Etale Terms of Service
Date of Last Revision: July 19, 2019
Please read and review these Terms carefully. By visiting or otherwise using the Platform (i) you agree that you have read, understood and are bound by these Terms; (ii) you will comply with all applicable laws, regulations, rules and policies; and (iii) you represent that you are an adult and have the legal capacity to enter a contract in the jurisdiction where you reside, and are no younger than eighteen (18) years old. You also agree that your access to and use of the Platform is a valuable benefit that you receive by agreeing to and complying with these Terms. If you do not agree to these Terms, you may not access, browse or use the Platform.
Minors Prohibited: The Platform is not directed to individuals under the age of 18. If you are under the age of 18, you are not authorized to access or use the Platform.
1. Overview of the Etale Platform
The Platform is an electronic-based application providing market data and order routing to assist users in trading crypto-currencies and assets. The Platform consists of the following major components:
The Platform allows a user to register an account, log in to an existing account, and manage their login credentials.
User Signature Server Management
The user shall manage its signature server. If this option is enabled, for security purposes, Etale will never ask for your Application Program Interface Keys (“API Keys”), including exchanges, or any private keys associated with digital assets.
Etale’s Signature Server Management
Etale shall acquire and manage your signature server. You hereby grant Etale authorization to use your API Keys via our private network on a world-wide, non-exclusive, revocable and limited basis according to the terms and conditions set forth in the Terms of Service Agreement. Etale shall use industry standard security measures to secure your API Keys. You must promptly report any security breaches or intrusions that you discover to Etale in writing via email to email@example.com. You will work with Etale to immediately correct any such breach, and you will make no public statements (i.e. press, blogs, forums, etc.) without prior written and express permission from Etale in each instance. Upon request, you have the option to switch to User Signature Server Management at any time.
The Platform displays market activity in consolidated orderbook view, as well as in the form of a market depth chart. Users can select both the crypto-currency pair to display, as well as which exchanges market data should be sourced from. The consolidated orderbook combines the market data feeds from multiple exchanges into a single view that provides insight into the aggregate liquidity available for an instrument. The market depth panel displays the same information that is shown in the consolidated orderbook in graph form. Bid liquidity is displayed below the X-axis and ask liquidity is displayed above the X-axis. This provides extra insight into the state of crossed markets.
Blockchain Data Monitor
The Platform provides a real time view of activity on several blockchains. Currently, this includes Bitcoin, Litecoin, Ethereum, and several ERC20 tokens. Users can specify filters so that only events relevant to their trading activity will be displayed on the data monitor. The data monitor shows transfers as they happen, including the coin that was transferred, the quantity of the transfer, and the source and destination addresses, and provides the ability to add individual blockchain addresses to a watch list.
Order Router Algorithms
The Platform’s order router will attempt to route a user’s order to exchanges with the best available price, based on the latest market data that the order router has available. This can result in a single user order being subdivided into multiple orders routed to different exchanges in order to find the best execution for the order. Routing decisions are based on the most current market data, adjusted for the applicable exchange fees. Depending on the selected server management, all order messages are forwarded to a signing server where they are signed by the user or using Etale’s Signature Server Management and then forwarded to the applicable exchange. If you have enable the User Signature Server Management, the signing server runs on the user’s infrastructure, and is managed by such user, thereby avoiding the need for such user to share their private keys with Etale. If you have enabled Etale’s Signature Server Management, the signing server runs on Etale’s private network, and is isolated from the internet.
2. Ownership and Restrictions on Use
Etale is the owner or licensee of all Platform Content on the Platform. Platform Content includes, without limitation, applications, software, videos, images, text, scripts, photos, graphics, music, animation, audio, audiovisual materials, downloadable materials, applications, and also includes the look and feel, design, layout, organization, presentation, user interface, navigation and stylistic conventions of the Platform, as well as trademarks, trade names, service marks or logos owned or licensed by Etale (the “Marks”), and all other intellectual property rights covering or embodied by the Platform Content, including, without limitation, all copyrights, moral rights, trademark rights and patent rights. The Platform Content does not include User Content, as described herein. You do not acquire any ownership interest in any Platform Content by accessing or using the Platform or Platform Content.
3. System Requirements
To access the Platform, you will need a compatible device, Internet access, and certain software that may require updates or upgrades. Your ability to use the Platform may be affected by the performance of hardware, software, and Internet access. You agree that such system requirements, which may change from time to time, are your responsibility. You are responsible for any costs you incur to access the Internet.
