Welcome to Alt!
Alt Platform, Inc. (“Alt,” “we,” “us,” “our”) provides its services (described below) to you through its website located at www.onlyalt.com (the “Site”) and related services (collectively, such services, including any new features and applications, and the Site, the “Alt Platform”), subject to the following Terms of Service (as amended from time to time, the “Terms of Service”). We reserve the right, at our sole discretion, to change or modify portions of these Terms of Service at any time. If we do this, we will post the changes on this page and will indicate at the top of this page the date these Terms of Service were last revised. We will also notify you, either through the Alt Platform user interface, in an email notification or through other reasonable means. Any such changes will become effective no earlier than fourteen (14) days after they are posted, except that changes addressing new functions of the Alt Platform or changes made for legal reasons will be effective immediately. Your continued use of the Alt Platform after the date any such changes become effective constitutes your acceptance of the new Terms of Service.
PLEASE READ THESE TERMS OF SERVICE CAREFULLY, AS THEY CONTAIN AN AGREEMENT TO ARBITRATE AND OTHER IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES, AND OBLIGATIONS. THE AGREEMENT TO ARBITRATE REQUIRES (WITH LIMITED EXCEPTION) THAT YOU SUBMIT CLAIMS YOU HAVE AGAINST US TO BINDING AND FINAL ARBITRATION, AND FURTHER (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AGAINST ALT ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING, (2) YOU WILL ONLY BE PERMITTED TO SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ON AN INDIVIDUAL BASIS, AND (3) YOU MAY NOT BE ABLE TO HAVE ANY CLAIMS YOU HAVE AGAINST US RESOLVED BY A JURY OR IN A COURT OF LAW.
Your use of the Alt Platform, or certain services that are offered through the Alt Platform, may be subject to certain eligibility requirements. In addition, some services offered through the Alt Platform may be subject to additional terms, conditions, agreements, policies, guidelines, rules, or schedules, which are posted on our website or made available separately from these Terms of Service ("Additional Terms"). Additional Terms are incorporated into and form a part of these Terms of Service. If there is a conflict between these Terms of Service and Additional Terms, the Additional Terms will control. Any violation of Additional Terms will constitute a violation of these Terms of Service.
Access and Use of the Alt Platform
Alt Platform: The Alt Platform is designed to enable registered users (“Users”) to store, buy, list, sell, share, and otherwise manage their alternative assets (“Assets”) and to communicate and transact directly with other Users about Assets.
Scope of Alt Services: As the provider of the Alt Platform, Alt does not own, create, sell, resell, provide, manage, offer, or supply any Assets, except for certain Assets that Alt itself owns, sells, resells, provides, manages, offers, or supplies to the Alt Platform (“Alt’s Assets”). For clarity, Alt’s Assets are not Assets under these Terms of Service, but if you purchase an Alt’s Asset from Alt, the Alt’s Asset becomes your Asset. When Users buy or sell Assets on the Alt Platform, they are entering into a contract directly with each other. You should always exercise due diligence and care when deciding whether to purchase, sell, or share an Asset. Alt is not and does not become a party to or other participant in any contractual relationship between Users for Assets. Alt is not acting as an agent in any capacity for any Users, nor is Alt responsible for the actions or omissions of any Users, or your interactions with other users through the Alt Platform. Alt will have no liability or responsibility with respect to Assets.
Vault Services: Alt will intake, store, secure, outtake and ship Assets that Users deliver to Alt or purchase on the Alt Platform for a fee as set forth in our onboarding flow, and at http://onlyalt.com/help/alt-fees (“Vault Services”). All Users must ship their Assets to the Vault Services in compliance with the Alt Shipping Guidelines set forth at http://onlyalt.com/help/alt-fees. The date that any Asset is stored in Alt’s vault is the “Intake Date” and the date that any Asset is physically redeemed from Alt’s vault, at the direction of a Customer or its agent in writing, is the “Outtake Date.”
