalf represents and warrants that they have authority to bind you to these Terms and you agree to be bound by these Terms.
3. Valuation of Cryptocurrency and Assumption of Risk.
Ballet Crypto does not endorse, approve of, or take any responsibility in determining any particular Cryptocurrency's value. The prices and value of Cryptocurrency are volatile, and Ballet Crypto does not and cannot guarantee that any Cryptocurrency purchased will retain its original value or have any particular value. You acknowledge that to the extent any Cryptocurrency has value, the Cryptocurrency may drop in value for many reasons. Ballet Crypto will have no responsibility for determining value or making up any losses in value to you, and Ballet Crypto is not required to repurchase any Cryptocurrency for any reason. You agree to assume all risks associated with the use and value of Cryptocurrency, including the risk that a Cryptocurrency may have no value in the future.
4. Card Verification and Security.
4.1 Verification. In some cases, your Card must be verified before it can be used or the Cryptocurrency is loaded onto the Card. You can verify your Card by using the mobile application made available by Ballet Global, Inc. (available at https://www.ballet.com/app/, which are subject to separate terms and conditions, available at https://www.ballet.com/terms). You are solely responsible for ensuring compatibility with the mobile device of the intended recipient of the Card and Cryptocurrency.
4.2 Security. Each Card has a unique cryptographic key specific to that Card ("Key") derived from two independent cryptographic components: (1) an encrypted private key; and (2) a decryption passphrase (the "Key Componentsx"). Ballet Crypto does not retain a copy, monitor, or backup Keys or Key Components. Each Card's Key Components will be written, engraved, or otherwise displayed on the Card, but are obscured under a tamper-evident sticker or other physical covering when you initially receive your Card. Each Card, Key, and Key Components must be safeguarded to prevent unintended loss of Cryptocurrency loaded on the Card. To the extent that the sticker or other physical covering has been compromised, damaged, exposed, tampered with, or removed, the Key Components may be more readily exposed to and learned by third parties and which can those third parties to access and withdraw some or all of the Cryptocurrency loaded on the Card. If you forget or lose the Key or Key Components, or if the Key or Key Components becomes inoperative or inaccessible for any reason, you will likely not be able to retrieve some or all of the Cryptocurrency loaded on the Card, and you may lose some or all of the funds loaded on the Card. You are solely responsible for any such losses that you incur. Ballet Crypto is not responsible for any losses incurred (a) if the Card is no longer in your possession and control and/or if the Key or Key Components becomes known to any third party; (b) if you forget or lose your Key or Key Components, or if your Key or Key Components becomes inoperative or inaccessible for any reason; or (c) if the Card is subjected to tampering or is otherwise modified or accessed by someone after the Card is verified with Ballet Crypto.
4.3 Tampered Cards. If your Card is tampered with or otherwise becomes damaged (e.g., if someone scratches off the Key before you acquire the Cold Storage Card, or if someone otherwise learns your Key or Key Components) (a "Tampered Card"), a third party may be able to access and steal the Cryptocurrencies associated with your Tampered Card. Please carefully check and verify the integrity of your Card, and if you suspect that your Card was subjected to tampering or was otherwise modified or accessed by someone before you received it, please notify the retailer or party that sold or provided to you that Card and obtain a replacement promptly, and do not use the affected Card in any way. We also recommend you transfer all Cryptocurrencies associated with your Tampered Card elsewhere. If you fail to do so or otherwise incur a loss of your Cryptocurrencies as a result, that is solely your responsibility. If your Card is subjected to tampering or is otherwise modified or accessed by someone, you may lose some or all of the funds associated with the Card. You are solely responsible for any losses that you incur if your Card is subjected to tampering or is otherwise modified or accessed by someone. We make no guarantees regarding the security of any Tampered Card. Learn more about our anti-tampering and anti-counterfeiting protection design at https://www.ballet.com/anti-counterfeiting.
5. General Payment Terms.
Before you make any payments, you will have an opportunity to review and accept the price that you will be charged. All prices are in U.S. Dollars and, except as set forth in Sections 1 and 5.2, all sales are final. Due to the nature of cryptocurrency, except as required by applicable law or as set forth in Section 5.2, all purchases and all payments are non-refundable.
