Terms of Services
Last updated: August 05, 2023
These Terms of Services (the “Terms”) govern your use of the products, services, and content (altogether, “Services”) provided on the website and application located at straato.com and other sites and subdomains (collectively, the “Platform”) owned and operated by Straato LLC (“Straato”, the “Company,” “we,” “us,” or “our”).
ARBITRATION NOTICE: THESE TERMS CONTAIN AN ARBITRATION CLAUSE BELOW. EXCEPT FOR CERTAIN TYPES OF DISPUTES MENTIONED IN THAT ARBITRATION CLAUSE, YOU AND WE AGREE THAT ANY DISPUTES RELATING TO THE SERVICES (AS DEFINED BELOW) WILL BE RESOLVED BY MANDATORY BINDING ARBITRATION, AND YOU WAIVE ANY RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS-ACTION LAWSUIT OR CLASS-WIDE ARBITRATION. You are entering into a binding Agreement.
By accessing the Platform or using our Services, you agree to abide by these Terms and to comply with all applicable laws and regulations. We reserve the right to review and amend any of these Terms at our sole discretion and update this page from time to time. Any change to these Terms will take effect immediately from the date of publication. If you do not agree with these Terms, you are prohibited from using or accessing our Platform or using any other services provided by us.
PLEASE READ THESE TERMS CAREFULLY BEFORE USING THE PLATFORM. THESE TERMS GOVERN YOUR USE OF THE PLATFORM, UNLESS WE HAVE EXECUTED A SEPARATE WRITTEN AGREEMENT WITH YOU FOR THAT PURPOSE. WE ARE ONLY WILLING TO MAKE THE PLATFORM AVAILABLE TO YOU IF YOU ACCEPT ALL OF THESE TERMS. BY USING THE PLATFORM, YOU ARE CONFIRMING YOU UNDERSTAND AND AGREE TO BE BOUND BY ALL OF THESE TERMS. IF YOU ARE ACCEPTING THESE TERMS ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE LEGAL AUTHORITY TO ACCEPT THESE TERMS ON THAT ENTITY’S BEHALF, IN WHICH CASE “YOU” WILL MEAN THAT ENTITY. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT ACCEPT ALL OF THESE TERMS, THEN WE ARE UNWILLING TO MAKE THE PLATFORM AVAILABLE TO YOU. IF YOU DO NOT AGREE TO THESE TERMS, YOU MAY NOT ACCESS OR USE THE PLATFORM.
I. ACCOUNT AND REGISTRATION
To access certain portions of the Services, you must create an account. You agree to provide truthful and accurate information during the account creation process. You also agree to maintain the accuracy of any submitted data. If you provided any information that is untrue, inaccurate, or incomplete, we reserve the right to terminate your account and suspend your use of any and all Services. You are responsible for preserving the confidentiality of your account password and will notify us of any known or suspected unauthorized use of your account. You agree that you are responsible for all acts or omissions that occur on your account.
To use the Services, you must legally be able to enter into the Agreement. By using the Services, you represent and warrant that you meet the eligibility requirement. If you do not meet the requirement, you must not access or use the Platform or the Services.
II. STRAATO ASSETS AND MARKETPLACE
The Straato Marketplace is a centralized marketplace for transactions of intangible assets consisting of 36-character unique identifier codes recorded in a central database (called “Straato” or “Straato Assets”). Straato do not exist on blockchain networks. Users can purchase and offer for sale Straato Assets in the Straato Marketplace. Straato have no use or value outside of the Straato Marketplace. The Company serves as a market maker in the Marketplace, participating in Marketplace activities and defining Marketplace parameters. The Company retains the right to change Marketplace parameters or functions at any point.
All sales on the Platform are final and non-refundable. You will not receive money or other compensation for forfeited Straato when the Straato Marketplace undergoes a Reset, as defined in the User Guide. When the demand or supply in the Marketplace fails to meet predefined thresholds a Reset causes every user to forfeit a portion of their Straato Assets and the offer queue in the Marketplace will reset. You will not receive money or other compensation for forfeited Straato Assets when your account is closed orbanned, whether such closure is voluntary or involuntary. We retain the absolute right to close or ban accounts at our discretion.
We charge a transaction fee for each purchase and sale of Straato and reserve the right to change the pricing at our sole discretion. You agree to pay all fees and applicable taxes incurred by your account.