Alt will verify the authenticity of your Asset promptly on or around the Intake Date by comparing your Asset’s serial number with the Third-Party Authentication (defined below) specified by you when creating a Listing. In addition, Alt will take an image of your Asset on the Intake Date (“Asset Image”). If your Asset is found to be inauthentic or not as described, we’ll notify you during our verification process and, if you dispute the authenticity of the Asset, we may hold the Asset in our vault and attempt to resolve the dispute in our discretion, or at your election, we may send your Asset back to you pursuant to the Fee Policy. All Assets subject to an authenticity dispute will be held in our vaults for a maximum of 6 months before the Asset is sent back to you pursuant to the Fee Policy.
Alt agrees to use industry standard measures to ensure the physical integrity and security of all Assets against theft, destruction, and the unauthorized introduction of harmful or dangerous materials. Such measures may include, but are not limited to, physical or electronically enabled security of Alt’s vault and restrictions on access of unauthorized personnel. Alt agrees to maintain an insurance policy covering Alt’s vault with a coverage amount sufficient to cover the User’s currently vaulted Assets up to the aggregated market value of each Asset.
IMPORTANT INFORMATION ABOUT PROCEDURES FOR OPENING A NEW ACCOUNT: To help the government fight the funding of terrorism and money laundering activities, federal law requires all financial institutions to obtain, verify, and record information that identifies each person who opens an account. What this means for you: When you open an Alt account, we will ask for your name, address, date of birth, and other information that will allow us to identify you. We may also ask to see your driver’s license or other identifying documents.
Member Account, Password, and Security: You are responsible for maintaining the confidentiality of your account and password, if any, and are fully responsible for any and all activities that occur under your password or account. You agree to (a) immediately notify Alt of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session when accessing the Alt Platform. Alt will not be liable for any loss or damage arising from your failure to comply with this Section.
Modifications to Alt Platform: Alt reserves the right to modify or discontinue, temporarily or permanently, the Alt Platform (or any part thereof) with or without notice. You agree that Alt will not be liable to you or to any third party for any modification, suspension, or discontinuance of the Alt Platform.
General Practices Regarding Use and Storage: You acknowledge that Alt may establish general practices and limits concerning use of the Alt Platform, including the Vault Services, including without limitation the maximum period of time that Assets will be retained by the Alt Platform in its vaults and the maximum storage space for data or other content that will be allotted on Alt servers on your behalf. You agree that Alt has no responsibility or liability for the deletion or failure to store any data or other content maintained or uploaded by the Alt Platform on its servers. You acknowledge that Alt reserves the right to terminate accounts that are inactive for an extended period of time. You further acknowledge that Alt reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.
Third-Party Providers: Products and services may be provided by us to you directly or by third parties, including links or other access to other sites and resources on the Internet. By authorizing us to perform an action, or process a transaction, you acknowledge and authorize us and our service provider to perform such activity or transaction. If you enter into a transaction with a third-party provider, you are contracting directly with that third party and not with us. We do not guarantee or ensure the availability or terms of any product or service offered by a third-party provider. We are not responsible in any way for any product or service you obtain from a third-party provider. We do not personally endorse any third-party provider, and we make no guarantee that any information provided through our services or the Alt Platform by any third party is accurate or complete. We have no control over the conduct of, or over any pricing or other information provided by, a third party (including their compliance with applicable law), and we disclaim all liability in this regard.
We use third parties to gather and verify information about your financial accounts, including obtaining your authority and right to access these accounts, as well as manage and initiate transactions involving your accounts. You agree to provide true, accurate, complete, and current information about yourself and your accounts. You authorize us and these third parties to access the websites and sources of your financial accounts, on your behalf, and to gather information about you. You agree to the transfer, storage, and processing of your information by these third parties in accordance with their respective privacy policies. You give us and these third parties a limited power of attorney and appoint us and these third parties as your true and lawful attorney-in-fact, and agent, with full power of substitution and re-substitution, for you and in your name and place, in any capacity, to access third-party websites and sources, servers, or documents, retrieve information, and use this information, with full power and authority, to do anything with the information in connection with our Services. You license to us and these third parties any information, data, passwords, materials, or other content gathered. You agree that we and these third parties may use, modify, display, and distribute this content, create new material with it, and do the same with any new material. We may receive compensation from third-party product and service providers. You understand and agree that the Alt Platform is not endorsed or sponsored by these third parties and that these third parties are third-party beneficiaries of these Terms of Service with respect to the products or services provided by these third parties.