4. Your Use and User Content; License Grant; Right to Monitor and Editorial Control
You may access, browse and use the Platform and Platform Content only in accordance with these Terms. You may not copy, reproduce, modify, distribute, transmit, display, perform, publish or otherwise use or exploit, through any means or media, any of the Platform or Platform Content, except as expressly provided herein.
Parts of the Platform will allow you to post, upload, transmit or submit content and information to the Platform (collectively, “User Content”).
Please do not post any confidential, secret or proprietary information or material through the Platform, by e-mail or in any other way. By providing User Content to us, you: (i) represent and warrant, to us and to all other users of the Platform, that User Content is your original creation, that you own or otherwise control all of the rights in User Content, or that you have the rights necessary to grant to us the license to User Content granted herein, and that User Content does not violate any rights, including rights of privacy, of any party and does not otherwise violate the law; (ii) represent that you have no expectation of confidentiality of any nature with respect to User Content and that we, our affiliates, our licensors and/or their affiliates may already have projects under consideration or are independently developing projects that are similar to User Content; (iii) grant to us and our affiliates a world-wide, non-exclusive, fully paid-up, royalty-free, unrestricted, perpetual, irrevocable, fully transferable, assignable and fully sub-licensable (through multiple tiers) right and license, to copy, reproduce, edit, modify, distribute, prepare derivative works of, transmit, translate, display, perform, publish, sell and adapt the User Content through any means or media, whether now existing or subsequently developed, and without any compensation to you or any third party; and (iv) shall indemnify and hold us harmless from and against any and all claims, actions and damages (including, without limitation, court costs, legal fees, accounting fees and amounts paid in settlement) that are related to or result from your use of the Platform, the Platform Content, User Content or your posting on, or submission to, the Platform, and/or your violation of these Terms or your representations and warranties hereunder. You will cooperate as fully as reasonably required in the defense of any such claim or action; however, we reserve the right, at our own expense, to assume the exclusive defense and control of any matter subject to indemnification by you.
We cannot be responsible for maintaining User Content, and we may remove User Content from the Platform at any time, for any and no reason, and without notice to you. We reserve the right, but do not have an obligation, to monitor and/or review all materials posted to or through the Platform and/or Platform Content by our Users, and we are not responsible for any such materials. We reserve the right at all times to disclose any information as necessary to satisfy any law, regulation or government request, or to edit, refuse to post or to remove any information or materials, in whole or in part, that in our sole discretion are objectionable or in violation of these Terms or applicable law. We may also restrict your access to part or all of the Platform or Platform Content without notice or penalty if we believe that you are in breach of these Terms or applicable law, or for any other reason, all without notice or liability.
5. Prohibited Conduct
You warrant and agree that, while accessing or using the Platform, you will not:
- reproduce, duplicate, copy, download, stream, capture, archive, upload, publish, broadcast, sell, resell, modify, translate, decompile, disassemble, reverse engineer or exploit any portion of the Platform or the Platform Content unless permitted under these Terms or with the prior written authorization of Etale and any applicable licensors;
- access or attempt to access another user’s account that you are not authorized to access;
- incorporate Platform Content into any hardware or software application;
- impersonate any person or entity or misrepresent your affiliation with any other person or entity, whether actual or fictitious, including anyone from the Platform, our licensors or anyone otherwise affiliated with us;
- sell, rent, lease, distribute, broadcast, sublicense or otherwise assign any right to the Platform Content to any third party;
- remove any proprietary notices or labels on any Platform Content;
- use an inappropriate username or screen name;
- insert your own or a third party’s advertising, branding or other promotional content on the Platform or into any Platform Content;
- post, email, transmit or otherwise make available unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "stock touts," "pyramid schemes," or any other form of solicitation;
- obtain or attempt to gain unauthorized access to other computer systems, materials, information or any Platform Content available on or through the Platform through any means, including through means not intentionally made publicly available or provided through the Platform;
- engage in any automatic or unauthorized means of accessing, logging-in or registering on the Platform, or obtaining lists of users or other information from or through the Platform, including, without limitation, any information residing on any server or database connected to the Platform;
- use the Platform or Platform Content in any manner that could interrupt, damage, disable, overburden or impair the Platform, or interfere with any other party’s use and enjoyment of the Platform, including, without limitation, sending mass unsolicited messages or “flooding” servers;
- use the Platform or Platform Content in violation of our intellectual property or other proprietary or legal rights or rights of any third party;
- use the Platform or Platform Content in violation of any applicable law;
- attempt (or encourage or support anyone else’s attempt) to disable, bypass, modify, defeat, circumvent, reverse-engineer, decrypt, or otherwise alter, or interfere with, the Platform or the Platform Content, including without limitation any security, digital rights management or data encryption components limiting access to Platform Content;
- use the Platform to "stalk" or otherwise harass or harm another in any way;
- collect or store personal data about other users of the Platform; or
- post, transmit or otherwise disseminate through the Platform or the Platform Content any User Content that, as we determine in our sole discretion: (i) is unlawful, harmful, harassing, fraudulent, threatening, abusive, libelous, defamatory, vulgar, obscene, hateful, or racially, ethnically or otherwise objectionable, or infringes our or any third party’s intellectual property or other rights; (ii) is derogatory or harmful to our reputation, the reputation of our licensors, or any of our or their respective officers, members, employees, representatives, licensors and/or suppliers, in any way; (iii) may incite violence or other unlawful activity; or (iv) is harmful to children in any manner.
