"We win justice more quickly if we do justice to the opposing party."
Legal Terms.Last update September 2022
Simple speak introduction for Terms of Service (TOC)
You’re busy. We get it. So we’ve summed up our Terms of Service in a few simple sentences. They don’t replace the official legal stuff, but they will give you an idea of what’s in there. Any questions or concerns – please contact us.
Here are the headlines:
- You have to be 18 to use our tools.
- Your content is yours – you own it, and you are responsible for it.
- We’ll only do what’s needed for our services to work properly but we are not responsible if you lost it.
- Make your own backups on a regular basis.
- If you are doing something illegal, we can block and/or delete your stuff, and suspend your accounts.
- If we detect illegal activity that can harm other people we’ll inform the law authorities.
- We may make changes to our terms, service and/or fees from time to time.
- If you have an account and don’t like something we change, you can always cancel at any time.
- You can’t use our services and infrastructure to store or distribute illegal and harmful content.
- Don’t use our servers to promote pornography or make crypto mining operations.
And that’s it. Seems fair right? You do you, we'll do us and we hope everything will be fine.
Please just be a Digital Decent User. ---------------
Welcome to Digital Decent LLC’s Terms of Service! The first portion of our Terms of Service is an introduction, which is structured like an FAQ and lays out some high-level concepts before diving into other terms. What documents make up the TOS? We refer to the Terms of Service as the “TOS” This page lays out the core of our TOS, but we also have other contractual documents that you can think of as additional terms for specific topics. Legally speaking, these other documents are incorporated by reference as if they were written here and form part of the overall TOS. Therefore, you should also review these other documents, which can be found at the links below:
Notice and Takedown Policy
(which outlines the terms of content and copyrights rules)
Responsible Disclosure Policy
(which guide you how to proceed in case of vulnerability or security breach of our systems)
Acceptable Use Policy (the “AUP”)
(which outlines prohibited uses of our Services)
Privacy & Cookie statement
(which outlines how we collect, use, and share data in our Websites and Services)
(which try to explain What is the GDPR)
Data Processing Agreement
(which outlines the terms of data processing on your behalf through our Services)
(which try to help you manage the services in such a way that access to your content is always ensured)
CCPA Data Processing Addendum
(reflects the requirements of the California Consumer Privacy Act of 2018)
Standard Contractual Clauses
(For the purposes of Article 26(2) of Directive 95/46/EC)
Terms of Service
Purpose. - Its purpose is the intermediation of commerce, advertising services, public relations and similar as well as electronic exploitation on behalf of third parties. Such activities may be carried out by the company directly, indirectly, including through the ownership of shares or participation in other companies with the same or similar purpose.
What is the TOS?
This TOS is a binding contract between you and Digital Decent LLC, and covers all of the offerings, websites, products, services, features, content, applications and other things we offer to users like you. We will periodically differentiate between our websites such as “hostdecent.com” or “cardei.studio” (which we will refer to collectively as the “Websites”) and all of our other services, such as cloud infrastructure and other paid services (which we will refer to collectively as the “Services”).
When does this TOS apply to me?
Now that we have some common language, we want to ensure you understand when and how the TOS applies. First and foremost, you must understand that this is a binding legal contract that is required to use our Websites and Services. As such, you may only use our Websites and Services if you agree that you have read, understood, and consented to be bound by this TOS. If you sign up for Services or create an account through our Websites, this TOS takes effect when you click “I accept” or other functionality indicating your acceptance of its terms. If you purchase Services through a separate written contract, this TOS is incorporated into that contract, whether it is called out or not. Regardless of these other methods, when you access or use our Websites and Services, this TOS applies and is legally binding on you and to your access and use. These are common examples, and this paragraph does not necessarily include all the other ways you can become bound to this TOS.
What happens with disputes under this TOS?
One requirement of our TOS is that you must agree to resolve disputes arising under this TOS through binding arbitration directly between you and Digital Decent LLC. In arbitration, a neutral arbitrator or panel of arbitrators will hear the arguments of both sides and decide on disputes in an expedient and cost-effective manner. You will still be able to pursue cases in court when those cases are for small claims, but all other claims will be subject to arbitration.