Consent to Doing Business Electronically: Because our platform operates on the Internet, you consent to transact business with us electronically. You agree that we may provide notices to you by electronic means, for example, by posting it on our website, emailing it to any email address that you have provided us, or sending it as a text message to any mobile phone number that you have provided us. We may also send notices to you by postal mail to any postal address that you have provided us. All notices by any of these methods will be deemed received by you no later than the earlier of when received or posted or 24 hours after sent, except for notice by postal mail, which will be deemed received by you no later than the earlier of when received or 3 business days after it is mailed.
The Alt Platform includes certain services that are available via a mobile device, including (i) the ability to upload content to the Alt Platform via a mobile device, (ii) the ability to browse the Alt Platform from a mobile device, and (iii) the ability to access certain features through an application downloaded and installed on a mobile device (collectively, the “Mobile Services”). Downloading, installing, or using certain Mobile Services may be prohibited or restricted by your carrier, and not all Mobile Services may work with all carriers or devices. In the event you change or deactivate your mobile telephone number, you agree to promptly update your Alt account information to ensure that your messages are not sent to the person that acquires your old number.
You consent to be contacted by us, our agents, representatives, affiliates, or anyone calling on our behalf for any purposes, at any telephone number, or physical or electronic address you provide or at which you may be reached. You agree we may contact you in any way, including short message service ("SMS") messages (including text messages), multimedia messaging service ("MMS"), calls using prerecorded messages or artificial voice, and calls and messages delivered using auto telephone dialing systems or automatic texting systems. Automated messages may be played when the telephone is answered, whether by you or someone else. In the event that an agent or representative calls, he or she may also leave a message on your answering machine, voice mail, or send one by text.
You consent to receive SMS messages, calls, and messages (including prerecorded and artificial voice and autodialed) from us, our agents, representatives, affiliates, or anyone calling on our behalf at the specific numbers you have provided to us, or numbers we can reasonably associate with your account (through skip trace, caller ID capture, or other means), with information or questions relating to you, your account, or our Services. You acknowledge and agree that standard call, message, data rates, and other fees may apply. Consent to receive SMS messages is not required as a condition of purchase.
Alt Wallet: When you create an account on the Alt Platform, your account will include: (i) a wallet that will receive and hold your funds and which is accessible only via the Alt Platform (“Alt Wallet”); and (ii) a record of your purchase or sale activity on the Alt Platform. Funds can be added to your Alt Wallet via ACH from your bank account or other methods that may be updated from time to time.
You represent and warrant to Alt that all payment information you provide to us and Dwolla is true and correct and that you are authorized to use the payment instrument and bank account you select to fund or disperse payments from your Alt Wallet. You will promptly update your account information with any changes (for example, a change in your billing address) that may occur. We are not responsible for any losses or errors that occur in the event that you provide us with inaccurate information or fail to notify us of any changes to the information that you provide, except to the extent required by applicable law.
You agree to maintain a balance in your Alt Wallet that will cover the fees for any of the services provided to you on the Alt Platform, including for transactions of Assets, Alt’s Assets, and the Vault Services. If your Alt Wallet balance does not cover the fees you owe to Alt, Alt will notify you and you will be required to fund your Alt Wallet with sufficient funds within 2 business days. If your Alt Wallet balance is insufficient for 3 months, you grant Alt the right to possess your Assets on the Alt Platform, or the proceeds thereof, whether currently owned or hereinafter acquired, and sell them at then-current market prices to cover your balance and secure your obligations under these Terms of Service. Any excess proceeds generated from such sale, less amounts you owe Alt, any of its service providers, or Users of the Alt Platform, will be remitted to your Alt Wallet.