6. Your Registration and Your Information
You are solely responsible for maintaining the confidentiality of Your Information. You are also solely responsible for any and all activities on the Platform that occur under Your Registration or Your Information. You must notify us immediately of any suspected or actual unauthorized use of Your Registration or Your Information, and of any and all other security breaches. If you believe your account ID or password has been lost or stolen, contact us at firstname.lastname@example.org.
We reserve the right to terminate Your Registration or to refuse services to you, without prior notice to you, at any time and for any or no reason. Without limiting the foregoing, if you are a repeat copyright infringer, we will, in appropriate circumstances, permanently terminate Your Registration and remove User Content from the Platform. You have the right to cancel Your Registration at any time. You may cancel Your Registration by following the instructions on the Platform. If you voluntarily terminate Your Registration or allow Your Registration to lapse, you may reactivate Your Registration at any time through the user account section of the Platform. Accounts terminated by us for any type of abuse including, without limitation, a violation of these Terms, may not be reactivated. Even after termination of Your Registration, these Terms will remain in effect.
You acknowledge that entering into any transaction electronically either through the User Signature Server Management or Etale’s Signature Server Management (including without limitation all records relating to such transactions) constitutes your agreement and intent to be bound by and to pay for such agreements and transactions. You are solely responsible for any disputes you may have with any exchange regarding such agreements and transactions. ETALE DISCLAIMS ALL LIABILITY RELATED TO ANY DISPUTES BETWEEN YOU AND ANY EXCHANGE.
8. Your Ideas and Suggestions
Please be aware that if User Content constitutes ideas, suggestions, know-how, concepts, techniques, comments, criticism, reports or other feedback (“Feedback”), you hereby grant us and our designees a worldwide, non-exclusive, fully paid-up, unrestricted, fully sublicenseable (through multiple tiers), fully transferrable, assignable, royalty-free, perpetual, irrevocable right to copy, reproduce, edit, distribute, modify, adapt, publish, publicly perform, publicly display, transmit, translate or digitally perform Feedback in any and all embodiments, media and means of communication, now known or hereafter developed. You represent and warrant to us that your Feedback is original to you, that you own or otherwise control all of the rights in your Feedback, or that you have the rights necessary to grant to us the license to your Feedback granted herein, and that your Feedback does not violate any rights, including the rights of privacy, of any party and do not otherwise violate the law. Notwithstanding the foregoing, we are not obligated by these Terms to proceed with or conclude any agreement or transaction with you concerning any such Feedback.
If you do not wish to grant these rights, do not share, submit or post any Feedback on or through the Platform.
Etale reserves the right to modify, suspend, or discontinue the Platform and/or access to any Platform Content, or any part thereof, at any time and without notice to you, and Etale will not be liable to you should it exercise such rights, even if your use of Platform Content is impacted by the change.
10. Objectionable Content
You may find some Platform Content and/or User Content offensive or objectionable. You agree that your use of the Platform, including access to such Platform Content and/or User Content, is at your sole risk, and Etale shall have no liability to you for content that may be found to be offensive or objectionable. Descriptions of Platform Content and User Content available on the Platform are for your convenience and Etale does not guarantee their accuracy.
11. Links to Third-Party Websites
We may provide links to websites of third parties. If you click on these links, you will leave the Platform. These third parties and their websites are not under our control. We do not examine or evaluate these websites and we are not responsible for their content or operation. By providing links to these websites, we do not approve, warrant or endorse, or otherwise make any representation about, them or their owners or operators, and do not assume any related responsibility or liability. You should exercise your own judgment in evaluating and using these websites. When you link to these websites, you become subject to their terms and conditions of use and privacy policies.