You should understand that this means neither you nor Digital Decent LLC will have the opportunity to resolve some disputes in court before a judge or jury. You will be unable to pursue claims in a conventional trial and will not be able to participate in a court-based class action or similar proceeding.
By using and/or contracting any service and/or product from and/or through Digital Decent LLC, you agree to the terms of our company and you cannot claim any amount or compensation for any damage caused.
Digital Decent LLC offers digital tools and services to help businesses and individuals to achieve their digital needs using several websites.
At the time of the redaction of this “Terms of Service” we are using “hostdecent.com” and “cardei.studio” websites to offer our services.
- internet domains registrations services;
- web hosting services;
- email services;
- virtual private servers;
- virtual cloud pc;
- cloud storage;
- backup storage;
- content delivery network services;
- servers administration services;
- digital security services;
- third party software and software licenses;
- basic help and support services;
- other services;
The Services may be provided to you online, in the form of a mobile and/or desktop application(s) and/or may be integrated in a third party service or using APIs.
Some of our services allow you to upload, submit, store, share, receive, collect, capture and/or visualize any kind of content, texts, graphics, videos, data, information, files, presentation decks or other content, including third party content used by you (together: “Content”). You retain all rights in- and responsibility and liability for all Content and you are responsible for copyrights for the content used.
Digital Decent LLC does not claim ownership of your Content. The Services are provided to you as the user of the Services by Digital Decent LLC. (“Digital Decent LLC”, “CARDEI STUDIO”, “HOSTDECENT”, “Company”, “We”), with its main office at 1603 Capitol Avenue, Suite 413A #2187, Cheyenne, Wyoming 82001, United States.
Before you use our Websites and Services, you must ensure that such use is in compliance with all laws, rules and regulations applicable to you. Your right to access the Websites and Services is revoked to the extent your use thereof is prohibited or to the extent our provision thereof conflicts with any applicable law, rule or regulation. You are responsible for making these determinations before using the Websites and Services.
We may, in our sole discretion, refuse to provide or continue providing the Websites and Services to any person or entity and change eligibility criteria at any time, including if you fail to comply with the TOS. We reserve the right to deactivate, terminate, prevent access to, disable services for, and/or delete any Accounts or access to the Websites and Services at any time at our sole discretion.
1.1 - You are only allowed to use the Services when aged 18 or older.
1.2 - Please read the Terms carefully. By using the Services (directly with us or through a third party application, plug-in, extension or integration) you agree and accept these Terms and our Notice and Take Down Policy (“NTD Policy”). To the use of personal data and cookies in relation to the Services our Privacy & Cookie Statement applies.
1.3 - If the Services include, are used in connection with, or are integrated in the services of third parties, the terms and conditions, notice and take down policies and/or privacy and cookie policies of those third parties may apply in addition to these Terms. If you are using the Services on behalf of your employer or another organization, you are agreeing to the terms of that organization and you represent and warrant that you have the authority to do so. Digital Decent LLC is not responsible for any third party services, terms and/or policies.
1.4 - If you want to file a complaint or notice about unlawful Content being stored or shared via the Services or the Digital Decent LLC API, please read our NTD Policy.
1.5 - If you become aware of a vulnerability in any of the Services, please read our Responsible Disclosure Policy.
1.6 - Digital Decent LLC can amend the Terms from time to time. The amended Terms will become effective upon them being posted on Digital Decent LLC’s website(s) and/or on Digital Decent LLC’s mobile and/or desktop application(s), or at such later date as may be stated on the amended Terms. Therefore, we recommend that you review the Terms from time to time and take note of any changes. By continuing your use of the Services you accept the amended Terms. In case of material changes to the Terms, you will be informed prior to the change: (i) at the moment you use the Services, or (ii) by a message to the contact details you provided to us, or (iii) by a posting of the notice of the change on Digital Decent LLC’s website(s) and/or on Digital Decent LLC’s mobile and/or desktop application(s). In the event you don’t accept a change you can cancel your subscription.
1.7 - These Terms supersede any and all prior oral and written quotations, terms, communications, agreements and understandings between you and Digital Decent LLC.