You may only use the funds in your Alt Wallet for transactions on the Alt Platform. There are limits on the amount you may load into your Alt Wallet and the number, amount, and frequency of transactions you make using your Alt Wallet. For security reasons, we may be unable to disclose these limits to you. We may change these limits at any time in our sole discretion without notice to you, unless required by law. We or Dwolla may refuse, cancel, or reject a request you make for a transaction for any reason, for example, if we suspect you did not authorize the transaction or to protect the security your Alt Wallet or the Alt Platform. We may also close, restrict, suspend, or refuse to open your Alt account or Alt Wallet for any reason, for example, to protect the security of your Alt Wallet or the Alt Platform, or if we suspect fraud or unauthorized access to your Alt Wallet. You will not permit any other person to use your Alt Wallet, and we will treat each transaction you make with your Alt Wallet and access credentials as authorized by you, unless prohibited by law. You agree to notify us immediately if you learn or suspect that anyone has made an unauthorized transaction or gained unauthorized access to your Alt Wallet.
Registering for the Alt Platform is free, but we charge certain fees based on various transactions and services made available on the Alt Platform. These fees are outlined on the Alt Platform during their onboarding experience and are available at http://onlyalt.com/help/alt-fees, and are incorporated by reference into these Terms of Service (“Fee Policy”). You agree to pay Alt the amount that is specified on the Alt Platform. We reserve the right to change, or discontinue, temporarily or permanently, some or all of such fees (including for promotional events), and such changes are effective when we post information about the changes through the Service. We may also change our Fee Policy at any time and in our sole discretion, and any changes to the Fee Policy are effective upon the posting of such changes to the Site or upon written notice to any user. If you continue using the Alt Platform after notice of any fee change, you agree to the change.
Asset or Alt’s Asset Transactions. For transactions of Assets or Alt’s Assets on the Alt Platform, Alt will deduct its fees from the sale price before the proceeds are remitted to the Seller’s Alt Wallet, or from your Alt Wallet, pursuant to the Fee Policy.
Vault Services. If you use the Vault Services, you agree that Alt will deduct applicable fees for the Vault Services from your Alt Wallet on the last day of the each month in which you are using Vault Services.
Terms Specific for Sellers
When creating a listing to sell an Asset on the Alt Platform, you must:
You are responsible for keeping your Listing information up-to-date at all times. Your Listing, and any terms and conditions included in your Listing, must not conflict with these Terms of Service or any other relevant agreement to which you are a party.
Once you have created a Listing, you may receive requests by other Users to purchase your Asset. You can also share your Listings outside of the Alt Platform or sell any Asset outside of the Alt Platform, as long as you own the Asset. You represent and warrant that you have all rights necessary to upload, provide, and display the User Content (as defined below) in connection with your Listing, including all images, written descriptions, and other content, and that neither the User Content nor your uploading, posting, publishing, or submission of the User Content, nor Alt’s use of the User Content will infringe, misappropriate or violate a third party’s patent, copyright, trademark, trade secret, moral rights or other proprietary or intellectual property rights, or rights of publicity or privacy.
Terms Specific for Buyers
When purchasing Assets or Alt’s Assets on the Alt Platform, you must:
If you are a buyer of Alt’s Assets, you acknowledge that you are buying items from Alt directly. If you are a buyer of Assets, you acknowledge that you are buying items from a third party, not Alt. We do not take title to any items sold by a User through our platform, and we do not act as a User or affiliate of a User with respect to any such transactions. While we may help facilitate the resolution of disputes, we do not otherwise guarantee (i) the authenticity, existence, quality, safety, or legality of the Assets advertised; (ii) the truth or accuracy of Listings; (iii) the ability of Users to sell items; (iv) the ability of Users to pay for items; (v) that a User will actually complete a transaction or return an item; or (vi) the legal transfer of an item from the seller to a buyer.
In addition, when you purchase an Asset or Alt’s Asset, you can elect to continue to hold the Asset in Alt’s vault or request to ship it to a specific User shipping address at the User’s discretion. Purchases of Assets or Alt’s Assets on the Alt Platform are non-refundable and are not subject to any returns other than as required by law.
Selling Outside of the Alt Platform
Users cannot engage in any of the following acts with another User on the site: (i) engage in any act designed to complete or facilitate a transaction outside of the Alt Platform; (ii) share or request direct contact information prior to completing a sale; (iii) refer to or promote external websites that facilitate sales outside of the Alt Platform; or (iv) offer catalogs or other items that are used to order items directly outside of the Alt Platform.