5.1 Price. Ballet Crypto reserves the right to determine pricing for Cryptocurrency available for purchase on the Service. Ballet Crypto will make reasonable efforts to keep pricing information published on the Service up to date. We encourage you to check our pricing page periodically for current pricing information. The price charged for Cryptocurrency is the price displayed on Ballet Crypto's site at the time the user submits an order via the site, and not the time that Ballet Crypto accepts it. Ballet Crypto, at its sole discretion, may make promotional offers with different features and different pricing to any of Ballet Crypto's customers. These promotional offers, unless made to you, will not apply to your offer or these Terms.
5.2 Ordering Generally. Your order constitutes an offer to purchase Cryptocurrency, and all orders are subject to Ballet Crypto's acceptance. Except to the extent prohibited by applicable law, Ballet Crypto may accept, decline, or place limits on your order for any reason, and Ballet Crypto may apply quantity limitations on orders in its sole discretion. You do, however, acknowledge that by clicking on the "Buy", "Place Order", "Purchase", "Pay Now" or other similar button, you enter into an obligation to pay for the Cryptocurrency at the selected denomination. Ballet Crypto reserves the right to reject your order at any time before its acceptance, including, but not limited to, instances where there has been an obvious error in price or where the Cryptocurrency is no longer permitted for sale in your location. If Ballet Crypto rejects your offer, Ballet Crypto will, as your sole and exclusive remedy and Ballet Crypto's sole and exclusive liability, refund the amount you paid. If you have any questions, comments, or concerns regarding Ballet Crypto's order acceptance policy, or if you believe that your order was rejected in error, please contact Ballet Crypto. If you need to update your shipping address or payment information after you place an order, please contact us.
5.3 Screening Requirements. You may also be required to provide us with certain information about yourself prior to our provision of the Service to you in order for us to conduct Assessments (as defined below). You agree that the information you provide to us in connection with our Assessments is accurate, complete, and not misleading, and that you will immediately notify us of any change, update, or modification to such information. In addition to any available remedies available to us at law or in equity, we may refuse to provide the Service to you (or to suspend or terminate our provision thereof, including suspending the processing and/or fulfillment of orders) if the Assessments or the information you provide in connection therewith give us a reasonable, good faith basis to believe that the provision of the Service to you (including the processing and/or fulfillment of an order) is detrimental to our interests, breaches any term or condition set forth in these Terms, or that your order is otherwise suspicious, fraudulent, or in violation of applicable law (including those relating to fraud and money laundering). For purposes of these Terms, "Assessments" means any assessments, verifications, or other investigations conducted by us: (a) relating to creditworthiness, "know your customer" compliance, or identity verification; (b) relating to the identification or prevention of fraud, corruption, money laundering, terrorist financing, or sanction violations; or (c) that are required under applicable law or otherwise required by us from time to time.
5.4 Title, Risk of Loss. Title to the Card will pass to you when the Card is delivered to the carrier, after which all risk of loss or damage to any Card will be yours. Prior to verifying the purchase on the Card, the Cryptocurrency will be held by Ballet Crypto for your benefit. Once the Card is verified, the Cryptocurrency will be loaded on the Card and will be under exclusive control of the cardholder.
5.5 Delivery. Ballet Crypto will attempt in good faith to deliver the Card in accordance with your order or any other schedule Ballet Crypto may provide to you when placing the order, but Ballet Crypto will not be responsible or liable for any delays or failure in such delivery. Your order will be delivered to the delivery address you specify when placing your order. If your delivery address is geographically remote or otherwise difficult to deliver to, it is possible that we may not be able to deliver there. If that is the case, we will notify you before we accept your order. Orders cannot be delivered to PO Box or similar addresses. Ballet Crypto will not be responsible or liable for any delay or failure to deliver due to any cause which is unavoidable or beyond Ballet Crypto's reasonable control. In such cases, Ballet Crypto will have the right, at its option, without penalty or any liability for breach, to reschedule delivery within a reasonable time.
5.6 Authorization. You authorize Ballet Crypto to charge all sums for the orders that you make as described in these Terms or published by Ballet Crypto, including all applicable taxes, to the payment method specified in your order. If you pay any fees with a credit card, then Ballet Crypto may seek pre-authorization of your credit card account prior to your purchase to verify that the credit card is valid and has the necessary funds or credit available to cover your purchase.
6. Licenses.
6.1 Limited License. Subject to your complete and ongoing compliance with these Terms, Ballet Crypto grants you, solely for your personal, non-commercial use, a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service.
6.2 License Restrictions. Except and solely to the extent such a restriction is impermissible under applicable law, you may not: (a) reproduce, distribute, publicly display, publicly perform, or create derivative works of the Service; (b) make modifications to the Service; or (c) interfere with or circumvent any feature of the Service, including any security or access control mechanism. If you are prohibited under applicable law from using the Service, then you may not use it.