Access to and / or use of the Digital Decent LLC’s websites, (hereinafter the company) attributes the condition of user to whoever performs it, accepting, from that moment, fully and without reservation, these general conditions, as well as the particular conditions that, in where appropriate, complement, modify or replace the general conditions in relation to certain services and contents of the websites.
3. Use of the website, its services and contents:
The user agrees to use the websites and its services and contents without contravening current legislation, good faith, generally uses accepted and public order. Likewise, the use of the Digital Decent LLC’s webs and services for illegal or harmful purposes is prohibited, against Digital Decent LLC or any third party, or that, in any way, may cause damage or prevent the normal functioning of our websites or services. Regarding the contents (texts, information, graphics, files of any kind, photographs, designs, etc.), it is prohibited: Its reproduction, distribution or modification, unless you have the authorization of its legitimate owners or is legally permitted. Any violation of the rights of Digital Decent LLC or its legitimate owners over themselves. Its use for all types of commercial or advertising purposes, other than those strictly allowed. Any attempt to obtain the contents of the website by any means other than those indicated made available to users as well as those who are usually used on the network, provided that do not cause any damage to the Digital Decent LLC’s websites and services.
Our Services allow you to provide us with source code, files, software, processes, interfaces, data, text, settings, media, or other information for storage, hosting, or processing by the Services (your "Services Content"). We reserve the right to store and/or run, copy and/or move your content within our own infrastructure or using third party infrastructure without any obligation to notify you under any circumstances. We are not responsible for the loss, theft or any other type of damage or harm to its content and/or physical or legal organization.
When purchasing Services, you may specify the geographic region and jurisdiction in which your Services Content will be stored. You consent to the storage of your Services Content in, and transfer of your Services Content into, the geographic region and jurisdiction you select. Unless otherwise agreed in writing between you and Digital Decent LLC, you agree that Digital Decent LLC may transfer and store your Services Content and information related with your account in other geographic regions or jurisdictions at its sole discretion without the obligation to notify you. You represent and warrant that such storage and transfer are adequately consented to by you and permissible pursuant to applicable laws, regulations, rules, and third party rights.
4. Unilateral modification:
Digital Decent LLC may modify unilaterally and without prior notice, Whenever it deems appropriate, the structure and design of all our websites, as well as modify or eliminate, the services, the contents and the conditions of access and / or use of the websites
Those websites that establish hyperlinks («hyperlinks») with the pages of the present Digital Decent LLC website should refrain from reproducing said pages. Remain frame links, deep links and image links or any others that may violate the proprietary rights of the company, such as the unfair competition, illegal advertising, intellectual and industrial property rights, image rights, honor, and commercial reputation or the like. Likewise, they must refrain from use distinctive signs, trade names, labels, information or any other content of the website itself, except for the indication that it is part of the link itself («link») and provided that this is legally and / or contractually protected, for example under our brand policy, especially, in cases of confusion or association. The above is extended to their use as meta tags, words key or similar, including its specific use in search engines. In no case may it be implied or declare that the company has authorized, intervenes, assumes, participates or has supervised in any way the contents of the page in which the hyperlink, meta tag, keyword or similar appears, nor even that he consents to their own inclusion, unless expressly authorized.
6. Exclusion of guarantees and responsibility:
Digital Decent LLC does not give any guarantee or is responsible, in any case, for damages of any nature that may be caused by: The lack of availability, maintenance and effective operation of the Webs and / or its services or contents. · The lack of usefulness, adequacy or validity of the Webs and / or its services or contents to satisfy needs, activities or specific results or expectations of users. The existence of viruses, malicious or harmful programs in the contents. The reception, obtaining, storage, diffusion or transmission, by the users, of the contents. The illicit, negligent, fraudulent use, contrary to these General Conditions and legal terms, to the good faith, to the generally accepted uses or to public order, of the website, its services or contents, by part of users. The lack of legality, quality, reliability, usefulness and availability of the services provided by third parties and made available to users on the website. The breach by third parties of their obligations or commitments in relation to the services provided to users through the website.
The duration of the provision of the website's services and the services is of a nature undefined. Notwithstanding the foregoing, reserves the right to interrupt, suspend or terminate the provision of the Webs services or any of the services that make it up, in the same terms that are collected in the fourth condition.