In the event that The Company shuts down and cannot continue to operate or that The Company decides, for any reason, to shut down the Straato Marketplace, you forfeit your rights to any Straato owned on the platform. You agree to any and all terms and policies set forth by The Company in the event of any such situations. The Company is not liable for any losses of credits purchased on the platform or the inability to payout these credits for cash due to any circumstance.
III. CONNECTION WITH PAYMENT PROCESSOR ACCOUNT
In order to use the Platform, you must connect your Straato account with an account with our third-party payment processing partner.
IV. NO FINANCIAL, INVESTMENT OR PROFESSIONAL ADVICE
Any content posted or found on the Platform is for informational purposes only. Straato does not provide investment, tax, or legal advice, and you are solely responsible for assessing whether any transaction you enter into on the Platform is appropriate for you based on your personal objectives, financial circumstances and risk tolerance. Straato does not recommend that any Straato Asset should be bought, sold, acquired or held by the users of the Platform and will not be held responsible for any decision you make in this regard, based on information provided by Straato.
V. INTELLECTUAL PROPERTY RIGHTS
We grant you a personal, non-exclusive, non-transferable, non-sublicensable, revocable license to use the Platform for your personal, non-commercial use, as provided in these Terms. The Platform and its entire contents, features, and functionality, including but not limited to, all information, software, products, materials, APIs, text, displays, images, video, and audio, and the design, selection, and arrangement thereof, are owned by the Company, its licensors, or other providers of such material and are protected by 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 on our Platform, except as follows:
- Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
- You may store files that are automatically cached by your web browser for display enhancement purposes.
- If we provide desktop, mobile, or other applications for download, you may download a single copy to your computer or mobile device solely for your own personal, non-commercial use, provided you agree to be bound by our end user license agreement for such applications.
- If we provide social media features with certain content, you may take such actions as are enabled by such features.
If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Platform in breach of the Terms, your right to use the Platform will stop immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the Platform or any content on the Platform is transferred to you, and all rights not expressly granted are reserved by the Company. Any use of the Platform not expressly permitted by these Terms is a breach of these Terms and may violate copyright, trademark, and other laws.
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. All other names, logos, product and service names, designs, and slogans on this Platform are the trademarks of their respective owners.
All other third-party trademarks, registered trademarks, and product names mentioned on the Service or contained in the content linked to or associated with the Platform are the property of their respective owners and may not be copied, imitated or used, in whole or in part, without the permission of the applicable intellectual property rights holder. Reference to any products, services, processes or other information by name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship, or recommendation by Straato or the Company.
VII. LIMITATIONS OF USE
You may only use the Services and access the Platform if you comply with these Terms, applicable third-party policies, and all applicable laws, rules, and regulations. The following conduct is prohibited:
- using the Services for, or to promote or facilitate, illegal activity (including, without limitation, money laundering, financing terrorism, tax evasion, buying or selling illegal drugs, contraband, counterfeit goods, or illegal weapons);
- exploiting the Services for any unauthorized commercial purpose;
- modifying, copying, preparing derivative works of, decompiling, or reverse engineering any materials and software contained on the Platform;
- removing any copyright or other proprietary notations from any materials and software on the Platform;
- transfering the materials to another person or “mirror” the materials on any other server;
- knowingly or negligently using this website or any of its associated services in a way that abuses or disrupts our networks or any other service the Company provides;
- using the Platform or third party services to transmit or publish any harassing, indecent, obscene, fraudulent, or unlawful material;
- call our API endpoints outside of the designated marketplace frontend user interface in your browser;
- attempting to automate Straato trading in any capacity;
- using the Platform or its associated services in violation of any applicable laws or regulations;
- using the Platform in conjunction with sending unauthorized advertising or spam;
- harvesting, collecting, or gathering user data without the user’s consent;
- using the Platform or its associated services in such a way that may infringe the privacy, intellectual property rights, or other rights of third parties; or
- using the Service to carry out any financial activities subject to registration or licensing, including but not limited to creating, selling, or buying securities, commodities, options, or debt instruments.
You further agree that you are solely responsible for your interactions with other users of the Platform. We reserve the right, but have no obligation, to become involved in your dispute with other users of the Platform.