12. Linking to the Platform
You agree that if you include a link from any website to the Platform, such link shall open in a new browser window and shall link to the full version of an HTML-formatted page of the Platform. You may not link directly to any Platform Content, by, for example and without limitation, “in-line” linking or “deep-linking” methods, or in any manner that causes the Platform, or any page of the Platform, to be “framed,” surrounded or obfuscated by any third-party content, materials or branding. We may, at any time and for any or no reason, require that any link to the Platform be discontinued and removed and revoke your right to link to the Platform.
13. Notifications concerning Virtual Currency
When using this Platform, you should be aware of the following risks associated with virtual currency:
- virtual currency is not legal tender, is not backed by the government, and accounts and value balances are not subject to Federal Deposit Insurance Corporation or Securities Investor Protection Corporation protections;
- legislative and regulatory changes or actions at the state, federal, or international level may adversely affect the use, transfer, exchange, and value of virtual currency;
- transactions in virtual currency are generally irreversible, and, accordingly, losses due to fraudulent or accidental transactions may not be recoverable;
- some virtual currency transactions shall be deemed to be made when recorded on a “block chain” ledger, which is not necessarily the date or time that the customer initiates the transaction;
- Etale’s Signature Server Management may be vulnerable to third-party hacks, malicious internal trades, crashes or errors;
- the value of virtual currency is derived from the continued willingness of market participants to exchange fiat currency for virtual currency, which may result in the potential for permanent and total loss of value of a particular virtual currency should the market for that virtual currency disappear;
- there is no assurance that a person who accepts a virtual currency as payment today will continue to do so in the future;
- the volatility and unpredictability of the price of virtual currency relative to fiat currency may result in significant loss or tax liability over a short period of time;
- the nature of virtual currency may lead to an increased risk of fraud or cyber attack;
- the nature of virtual currency means that any technological difficulties experienced by the Licensee may prevent the access or use of a customer’s virtual currency; and
- any bond or trust account for the benefit of customers may not be sufficient to cover any and all losses incurred by customers.
14. Warranty Disclaimers
We administer, control and operate the Platform from our offices in New York, the United States of America. The Platform is accessible world-wide; however, some of its features, functions or Platform Content may not be available or appropriate for use outside of the United States and/or may not be available to all persons or in all geographic locations. We make no representation that the Platform and Platform Content are appropriate or authorized for use in all countries, states, provinces, counties or any other jurisdictions. Your access and use of the Platform may not be legal in your jurisdiction. If you choose to access, browse or use the Platform, you do so on your own initiative and risk, and you are responsible for compliance with all applicable laws if, and to the full extent that, such laws and restrictions are applicable. We reserve the right to limit, in our sole discretion, the provision of any feature or function of the Platform to any person and geographic area. Any offer for any feature or function made on the Platform is void where prohibited.
Any information we provide on the Platform is of a general nature only, and we specifically disclaim any liability concerning any action that any person may take based on any information or guidance provided at the Platform.
Some Platform Content is provided by the Users of the Platform. With the exception of the limited license granted in these Terms, we do not obtain or control any rights in, and do not exert editorial control over, such Platform Content. We do not independently verify the representations and warranties made by the Users with respect to such Platform Content.
We do not guarantee the accuracy, timeliness, correctness, completeness, performance or fitness for a particular purpose of the Platform, including but not limited to, algorithms or efficacy of trading strategies, or any of Platform Content. We are not liable for any errors, omissions, or inaccurate Platform Content. We are not responsible for typographic errors.