8. Intellectual property:
For the purposes of preserving possible intellectual property rights, in the event that any user or third party considers that there has been a violation of their legitimate rights for the introduction of certain content on the Webs, you must notify said circumstance to Digital Decent LLC according to our Notice and Take Down Policy (“NTD Policy”)
10. Payments and Billing
We use third-party payment processors (the “Payment Processors”) to bill you through the payment account(s) linked to your Account (your “Billing Information”). The processing of payments may be subject to the terms, conditions and policies of the Payment Processors in addition to this TOS. We are not responsible for acts or omissions of the Payment Processors. You agree to pay us, through the Payment Processors or as otherwise agreed to by Digital Decent LLC, all sums for Services you select or use at applicable prices in accordance with our pricing and billing policies when logged into your Digital Decent LLC account and you hereby authorize us and applicable Payment Processors to charge all such sums (including all applicable taxes) to the payment method(s) specified in or linked to your Account (your “Payment Method”).
You must provide current, complete and accurate information for your Account and Billing Information, and must promptly update all such information in the event of changes (such as a change in billing address, credit card number, or credit card expiration date). You must promptly notify us or our Payment Processors if your payment method is canceled (e.g., for loss or theft) or otherwise inoperable. Changes to such information can be made in your account settings.
By entering into this TOS and using the Services, you agree to be billed on a recurring basis and to be automatically charged by us or our Payment Processors using your Payment Methods upon invoicing. If your Payment Method or payment of fees is subject to other terms and conditions, as set forth in order forms, invoices or otherwise, then those other terms and conditions apply in addition to this TOS. You may also be billed an amount up to your current balance at any time to verify the accuracy of your account information. We reserve the right to deactivate, terminate, prevent access to, disable services for, and/or delete any Accounts or access to the Websites and Services at any time at our sole discretion, including for nonpayment, late payment, or failure to charge your Payment Methods upon invoicing.
You are responsible for any duties, customs fees, taxes, and related penalties, fines, audits, interest and back-payments relating to your purchase of the Services, including but not limited to national, state or local sales taxes, use taxes, value-added taxes (VAT) and goods and services taxes (GST) (collectively, “Taxes”). Unless otherwise stated, our pricing policies do not include and are not discounted or enhanced for any such Taxes. If we become obligated to collect or pay Taxes in connection with your purchase of the Services, those Taxes will be invoiced to you as part of a billing process or collected at the time of purchase. In certain states, countries and territories, we may determine if your purchase of Services is subject to certain Taxes, and if so, may collect such Taxes and remit them to the appropriate taxing authority. If you believe that a given Tax does not apply or that some amount must be withheld from payments to us, you must promptly provide us with a tax certificate, withholding receipt, tax identifier (e.g., VAT ID) or other adequate proof, provided such information is valid and sufficiently authorized by all appropriate taxing authorities. You must also provide us with any tax identification information that is necessary for us to comply with our tax obligations, as we determine from time to time. You will be solely responsible for any misrepresentations made or non-compliance caused by you regarding Taxes, whether with respect to us or other parties, including any penalties, fines, audits, interest, back-payments or further taxes associated with such misrepresentations or non-compliance.
We may offer Service credits from time to time, and any provision of such credits is governed by the disclosures, terms and policies concerning the credits. You acknowledge and agree that all credits, whether previously offered or otherwise, are revocable or subject to early expiration at any time and for any reason or no reason by us, including for abuse, misrepresentation of Account information, unauthorized transfer, or illegal conduct by you.
11. Third Party Services
The Websites and Services may include links to third party websites, services or other resources on the Internet, and third party websites, services or other resources may include links to our Websites and Services as well. When you access third party resources on the Internet, you do so at your own risk. These third party resources are not under our control, and, to the fullest extent permitted by law, we are not responsible or liable for the content, functions, accuracy, legality, appropriateness or any other aspect of such resources. The inclusion of any such link does not imply our endorsement or any association between us and any third party. To the fullest extent permitted by law, we shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such third party resource. We also permit certain Vendors to make available Vendor Offerings available on the Digital Decent LLC’s websites. Use of any Vendor Offerings may require you to agree to certain terms and conditions directly with the Vendor, and Digital Decent LLC may not be a party to such agreement. It is your responsibility to protect your system from risks such as viruses, worms, Trojan horses and other security risks that may be presented by the third party resources or Vendor Offerings described in this section.