6.3 Feedback. We respect and appreciate the thoughts and comments from our users. If you choose to provide input and suggestions regarding existing functionalities, problems with or proposed modifications or improvements to the Service ("Feedback"), then you hereby grant Ballet Crypto an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right and license to exploit the Feedback in any manner and for any purpose, including to improve the Service and create other products and services. We will have no obligation to provide you with attribution for any Feedback you provide to us.
6.4 Ownership; Proprietary Rights. The Service is owned and operated by Ballet Crypto. The visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), products, software, services, and all other elements of the Service provided by Ballet Crypto ("Materials") are protected by intellectual property and other laws. All Materials included in the Service are the property of Ballet Crypto or its third-party licensors. Except as expressly authorized by Ballet Crypto, you may not make use of the Materials. There are no implied licenses in these Terms and Ballet Crypto reserves all rights to the Materials not granted expressly in these Terms.
6.5 Linked Websites. The Service may contain links to third-party websites. Linked websites are not under Ballet Crypto's control, and Ballet Crypto is not responsible for their content. Please be sure to review the terms of use and privacy policy of any third-party services before you share any information with such third-party services. Once sharing occurs, Ballet Crypto will have no control over the information that has been shared.
7. Communications.
7.1 Text Messaging. You agree that Ballet Crypto and those acting on our behalf may send you text (SMS) messages at the phone number you provide us. These messages may include operational messages about your use of the Service, as well as marketing messages. Text messages may be sent using an automatic telephone dialing system. Standard data and message rates may apply whenever you send or receive such messages, as specified by your carrier. IF YOU WISH TO OPT OUT OF MARKETING TEXT MESSAGES FROM BALLET CRYPTO, YOU CAN EMAIL SUPPORT@BALLET.COM OR TEXT THE WORD "STOP" TO THE NUMBER FROM WHICH YOU ARE RECEIVING THE MESSAGES. IF YOU WISH TO OPT OUT OF ALL TEXT MESSAGES FROM Ballet Crypto, YOU CAN EMAIL SUPPORT@BALLET.COM OR TEXT THE WORD "STOPALL" TO THE NUMBER FROM WHICH YOU ARE RECEIVING THE MESSAGES, HOWEVER YOU ACKNOWLEDGE THAT OPTING OUT OF RECEIVING ALL MESSAGES MAY IMPACT YOUR USE OF THE SERVICE. You may continue to receive text messages for a short period while we process your request, including a message confirming the receipt of your opt-out request. Your agreement to receive marketing texts is not a condition of any purchase on or use of the Service.
7.2 Email. We may send you emails concerning our products and services, as well as those of third parties. You may opt out of promotional emails by following the unsubscribe instructions in the promotional email itself.
8. Prohibited Conduct.
BY USING THE SERVICE, YOU AGREE NOT TO:
8.1 use the Service for any illegal purpose or in violation of any local, state, national, or international law;
8.2 violate, encourage others to violate, or provide instructions on how to violate, any right of a third party, including by infringing or misappropriating any third-party intellectual property right;
8.3 access, search, or otherwise use any portion of the Service through the use of any engine, software, tool, agent, device, or mechanism (including spiders, robots, crawlers, and data mining tools) other than the software or search agents provided by Ballet Crypto;
8.4 interfere with security-related features of the Service, including by: (i) disabling or circumventing features that prevent or limit use, printing or copying of any content; or (ii) reverse engineering or otherwise attempting to discover the source code of any portion of the Service except to the extent that the activity is expressly permitted by applicable law;
8.5 interfere with the operation of the Service, including by: (i) uploading or otherwise disseminating any virus, adware, spyware, worm, or other malicious code; or (ii) interfering with or disrupting any network, equipment, or server connected to or used to provide the Service;
8.6 perform any fraudulent activity including impersonating any person or entity, claiming a false affiliation or identity, or falsifying your age or date of birth;
8.7 sell or otherwise transfer the access granted under these Terms or any Materials (as defined in Section 6.4 (Ownership; Proprietary Rights)) or any right or ability to view, access, or use any Materials; or
8.8 attempt to do any of the acts described in this Section 8 (Prohibited Conduct) or assist or permit any person in engaging in any of the acts described in this Section 8 (Prohibited Conduct).