THE SITE AND SITE CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY FOR INFORMATION, DATA, DATA PROCESSING SERVICES, UPTIME OR UNINTERRUPTED ACCESS, ANY WARRANTIES CONCERNING THE AVAILABILITY, ACCURACY OR USEFULNESS OF PLATFORM CONTENT AND ANY IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT, WHICH ARE EXCLUDED FROM THESE TERMS TO THE EXTENT THAT THEY MAY BE EXCLUDED AS A MATTER OF LAW. WE DO NOT WARRANT THAT THE PLATFORM OR PLATFORM CONTENT WILL BE TIMELY, SECURE, UNINTERRUPTED, OR OPERATED FREE OF DELAYS IN TRANSMISSION, FAILURE IN PERFORMANCE, COMPUTER VIRUSES, INACCURACIES, ERRORS, OR DEFECTS. YOU USE THE PLATFORM AT YOUR OWN RISK. WE ALSO ASSUME NO RESPONSIBILITY, AND SHALL NOT BE LIABLE FOR, ANY DAMAGES TO, OR VIRUSES THAT MAY INFECT, YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS TO, BROWSING IN, OR USE OF, THE PLATFORM OR YOUR DOWNLOADING OF THE PLATFORM CONTENT. YOU ARE SOLELY RESPONSIBLE FOR IMPLEMENTING SUFFICIENT PROCEDURES AND VIRUS CHECKS (INCLUDING ANTI-VIRUS AND OTHER SECURITY CHECKS) TO SATISFY YOUR PARTICULAR REQUIREMENTS FOR THE ACCURACY AND SECURITY OF DATA INPUT AND OUTPUT. WE MAKE NO WARRANTY THAT THE PLATFORM WILL MEET USERS’ REQUIREMENTS. NO ADVICE, RESULTS OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH THE PLATFORM SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
Some jurisdictions do not allow the disclaimer of implied warranties, so the foregoing disclaimers may not apply to you.
YOU ACKNOWLEDGE AND AGREE THAT YOUR SOLE REMEDY FOR ANY PROBLEMS OR DISSATISFACTION WITH THE PLATFORM IS TO TERMINATE YOUR REGISTRATION AND DISCONTINUE ALL USE OF THE PLATFORM.
15. Limitation of Liability
EXCEPT AS SET FORTH HEREIN, UNDER NO CIRCUMSTANCES, INCLUDING, WITHOUT LIMITATION, BREACH OF CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR ARISING UNDER ANY OTHER LEGAL OR EQUITABLE THEORY WILL WE BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES THAT ARISE OUT OF OR IN CONNECTION WITH THE USE OF THE PLATFORM OR WITH THE DELAY OR INABILITY TO USE THE PLATFORM OR PLATFORM CONTENT, OR FOR ANY INFORMATION, SOFTWARE APPLICATIONS, PRODUCTS OR SERVICES OBTAINED THROUGH THE PLATFORM, OR OTHERWISE ARISING OUT OF THE USE OF THE PLATFORM, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THOSE ASPECTS OF THE HEREIN LIMITATION MAY NOT APPLY TO YOU, IN WHICH CASE OUR LIABILITY SHALL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.
IN NO EVENT SHALL WE BE LIABLE FOR, OR IN CONNECTION WITH, ANY CONTENT POSTED, TRANSMITTED, EXCHANGED OR RECEIVED BY OR ON BEHALF OF ANY USER OR OTHER PERSON ON OR THROUGH THE PLATFORM (INCLUDING, WITHOUT LIMITATION, ANY OF YOUR USER CONTENT). IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION EXCEED, IN THE AGGREGATE, ONE HUNDRED U.S. DOLLARS (US$100).
16. Notification and Counter-Notification of Claim of Copyright Infringement
We respect the intellectual property rights of others and require our users to do the same.
To notify us of your claim of copyright infringement with respect to any Platform Content or User Content, please send a written communication to our designated copyright agent:
Pryor Cashman LLP
7 Times Square
New York, NY 10036
Attn: Robert J. deBrauwere
Do not contact us using this contact information for anything other than for notifying us of a claim of copyright infringement. For all other inquiries, please contact us at email@example.com.
Your notice must include:
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
- Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at the Platform are covered by a single notification, a representative sample of such works or a link or URL to such works;
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, as well as a link or URL to all such material at the Platform;
- Information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an electronic mail address;
- A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
- A statement that the information in the notification is accurate and, under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Upon receiving a proper notification of copyright infringement as described herein, we will remove or disable access to the allegedly-infringing material and promptly notify the alleged infringer of your claim. We also will advise the alleged infringer of the counter-notification procedure, as described in, and required by, The Digital Millennium Copyright Act of 1998, 17 U.S.C. § 512.
If content you posted on the Platform was removed for copyright or intellectual property infringement, and you would like to dispute that removal, the process for counter-notifications is as follows:
a. To file a counter-notification with us, you must provide our Copyright Agent, at the address set forth herein, with a written communication that sets forth the items specified herein.
b. Please note that under Section 512(f) of the DMCA, any person who knowingly materially misrepresents that material or activity was removed or disabled by mistake or misidentification may be subject to liability. Please also be advised that we enforce a policy that provides for the termination, in appropriate circumstances, of the accounts of (or access privileges by) Users who are infringers. Accordingly, if you are not sure whether certain material infringes your copyright or the copyrights of others, we suggest that you first contact an attorney.