12. Confidentiality & Beta Services
To the extent you receive or possess any nonpublic information from us that is designated confidential or, given the nature of the information or circumstances surrounding its disclosure, reasonably should be understood to be confidential, such information is our “Confidential Information” and must be handled according to this TOS. Confidential Information includes but is not limited to: (a) nonpublic information about our technology, customers, business plans, marketing and sales activities, finances, operations and other business information; and (b) the existence and content of our discussions or negotiations with you regarding your Account and/or use of the Services. Confidential Information does not include any information that: (i) is or becomes publicly available without breach of this TOS; (ii) can be shown by documentation to have been known to you at the time of your receipt from us; (iii) is received from a third party who did not acquire or disclose the information by a wrongful or tortious act or by violating the rights of us or third parties; or (iv) can be shown by documentation to have been independently developed by you without reference to the Confidential Information.
You may not use Confidential Information except in connection with your use of the Service as permitted under this TOS or as separately authorized in a signed writing by us. You agree to not disclose Confidential Information during the term of this TOS, after you cease using the Services and after this TOS otherwise no longer applies. You will take all reasonable measures to avoid disclosure or unauthorized use of Confidential Information, including at least the measures you take to protect your own confidential information of a similar nature.
We may offer “beta” versions or features of the Services (each, a “Beta Service”). Any production candidate or non-production version of Services or other version of the Services designated as a beta or testing version is considered a Beta Service under this TOS. We will determine, at our sole discretion, the availability, duration, features, and components of each Beta Service. If we permit you to use a Beta Service, you agree that information we provide relating to the Beta Service is Confidential Information, and you specifically agree, in addition to the other requirements set forth in this TOS, to not: (i) use the Beta Service for benchmarking or performance testing or to publicly disseminate performance information or analysis from any source relating to the Service; (ii) modify or create derivative works of the Beta Service or remove any product identification, proprietary, copyright or other notices contained in the Beta Service; or (iii) allow any other individual to access or use the Beta Service. We, at our sole discretion, shall determine whether or not to continue to offer any Beta Service, and may cease offering any Beta Service at any time.
13. No Warranty
The Websites and Services, including without limitation any content delivered as a part thereof, are provided “as is” and on an “as available” basis. Digital Decent LLC disclaims all warranties of any kind, whether express or implied, relating to the Websites and Services and all content delivered in connection thereto, including but not limited to: (a) any implied warranty of merchantability, fitness for a particular purpose, title, quiet enjoyment, or non-infringement; (b) any warranty arising out of course of dealing, usage, or trade; or © any warranty or guaranty relating to availability, accuracy, error rate, system integrity, or uninterrupted access. We do not warrant that: (i) the Websites or Services will be secure or available at any particular time or location; (ii) any defects or errors will be corrected; (iii) any content or software available at or through the Websites or Services is free of viruses or other harmful components; or (iv) the results of using the Websites or Services will meet your requirements. Your use of the Websites and Services is solely at your own risk. To the fullest extent permitted by law, we have no liability for Vendor Offerings
Digital Decent LLC is not responsible for the content that you access through your use of the Websites, Services, or content of other users of Digital Decent LLC or other third parties. To the extent permitted by applicable law, you release us from all liability relating to such content. You acknowledge and agree that we make no representations concerning any content contained in or accessed through the Websites or content of other users of Digital Decent LLC or other third parties, and that we are not responsible or liable for the accuracy, quality, legality, or other attributes of such content.
The limitations, exclusions, and disclaimers in this Section 13 apply to the fullest extent permitted by law. Digital Decent LLC does not disclaim any warranty or other right that Digital Decent LLC is prohibited from disclaiming under applicable law.
14 Limitation of Liability
To the fullest extent permitted by law, in no event will we 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 Websites and Services or any materials or content on the Websites and Services, whether based on warranty, contract, tort (including negligence), statute, or any other legal theory, and whether or not we have been informed of the possibility of damage. To the fullest extent permitted by law, you agree we will have no liability for any data that may be destroyed, lost or otherwise rendered inaccessible, whether because you failed to backup your data or for any other reason.