VIII. TERM AND TERMINATION
These Terms shall remain in full force and effect so long as you access and use our Platform, save that the sections which expressly or by implication have effect after termination will continue to be enforceable notwithstanding such termination including, without limitation, Section V and VI. You have the right to terminate your use of our Platform and delete your account at any time and for any or no reason. We may terminate your access to or use of the Platform and your Straato Assets (without reimbursement for such Straato Assets) at any time without prior notice if you breach any of these Terms or take any suspected fraudulent, abusive, or illegal activity, and termination of your account will be in addition to any other remedies we may have in law or equity.
You expressly understand and agree that your access to and use of the Platform is at your sole risk, and that the Platform is provided "as is" and "as available" without warranties of any kind, whether express or implied. To the fullest extent permissible pursuant to applicable law, we, our subsidiaries, affiliates, and licensors make no express warranties and hereby disclaim all implied warranties regarding the Platform and any part of it (including, without limitation, the site, any smart contract, or any external websites), including the implied warranties of merchantability, fitness for a particular purpose, non-infringement, correctness, accuracy, or reliability. Without limiting the generality of the foregoing, we, our subsidiaries, affiliates, and licensors do not represent or warrant to you that: (i) your access to or use of the Platform will meet your requirements, (ii) your access to or use of the Platform will be uninterrupted, timely, secure or free from error, (iii) usage data provided through the Platform will be accurate, (iii) the Platform or any content, services, or features made available on or through the app are free of viruses or other harmful components, or (iv) that any data that you disclose when you use the Platform will be secure. Some jurisdictions do not allow the exclusion of implied warranties in contracts with consumers, so some or all of the above exclusions may not apply to you.
You accept the inherent security risks of providing information and dealing online over the Internet, and agree that we have no liability or responsibility for any breach of security.
X. 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 DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE PLATFORM, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE PLATFORM OR SUCH OTHER WEBSITES, INCLUDING ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF OPPORTUNITY, LOSS OF REPUTATION, 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.
YOU AGREE THAT OUR TOTAL, AGGREGATE LIABILITY TO YOU FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, ANY PORTION OF THE PLATFORM, WHETHER IN CONTRACT, TORT, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, IS LIMITED TO THE AMOUNT OF TRANSACTION FEES RECEIVED BY STRAATO FOR ITS SERVICE DIRECTLY RELATING TO THE ITEMS THAT ARE THE SUBJECT OF THE CLAIM. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
YOU ACKNOWLEDGE AND AGREE THAT WE HAVE MADE THE PLATFORM AVAILABLE TO YOU AND ENTERED INTO THESE TERMS IN RELIANCE UPON THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY SET FORTH HEREIN, WHICH REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN THE PARTIES AND FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN US. WE WOULD NOT BE ABLE TO PROVIDE THE PLATFORM TO YOU WITHOUT THESE LIMITATIONS.
THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
XI. ASSUMPTION OF RISK
You accept and acknowledge each of the following:
- The prices of Straato Assets are extremely volatile. There can be a substantial risk that you lose money buying, selling, acquiring or holding the Straato Assets.
- The Straato Assets are unlikely to increase in price in perpetuity.
- We do not guarantee that the price of the Straato Assets will increase or that there will be any demand for the Straato Assets.
- You are solely responsible for (i) any taxes applicable to any transactions you conduct on our Platform; (ii) any fees associated with your payment method of choice; (iii) any currency conversion fees; and (iv) all associated charges from your internet or mobile network providers. We accept no responsibility for, nor make any representation in respect of, your tax liability.
- There are risks associated with using intangible, Internet-based assets, including, but not limited to, the risk of hardware, software and Internet connections, the risk of malicious software introduction, and the risk that third parties may obtain unauthorized access to your Straato Account. You accept and acknowledge that we will not be responsible for any communication failures, disruptions, errors, distortions, or delays you may experience when using our Platform.
- IF YOU HAVE A DISPUTE WITH ONE OR MORE USERS, YOU RELEASE US FROM CLAIMS, DEMANDS, AND DAMAGES OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES. IN ENTERING INTO THIS RELEASE YOU EXPRESSLY WAIVE ANY PROTECTIONS (WHETHER STATUTORY OR OTHERWISE) THAT WOULD OTHERWISE LIMIT THE COVERAGE OF THIS RELEASE TO INCLUDE THOSE CLAIMS WHICH YOU MAY KNOW OR SUSPECT TO EXIST IN YOUR FAVOR AT THE TIME OF AGREEING TO THIS RELEASE.