In addition, you may list an Asset that you own on any other marketplace platform we make available through the Alt Platform, including, but not limited to, eBay. Because transactions on other marketplace platforms are beyond our control, we are not responsible for any losses you experience related to your Assets listed on other marketplace platforms.
Listing Assets you do not own on other marketplace platforms through the Alt Platform is a violation of these Terms of Service. If we identify this activity in connection with your account, or if we reasonably suspect you of engaging in this activity, we may immediately suspend or terminate your use of the Alt Platform at our sole discretion and without prior notice. We may also block, cancel, or revoke any transaction you request or make on the Alt Platform to purchase any Asset or Alt Asset you have listed on another marketplace platform in violation of these Terms. You will be liable to us for any losses we incur as a result of your violation of this section of this Agreement, including, but not limited to, the cost of the item. We may also charge a cancellation or restocking fee.
You agree that you are solely responsible for your interactions with any other user in connection with the Alt Platform and Alt will have no liability or responsibility with respect thereto. While we may help facilitate the resolution of disputes, Alt does not take ownership of and does not guarantee (i) the quality, suitability, or legality of any Asset, (ii) the truth or accuracy of any Listing descriptions or other User Content, or (iii) the performance or conduct of any User or third party. Alt does not endorse any User, Listing, or Asset. Alt reserves the right, but has no obligation, to become involved in any way with disputes between you and any other user of the Alt Platform.
Conditions of Use
User Conduct: You are solely responsible for all code, video, images, information, data, text, software, music, sound, photographs, graphics, messages, or other materials (“content”) that you upload, post, publish, display (hereinafter, “upload”), email, or otherwise use via the Alt Platform, and represent that you have all necessary rights to such content. The following are examples of the kind of content and/or use that is illegal or prohibited by Alt. Alt reserves the right to investigate and take appropriate legal action against anyone who, in Alt’s sole discretion, violates this provision, including without limitation, removing the offending content from the Alt Platform, suspending or terminating the account of such violators, and reporting you to law enforcement authorities. You agree not to use the Alt Platform to:
Special Notice for International Use; Export Controls: Software (defined below) available in connection with the Alt Platform and the transmission of applicable data, if any, is subject to United States export controls. No Software may be downloaded from the Alt Platform or otherwise exported or re-exported in violation of U.S. export laws. Downloading or using the Software is at your sole risk. Recognizing the global nature of the Internet, you agree to comply with all local rules and laws regarding your use of the Alt Platform, including as it concerns online conduct and acceptable content.
Intellectual Property Rights
Service Content, Software and Trademarks: You acknowledge and agree that the Alt Platform may contain content or features, including the Asset Images (“Platform Content”) that are protected by copyright, patent, trademark, trade secret, or other proprietary rights and laws. Except as expressly authorized by Alt, you agree not to modify, copy, frame, scrape, rent, lease, loan, sell, distribute, or create derivative works based on the Alt Platform or the Platform Content, in whole or in part, except that the foregoing does not apply to your own User Content (as defined below) that you legally upload to the Alt Platform. In connection with your use of the Alt Platform you will not engage in or use any data mining, robots, scraping, or similar data gathering or extraction methods. If you are blocked by Alt from accessing the Alt Platform (including by blocking your IP address), you agree not to implement any measures to circumvent such blocking (e.g., by masking your IP address or using a proxy IP address). Any use of the Alt Platform or the Platform Content other than as specifically authorized herein is strictly prohibited. The technology and software underlying the Alt Platform or distributed in connection therewith are the property of Alt, our affiliates, and our partners (the “Software”). You agree not to copy, modify, create a derivative work of, reverse engineer, reverse assemble, or otherwise attempt to discover any source code, sell, assign, sublicense, or otherwise transfer any right in the Software. Any rights not expressly granted herein are reserved by Alt.
The Alt name and logos are trademarks and service marks of Alt (collectively the “Alt Trademarks”). Other company, product, and service names and logos used and displayed via the Alt Platform may be trademarks or service marks of their respective owners who may or may not endorse or be affiliated with or connected to Alt. Nothing in these Terms of Service or the Alt Platform should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of Alt Trademarks displayed on the Alt Platform, without our prior written permission in each instance. All goodwill generated from the use of Alt Trademarks will inure to our exclusive benefit.