Except as provided in Section 17 and to the fullest extent permitted by law, our aggregate liability to you for all claims arising out of or relating to this TOS or the Websites and Services, whether in contract, tort, or otherwise, is limited to the amount you have paid to us for the Services at issue in the month prior to the event or circumstance giving rise to claim.
Each provision of this TOS 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 this TOS. This allocation is an essential element of the basis of the bargain between you and us. Each of these provisions is severable and independent of all other provisions of this TOS. The limitations in this section will apply even if any limited remedy fails for its essential purpose.
To the fullest extent permitted by law, you are responsible for your use of the Websites and Services, and you shall defend, indemnify, and hold harmless us and our employees, officers, directors, agents, contractors, and representatives from all liabilities, claims, and expenses, including reasonable attorneys’ fees and costs, that arise from or relate to your Services Content, User Content, your End Users, or your access to or use of the Websites and Services, including your breach of this TOS or applicable law, willful misconduct, negligence, illegal activity, breach of security or data, unauthorized access to or use of your Account, or infringement of a third party’s right, including any intellectual property, confidentiality, property or privacy right. We reserve the right 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, in which event you will make best efforts to assist and cooperate with us in defending the matter at your expense.
While we prefer to give advance notice of termination, we reserve the right, in our sole discretion, to terminate your access to all or any part of the Websites and/or Services at any time, with or without notice, effective immediately. Any such termination may result in the immediate forfeiture and destruction of data associated with your Account. Except as otherwise set forth herein or expressly agreed between the parties, any and all fees paid to us are non-refundable and any and all fees still owed to us at the time of such termination shall be immediately due and payable. Upon termination, any and all rights granted to you by this TOS will immediately be terminated, and you must also promptly discontinue all use of the Websites and/or Services. All provisions of this TOS which by their nature should reasonably be expected to survive termination shall survive termination.
17. Dispute Resolution and Arbitration
In the interest of resolving disputes between you and Digital Decent LLC in the most expedient and cost-effective manner, and except as described in this section you and Digital Decent LLC agree that every dispute arising in connection with this TOS will be resolved by binding arbitration. Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to limited review by courts. Arbitrators can award the same damages and relief that a court can award. This agreement to arbitrate disputes includes all claims arising out of or relating to any aspect of this TOS, 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 this TOS, if applicable. You understand and agree that, by entering into this TOS, you and Digital Decent LLC are each waiving the right to a trial by jury or to participate in a class action.
Despite the other provisions of this section, nothing in this TOS will waive, preclude, or otherwise limit the right of either party to bring an individual action in small claims court.
Any arbitration between you and Digital Decent LLC will be settled under the Federal Arbitration Act and administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (collectively, “AAA Rules”) as modified by this TOS. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879. The arbitrator has exclusive authority to resolve any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement.
A party who intends to seek arbitration 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”). Digital Decent LLC’s address for notice is: Digital Decent LLC, 1603 Capitol Avenue, Suite 413A #2187, Cheyenne, Wyoming 82001,United States. The Notice of Arbitration must: (a) describe the nature and basis of the claim or dispute; and (b) 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 Digital Decent LLC may commence an arbitration proceeding. All arbitration proceedings between the parties will be confidential unless otherwise agreed by the parties in writing. During the arbitration, the amount of any settlement offer made by you or Digital Decent LLC must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any.
Any arbitration hearing will take place at a location to be agreed by Digital Decent LLC: (a) solely on the basis of documents submitted to the arbitrator; (b) through a non-appearance based telephone hearing. If the arbitrator finds that either the substance of your 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. In that case, you agree to reimburse Digital Decent LLC for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. 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. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits.
You and Digital Decent LLC agree that each may bring claims against the other only in an individual capacity and not as a plaintiff or class member in any purported class or representative proceeding. Further, unless both you and Digital Decent LLC 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.
If any portion of this Section is found to be unenforceable, then that portion will be null and void and the remainder of this section will reasonably remain in effect. In such event, if this section cannot reasonably remain in effect as a whole, you and Digital Decent LLC agree that the exclusive jurisdiction and venue described in Section 18 will govern any action arising out of or related to this TOS.