9. Modification of Terms.
We reserve the right to change these Terms on a going-forward basis at any time. Please check these Terms periodically for changes. Except as expressly permitted in this Section 9 (Modification of Terms), these Terms may be amended only by a written agreement signed by authorized representatives of the parties to these Terms. Disputes arising under these Terms will be resolved in accordance with the version of these Terms that was in effect at the time the dispute arose.
10. Term, Termination, and Modification of the Service.
10.1 Term. These Terms are effective beginning when you accept the Terms or first download, install, access, or use the Service, and ending when terminated as described in Section 10.2 (Termination).
10.2 Termination. If you violate any provision of these Terms, then your authorization to access the Service and these Terms automatically terminate. In addition, Ballet Crypto may, at its sole discretion, terminate these Terms, or terminate your access to the Service, at any time for any reason or no reason, with or without notice, and without any liability to you arising from such termination. You may terminate these Terms at any time by contacting customer service at support@ballet.com.
10.3 Effect of Termination. Upon termination of these Terms: (a) your license rights will terminate and you must immediately cease all use of the Service; (b) you must pay Ballet Crypto any unpaid amount that was due prior to termination; and (c) all payment obligations accrued prior to termination and Sections 6.3 (Feedback), 6.4 (Ownership; Proprietary Rights), 10.3 (Effect of Termination), 11 (Indemnity), 12 (Disclaimers; No Warranties by Ballet Crypto), 13 (Limitation of Liability), 14 (Dispute Resolution and Arbitration), and 15 (Miscellaneous) will survive. If these Terms have been terminated for a breach of these Terms, then you are prohibited from making another purchase on the Service using a different name, email address or other forms of identification.
10.4 Modification of the Service. Ballet Crypto reserves the right to modify or discontinue all or any portion of the Service at any time (including by limiting or discontinuing the sale of certain Cryptocurrency), temporarily or permanently, without notice to you. Ballet Crypto will have no liability for any change to the Service or any suspension or termination of your access to or use of the Service.
11. Indemnity.
To the fullest extent permitted by law, you are responsible for your use of the Service and Cryptocurrency, and you will defend and indemnify Ballet Crypto, its affiliates and their respective shareholders, directors, managers, members, officers, employees, consultants, and agents (together, the "Ballet Crypto Entities") from and against every claim brought by a third party, and any related liability, damage, loss, and expense, including attorneys' fees and costs, arising out of or connected with: (1) your unauthorized use of, or misuse of, the Service; (2) your violation of any portion of these Terms, any representation, warranty, or agreement referenced in these Terms, or any applicable law or regulation; (3) your violation of any third-party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right; or (4) any dispute or issue between you and any third party. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of those claims.
12. Disclaimers; No Warranties by Ballet Crypto.
12.1 THE CARD, THE SERVICE, CRYPTOCURRENCY, AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE ARE PROVIDED "AS IS" AND ON AN "AS AVAILABLE" BASIS. BALLET CRYPTO DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE CARD, THE SERVICE, CRYPTOCURRENCY, AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE, INCLUDING: (a) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (b) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. BALLET CRYPTO DOES NOT WARRANT THAT THE CARD, THE SERVICE OR ANY PORTION OF THE SERVICE, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE SERVICE, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND BALLET CRYPTO DOES NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED.
12.2 NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE SERVICE OR BALLET CRYPTO ENTITIES OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SERVICE WILL CREATE ANY WARRANTY REGARDING ANY OF THE BALLET CRYPTO ENTITIES, THE CARD, OR THE SERVICE THAT IS NOT EXPRESSLY STATED IN THESE TERMS. WE ARE NOT RESPONSIBLE FOR ANY DAMAGE OR LOSS THAT MAY RESULT FROM THE CARD, THE SERVICE OR CRYPTOCURRENCY. YOU UNDERSTAND AND AGREE THAT YOU PURCHASE CRYPTOCURRENCY AND USE THE CARD AND THE SERVICE AT YOUR OWN DISCRETION AND RISK, AND THAT WE ARE NOT RESPONSIBLE FOR ANY LOSS OF YOUR CRYPTOCURRENCY LOADED ON YOUR CARD, DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH THE SERVICE) OR ANY LOSS OF DATA.
12.3 THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS IN THIS SECTION 12 (DISCLAIMERS; NO WARRANTIES BY BALLET CRYPTO) APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. Ballet Crypto does not disclaim any warranty or other right that Ballet Crypto is prohibited from disclaiming under applicable law.