To expedite our ability to process your counter-notification, please use the following format (including section numbers):
- Identify the specific URLs of (or other information sufficient to allow us to identify) material that we have removed or to which we have disabled access.
- Provide your full name, address, telephone number, email address and, if you are a registered user, the user name of your user account.
- Provide a statement that you consent to the jurisdiction of the Federal District Court for the judicial district in which your address is located or, if your address is outside of the U.S.A., the Federal District Court for the Southern District of New York, and that you will accept service of process from the person who provided notification to our Copyright Agent in accordance with the process outlined herein, or an agent of such person.
- Include the following statement: “I swear, under penalty of perjury, that I have a good faith belief that the material was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled.”
- Sign the notice. If you are providing notice by email, a scanned physical signature or a valid electronic signature will be accepted. Send the communication to our designated copyright agent using the contact information provided herein.
After we receive your counter-notification, we will forward it to the party who submitted the original claim of copyright infringement. Please note that when we forward the counter-notification, it includes any of your personally identifiable information set forth in the counter-notification. By submitting a counter-notification, you consent to having such personally identifiable information revealed in this way. We will not forward the counter-notification to any party other than the original claimant.
After we send out the counter-notification, the claimant must then notify us within ten (10) days that he or she has filed an action seeking a court order to restrain you from engaging in infringing activity relating to the material on the Platform. If we receive such notification, we will be unable to restore the items. If we do not receive such notification, we may, but are not obligated to, reinstate the disputed item(s).
If you reside outside of the United States, please understand that filing a counter-notice may lead to legal proceedings between you and the complaining party to determine ownership. Be aware that there may be adverse legal consequences in your country and/or the United States of America if you make a false or bad faith allegation by using this process. Please also be advised that we enforce a policy that provides for the termination in appropriate circumstances of access privileges for users who are infringers. So, if you are not sure whether content you posted on the Platform is being infringed, or are otherwise unsure of whether to file a counter-notification using these procedures, we strongly recommend you first contact a lawyer knowledgeable in the laws of the United States and the State of California. If you do wish to file a counter-notice, you should follow the process set forth herein under the heading “Counter-Notices.”
If you are the owner of any intellectual property other than copyrighted materials (such as, for example, a trademark), or an agent thereof, and believe that any item of content or other materials on the Platform infringes upon your rights in such intellectually property, you must submit a notification to us in the same manner as provided herein in respect of notice of alleged copyright infringement, including providing the same information in writing to the designated Copyright Agent set forth herein.
DISCLAIMER: WE ARE NOT YOUR ATTORNEYS, AND THE INFORMATION WE PRESENT HERE IS NOT LEGAL ADVICE. WE PRESENT THIS INFORMATION FOR INFORMATIONAL PURPOSES ONLY.
Etale may send you notices by sending an email message to the email address listed in Your Information or by a posting on the Platform. Notices shall become effective immediately upon their distribution or posting.
18. No Relationship
This Agreement creates no agency, partnership, joint venture, employee-employer or franchisor-franchisee relationship between you and Etale or between Etale and any other user of the Platform. You further acknowledge that that by submitting User Content, no confidential, fiduciary, contractually implied or other relationship is created between you and Etale other than pursuant to these Terms.
You agree that we may assign any of our rights, and/or transfer, sub-contract or delegate any of our obligations, under these Terms. Your agreement to these Terms is personal to you and you may not transfer or assign it to any third party.
20. Governing Law.
You agree that the laws of the United States of America and the laws of the State of New York, without regard to the principles of conflicts of laws, will govern your use of the Platform, these Terms and all matters relating to your access to, and/or use of, the Platform, including all disputes between you and Etale. You irrevocably submit to the exclusive jurisdiction of, and venue in, the state and federal courts seated in New York County, New York, and the related appellate courts, in any related action or proceeding.
21. Entire Agreement.
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT, AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS.
If any part of these Terms is determined to be invalid or unenforceable under applicable law including, without limitation, the warranty disclaimers and liability limitations stated herein, then the invalid or unenforceable provision(s) will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision, and the remainder of these Terms shall continue in full effect.
Any rights not expressly granted in these Terms are reserved to us.
© 2019 – Etale, Inc. All Rights Reserved.