Third Party Material: Under no circumstances will Alt be liable in any way for any content or materials of any third parties (including users), including, but not limited to, for any errors or omissions in any content, or for any loss or damage of any kind incurred as a result of the use of any such content. You acknowledge that Alt does not pre-screen content, but that Alt and its designees will have the right (but not the obligation) in their sole discretion to refuse or remove any content that is available via the Alt Platform. Without limiting the foregoing, Alt and its designees will have the right to remove any content that violates these Terms of Service or is deemed by Alt, in its sole discretion, to be otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any content, including any reliance on the accuracy, completeness, or usefulness of such content.
User Content Transmitted Through The Alt Platform: With respect to the content or other materials you upload through the Alt Platform or share with other users or recipients (collectively, “User Content”), you represent and warrant that you own all right, title, and interest in and to such User Content, including, without limitation, all copyrights and rights of publicity contained therein. By uploading any User Content, you hereby grant and will grant Alt and its affiliated companies a nonexclusive, worldwide, royalty free, fully paid up, transferable, sublicensable, perpetual, irrevocable license to copy, display, upload, perform, distribute, store, modify, and otherwise use your User Content in connection with the operation of the Alt Platform or the promotion, advertising, or marketing thereof, in any form, medium or technology now known or later developed. You acknowledge that the Asset Images are not your User Content, but you have the right to use and share Asset Images in connection with your Listings.
You acknowledge and agree that any questions, comments, suggestions, ideas, feedback, or other information about the Alt Platform (“Submissions”), provided by you to Alt are non-confidential and Alt will be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
You acknowledge and agree that Alt may preserve content and may also disclose content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process, applicable laws, or government requests; (b) enforce these Terms of Service; (c) respond to claims that any content violates the rights of third parties; or (d) protect the rights, property, or personal safety of Alt, its users and the public. You understand that the technical processing and transmission of the Alt Platform, including your content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.
Copyright Complaints: Alt respects the intellectual property of others, and we ask our users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, or that your intellectual property rights have been otherwise violated, you should notify Alt of your infringement claim in accordance with the procedure set forth below.
Alt will process and investigate notices of alleged infringement and will take appropriate actions under the Digital Millennium Copyright Act (“DMCA”) and other applicable intellectual property laws with respect to any alleged or actual infringement. A notification of claimed copyright infringement should be emailed to Alt’s Copyright Agent at firstname.lastname@example.org (Subject line: “DMCA Takedown Request”). You may also contact us by mail or facsimile at:
2261 Market Street #4019, San Francisco, CA 94114
To be effective, the notification must be in writing and contain the following information:
Counter-Notice: If you believe that your User Content that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner’s agent, or pursuant to the law, to upload and use the content in your User Content, you may send a written counter-notice containing the following information to the Copyright Agent:
If a counter-notice is received by the Copyright Agent, Alt will send a copy of the counter-notice to the original complaining party, informing that person that it may replace the removed content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member or user, the removed content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at our sole discretion.
Repeat Infringer Policy: In accordance with the DMCA and other applicable law, Alt has adopted a policy of terminating, in appropriate circumstances and at Alt’s sole discretion, users who are deemed to be repeat infringers. Alt may also, at its sole discretion, limit access to the Alt Platform and/or terminate any User who infringes any intellectual property rights of others, whether or not there is any repeat infringement.
Indemnity and Release
You agree to release, indemnify, and hold Alt and its affiliates and their officers, employees, directors, and agents (collectively, “Indemnitees”) harmless from any and all losses, damages, expenses, including reasonable attorneys’ fees, rights, claims, actions of any kind, and injury arising out of or relating to your use of the Alt Platform, your Assets, your Listings, any User Content, your connection to the Alt Platform, your violation of these Terms of Service, or your violation of any rights of another. Notwithstanding the foregoing, you will have no obligation to indemnify or hold harmless any Indemnitee from or against any liability, losses, damages, or expenses incurred as a result of any action or inaction of such Indemnitee. If you are a California resident, you waive California Civil Code Section 1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.” If you are a resident of another jurisdiction, you waive any comparable statute or doctrine.