13. Limitation of Liability.
13.1 TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE BALLET CRYPTO ENTITIES BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SERVICE, CRYPTOCURRENCY, OR ANY MATERIALS OR CONTENT ON THE SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY BALLET CRYPTO ENTITY HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGE.
13.2 EXCEPT FOR BALLET CRYPTO'S OBLIGATION TO PROVIDE A REFUND UNDER SECTION 5.2 AND EXCEPT AS PROVIDED IN SECTIONS 14.5 (COMMENCING ARBITRATION) AND 14.7(B) (ARBITRATION RELIEF), TO THE FULLEST EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF THE BALLET CRYPTO ENTITIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE THE CARD, ANY PORTION OF THE SERVICE, OR OTHERWISE UNDER THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO US$100.
13.3 EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 13 (LIMITATION OF LIABILITY) WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
14. Dispute Resolution and Arbitration.
14.1 Generally. Except as described in Section 14.2 (Exceptions) and 14.3 (Opt-Out), you and Ballet Crypto agree that every dispute arising in connection with these Terms, the Service or Cryptocurrency, or communications from us will be resolved through binding arbitration. Arbitration uses a neutral arbitrator instead of a judge or jury, is less formal than a court proceeding, may allow for more limited discovery than in court, and is subject to very limited review by courts. This agreement to arbitrate disputes includes all claims whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of these Terms. Any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement will be resolved by the arbitrator.
YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND BALLET CRYPTO ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
14.2 Exceptions. Although we are agreeing to arbitrate most disputes between us, nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of either party to: (a) bring an individual action in small claims court; (b) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (c) seek injunctive relief in a court of law in aid of arbitration; or (d) to file suit in a court of law to address an intellectual property infringement claim.
14.3 Opt-Out. If you do not wish to resolve disputes by binding arbitration, you may opt out of the provisions of this Section 14 (Dispute Resolution and Arbitration) within 30 days after the date that you agree to these Terms by sending a letter to Ballet Crypto, Inc., Attention: Legal Department – Arbitration Opt-Out, 2451 S Buffalo Drive, Suite 105 Las Vegas, NV 89117 that specifies: your full legal name, the email address associated with your order on the Service, your order number(s) and their date(s) if available, your cold storage card serial number(s) if available, and a statement that you wish to opt out of arbitration ("Opt-Out Notice"). Once Ballet Crypto receives your Opt-Out Notice, this Section 14 (Dispute Resolution and Arbitration) will be void and any action arising out of these Terms will be resolved as set forth in Section 15.2 (Governing Law). The remaining provisions of these Terms will not be affected by your Opt-Out Notice.
14.4 Arbitrator. This arbitration agreement, and any arbitration between us, is subject to the Federal Arbitration Act and will be administered by the American Arbitration Association ("AAA") under its Consumer Arbitration Rules (collectively, "AAA Rules") as modified by these Terms. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at +1-800-778-7879, or by contacting Ballet Crypto.
14.5 Commencing Arbitration. Before initiating arbitration, a party must first send a written notice of the dispute to the other party by certified U.S. Mail or by Federal Express (signature required) or, only if that other party has not provided a current physical address, then by electronic mail ("Notice of Arbitration"). Ballet Crypto's address for Notice is: Ballet Crypto, Inc., 2451 S Buffalo Drive, Suite 105 Las Vegas, NV 89117. The Notice of Arbitration must: (a) identify the name or order number of the party making the claim; (b) describe the nature and basis of the claim or dispute; and (c) set forth the specific relief sought ("Demand"). The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within 30 days after the Notice of Arbitration is received, you or Ballet Crypto may commence an arbitration proceeding. If you commence arbitration in accordance with these Terms, Ballet Crypto will reimburse you for your payment of the filing fee, unless your claim is for more than US$10,000 or if the Ballet Crypto has received 25 or more similar demands for arbitration, in which case the payment of any fees will be decided by the AAA Rules. If the arbitrator finds that either the substance of the claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules and the other party may seek reimbursement for any fees paid to AAA.
14.6 Arbitration Proceedings. Any arbitration hearing will take place in the county and state of your billing address unless we agree otherwise or, if the claim is for US$10,000 or less (and does not seek injunctive relief), you may choose whether the arbitration will be conducted: (a) solely on the basis of documents submitted to the arbitrator; (b) through a telephonic or video hearing; or (c) by an in-person hearing as established by the AAA Rules in the county (or parish) of your billing address. During the arbitration, the amount of any settlement offer made by you or Ballet Crypto must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based.