To the fullest extent permitted by applicable law, you will indemnify, defend and hold harmless the Company and its past, present and future employees, partners, contractors, consultants, suppliers, vendors, service providers, agents, representatives, predecessors, successors and assigns (the “Indemnified Parties”) from and against all claims, demands, actions, damages, losses, costs and expenses (including attorneys’ fees) that arise from or relate to: (i) your use of the platform or any services, (ii) your responsibilities or obligations under these Terms, (iii) your violation of these Terms, (iv) your violation of any applicable laws or regulations, (v) your violation of any rights of any other person or entity, or (vi) your contract with any other user.
The Company reserves the right to exercise sole control over the defense, at your expense, of any claim subject to indemnification. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and the Company.
XIII. RELIANCE ON INFORMATION POSTED
The information presented on or through the Platform is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Platform, or by anyone who may be informed of any of its contents.
The Discord community includes content provided by third parties, including materials provided by other users, bloggers, and third-party licensors, syndicators, aggregators, and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by the Company, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of the Company. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.
We are not liable for any third-party services or links. We are not responsible for the content or services of any third-party, including, without limitation, any network, or apps or services provided by third parties, like Discord, and we make no representations regarding the content or accuracy of any third-party services or materials. The use and access of any third-party products or services, including through the Services, is at your own risk.
XIV. LINKS FROM THE PLATFORM
If the Platform contains links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. 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 linked to this Platform, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.
Any term of these Terms which is wholly or partially void or unenforceable is severed to the extent that it is void or unenforceable. The validity of the remainder of these Terms is not affected.
You affirm that you are over the age of 18, as the Platform is not intended for children under 18.
XVII. GOVERNING LAW
These Terms and your access to and use of the Platform shall be governed by and construed in accordance with the laws of the state of New Jersey, without giving effect to any choice or conflict of law provisions.
XVIII. DISPUTE RESOLUTION; ARBITRATION
PLEASE READ THIS SECTION CAREFULLY: IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT AND TO HAVE A JURY HEAR YOUR CLAIMS. IT CONTAINS PROCEDURES FOR MANDATORY BINDING ARBITRATION AND A CLASS ACTION WAIVER.
Agreement to Attempt to Resolve Disputes Through Good Faith Negotiations
Prior to commencing any legal proceeding against us of any kind, including an arbitration as set forth below, you and we agree that we will attempt to resolve any dispute, claim, or controversy between us arising out of or relating to the agreement or the Services (each, a “Dispute” and, collectively, “Disputes”) by engaging in good faith negotiations. Such good faith negotiations require, at a minimum, that the aggrieved party provide a written notice to the other party specifying the nature and details of the Dispute. The party receiving such notice shall have thirty (30) days to respond to the notice. Within sixty (60) days after the aggrieved party sent the initial notice, the parties shall meet and confer in good faith by videoconference, or by telephone, to try to resolve the Dispute. If the parties are unable to resolve the Dispute within ninety (90) days after the aggrieved party sent the initial notice, the parties may agree to mediate their Dispute, or either party may submit the Dispute to arbitration as set forth below.
Agreement to Arbitrate
You and we agree that any Dispute that cannot be resolved through the procedures set forth above will be resolved through binding arbitration by the American Arbitration Association in accordance with its Consumer Arbitration Rules, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. The place of arbitration shall be the Philadelphia, Pennsylvania. The language of the arbitration shall be English. The arbitrator(s) shall have experience adjudicating matters involving Internet technology, software applications, and financial transactions. The arbitrator’s award of damages must be consistent with the terms of the “Limitation of Liability” subsection of these Terms as to the types and amounts of damages for which a party may be held liable. The prevailing party will be entitled to an award of their reasonable attorney’s fees and costs. Except as may be required by law, neither a party nor its representatives may disclose the existence, content, or results of any arbitration hereunder without the prior written consent of (all/both) parties.
XIX. NO CLASS ACTION
YOU AND THE COMPANY 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.
XX. CONTACT US
All feedback, comments and questions on the Terms should be sent to email@example.com.