18. Miscellaneous Provisions
Updates and Modifications. Digital Decent LLC reserves the right to update, change or otherwise modify this TOS on a going-forward basis at any time and inDigital Decent LLC’s sole discretion. If Digital Decent LLC updates this TOS, Digital Decent LLC may provide notice of such updates, such as by sending an email notification to the email address listed in your Account and/or updating the “Last Updated” date at the beginning of this TOS. Updates will be effective on the date specified in the notice. By continuing to access or use the Websites or Services after the date specified in the notice or updated TOS, you are agreeing to accept and be bound by the updated TOS and all of the terms incorporated therein. If you do not agree to the updated TOS, then you may not continue to use the Websites or Services and your sole and exclusive remedy is to deactivate your Account and otherwise discontinue use of the Websites and/or Services.
General. This TOS, including all documents expressly incorporated by reference herein, constitutes the entire agreement between the parties and supersedes all prior and contemporaneous agreements, proposals or representations, written or oral, concerning its subject matter. Use of section headers in this TOS is for convenience only and will not have any impact on the interpretation of any provision. Any use of the singular shall be reasonably construed as if it also includes the plural, and vice versa. If not already specified, any use of “including” or “such as” shall be construed to mean “including but not limited to.” If any part of this TOS is held to be invalid or unenforceable, the unenforceable part will be given effect to the greatest extent possible, and the remaining parts will remain in full force and effect. 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 this TOS, or any provision of this TOS, be a waiver of any subsequent breach or default or a waiver of the provision itself.
Assignment. You may not assign, transfer or delegate this TOS or any of your rights and obligations under the TOS, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign, transfer or delegate this TOS or our rights and obligations under this TOS without notice or consent. Subject to this section, this TOS will be binding upon and inure to the benefit of the parties and their respective permitted successors and assigns, and any assignment or transfer in violation of this section will be void. Governing Law. This TOS and any dispute related thereto (including under Section 17) is governed by the laws of the State of Wyoming without regard to conflict of law principles. Subject to Section 17, you and Digital Decent LLC submit to the personal and exclusive jurisdiction of the state courts and federal courts located in locations previously agreed by Digital Decent LLC for resolution of any lawsuit or court proceeding permitted under this TOS. Notice. You must send notices by certified U.S. Mail or by Federal Express (signature required and return receipt requested) to: 1603 Capitol Avenue, Suite 413A #2187, Cheyenne, Wyoming 82001, United States. You agree to receive electronic notices from us, which will be sent by email to the email address then associated with your Account. Notices are effective on the date on the return receipt or, for email, when sent. You are responsible for ensuring that the email address associated with your Account is accurate and current. Any email notice that we send to that email address will be effective when sent, whether or not you actually receive the email.
Relationship of the Parties. The parties are independent contractors. This TOS does not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship between the parties. Neither party, nor any of their respective affiliates, is an agent of the other for any purpose or has the authority to bind the other.
Force Majeure. Digital Decent LLC shall not be liable for nonperformance of the terms herein to the extent that Digital Decent LLC is prevented from performing as a result of any act or event which occurs and is beyond Digital Decent LLC’s reasonable control, including, without limitation, acts of God, war, unrest or riot, strikes, any action of a governmental entity, weather, quarantine, fire, flood, earthquake, explosion, utility or telecommunications outages, Internet disturbance, epidemic, pandemic or any unforeseen change in circumstances, or any other causes beyond our reasonable control.
No Third-Party Beneficiaries. This TOS does not create any third party beneficiary rights in any individual or entity that is not a party to this TOS.
These General Conditions will be governed by the USA legislation. Except as otherwise expressly provided herein, this Agreement is governed by the laws of the State of Wyoming, United States of America (excluding its conflict of law rules). The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement. The courts in some countries will not apply U.S. law to some types of disputes.
Copyright 2022 Digital Decent LLC. All rights reserved. No part of Digital Decent LLC’s Website may be reproduced, modified, or distributed in any form or manner without the prior written permission of Digital Decent LLC.
For questions about this TOS, please contact Digital Decent LLC by sending an email to [email protected]. We speak English, Spanish and Romanian.
Digital Decent LLC
1603 Capitol Avenue, Suite 413A #2187
Cheyenne, Wyoming 82001