14.7 Arbitration Relief. Except as provided in Section 14.8 (No Class Actions), the arbitrator can award any relief that would be available if the claims had been brought in a court of competent jurisdiction. If the arbitrator awards you an amount higher than the last written settlement amount offered by Ballet Crypto before an arbitrator was selected, Ballet Crypto will pay to you the higher of: (a) the amount awarded by the arbitrator and (b) US$10,000. The arbitrator's award shall be final and binding on all parties, except (1) for judicial review expressly permitted by law or (2) if the arbitrator's award includes an award of injunctive relief against a party, in which case that party shall have the right to seek judicial review of the injunctive relief in a court of competent jurisdiction that shall not be bound by the arbitrator's application or conclusions of law. Judgment on the award may be entered in any court having jurisdiction.
14.8 No Class Actions. YOU AND BALLET CRYPTO AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Ballet Crypto agree otherwise, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of a representative or class proceeding.
14.9 Modifications to this Arbitration Provision. If Ballet Crypto makes any substantive change to this arbitration provision, you may reject the change by sending us written notice within 30 days of the change to Ballet Crypto's address for Notice of Arbitration, in which case any account you may have with Ballet Crypto will be immediately terminated and this arbitration provision, as in effect immediately prior to the changes you rejected will survive.
14.10 Enforceability. If Section 14.8 (No Class Actions) or the entirety of this Section 14 (Dispute Resolution and Arbitration) is found to be unenforceable, or if Ballet Crypto receives an Opt-Out Notice from you, then the entirety of this Section 14 (Dispute Resolution and Arbitration) will be null and void and, in that case, the exclusive jurisdiction and venue described in Section 15.2 (Governing Law) will govern any action arising out of or related to these Terms.
15. Miscellaneous.
15.1 General Terms. These Terms, including the Privacy Policy and any other agreements expressly incorporated by reference into these Terms, are the entire and exclusive understanding and agreement between you and Ballet Crypto regarding your use of the Service. You may not assign or transfer these Terms or your rights under these Terms, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign these Terms and all rights granted under these Terms at any time without notice or consent. The failure to require performance of any provision will not affect our right to require performance at any other time after that, nor will a waiver by us of any breach or default of these Terms, or any provision of these Terms, be a waiver of any subsequent breach or default or a waiver of the provision itself. Use of Section headers in these Terms is for convenience only and will not have any impact on the interpretation of any provision. Throughout these Terms the use of the word "including" means "including but not limited to." If any part of these Terms is held to be invalid or unenforceable, then the unenforceable part will be given effect to the greatest extent possible, and the remaining parts will remain in full force and effect.
15.2 Governing Law. These Terms are governed by the laws of the State of California without regard to conflict of law principles. You and Ballet Crypto submit to the personal and exclusive jurisdiction of the state courts and federal courts located within Santa Clara County, California for resolution of any lawsuit or court proceeding permitted under these Terms. We make no representation that Materials included in the Service are appropriate or available for use in other locations.
15.3 Privacy Policy. Please read the Ballet Crypto Privacy Policy available at https://www.ballet.com/privacy/ (the “Privacy Policy”) carefully for information relating to our collection, use, storage, and disclosure of your personal information. The Ballet Crypto Privacy Policy is incorporated by this reference into, and made a part of, these Terms.
15.4 Additional Terms. Your use of the Service is subject to all additional terms, policies, rules, or guidelines applicable to the Service or certain features of the Service that we may post on or link to from the Service (the "Additional Terms"). All Additional Terms are incorporated by this reference into, and made a part of, these Terms.
15.5 Consent to Electronic Communications. By using the Service, you consent to receiving certain electronic communications from us as further described in our Privacy Policy. Please read our Privacy Policy to learn more about our electronic communications practices. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that those communications be in writing.
15.6 Contact Information. The Service is offered by Ballet Crypto, Inc., located at 2451 S Buffalo Drive, Suite 105 Las Vegas, NV 89117. You may contact us by sending correspondence to that address or by emailing us at support@ballet.com.
15.7 Notice to California Residents. If you are a California resident, then under California Civil Code Section 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at +1-800-952-5210 in order to resolve a complaint regarding the Service or to receive further information regarding use of the Service.
15.8 No Support. We are under no obligation to provide support for the Service. In instances where we may offer support, the support will be subject to published policies.
15.9 International Use. The Service is intended for visitors located in certain states within the United States. We make no representation that the Service is appropriate or available for use outside of the United States. Access to the Service from countries or territories or by individuals where such access is illegal is prohibited.