Disclaimer of Warranties
YOUR USE OF THE ALT PLATFORM IS AT YOUR SOLE RISK. THE ALT PLATFORM IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. ALT EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
ALT MAKES NO WARRANTY THAT (I) THE ALT PLATFORM WILL MEET YOUR REQUIREMENTS, (II) THE VALUE OF ANY ASSET OR ALT’S ASSET ON THE ALT PLATFORM IS A FAIR MARKET VALUE, (III) THE ALT PLATFORM WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (IV) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE ALT PLATFORM WILL BE ACCURATE OR RELIABLE, OR (V) THE QUALITY OF ANY ASSETS, ALT’S ASSETS, PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE ALT PLATFORM WILL MEET YOUR EXPECTATIONS.
Limitation of Liability
YOU EXPRESSLY UNDERSTAND AND AGREE THAT ALT WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR DAMAGES FOR LOSS OF PROFITS INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF ALT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE ALT PLATFORM; (II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE ALT PLATFORM; (III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (IV) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE ALT PLATFORM; OR (V) ANY OTHER MATTER RELATING TO THE ALT PLATFORM. IN NO EVENT WILL ALT’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, OR CAUSES OF ACTION EXCEED THE AMOUNT YOU HAVE PAID ALT IN THE LAST SIX (6) MONTHS, OR, IF GREATER, ONE HUNDRED DOLLARS ($100).
SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OR EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU OR BE ENFORCEABLE WITH RESPECT TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE ALT PLATFORM OR WITH THESE TERMS OF SERVICE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE ALT PLATFORM.
IF YOU ARE A USER FROM NEW JERSEY, THE FOREGOING SECTIONS TITLED “DISCLAIMER OF WARRANTIES” AND “LIMITATION OF LIABILITY” ARE INTENDED TO BE ONLY AS BROAD AS IS PERMITTED UNDER THE LAWS OF THE STATE OF NEW JERSEY. IF ANY PORTION OF THESE SECTIONS IS HELD TO BE INVALID UNDER THE LAWS OF THE STATE OF NEW JERSEY, THE INVALIDITY OF SUCH PORTION WILL NOT AFFECT THE VALIDITY OF THE REMAINING PORTIONS OF THE APPLICABLE SECTIONS.
Dispute Resolution By Binding Arbitration: PLEASE READ THIS SECTION CAREFULLY AS IT AFFECTS YOUR RIGHTS.
This Dispute Resolution by Binding Arbitration section is referred to in these Terms of Service as the “Arbitration Agreement.” You agree that any and all disputes or claims that have arisen or may arise between you and Alt, whether arising out of or relating to these Terms of Service (including any alleged breach thereof), the Alt Platform, any advertising, any aspect of the relationship or transactions between us, will be resolved exclusively through final and binding arbitration, rather than a court, in accordance with the terms of this Arbitration Agreement, except that you may assert individual claims in small claims court, if your claims qualify. Further, this Arbitration Agreement does not preclude you from bringing issues to the attention of federal, state, or local agencies, and such agencies can, if the law allows, seek relief against us on your behalf. You agree that, by entering into these Terms of Service, you and Alt are each waiving the right to a trial by jury or to participate in a class action. Your rights will be determined by a neutral arbitrator, not a judge or jury. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement.
YOU AND ALT AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH YOU AND ALT AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S), EXCEPT THAT YOU MAY PURSUE A CLAIM FOR AND THE ARBITRATOR MAY AWARD PUBLIC INJUNCTIVE RELIEF UNDER APPLICABLE LAW TO THE EXTENT REQUIRED FOR THE ENFORCEABILITY OF THIS PROVISION.
Alt is always interested in resolving disputes amicably and efficiently, and most customer concerns can be resolved quickly and to the customer’s satisfaction by emailing customer support at email@example.com. If such efforts prove unsuccessful, a party who intends to seek arbitration must first send to the other, by certified mail, a written Notice of Dispute (“Notice”). The Notice to Alt should be sent to 2261 Market Street #4019, San Francisco, CA 94114 (“Notice Address”). The Notice must (i) describe the nature and basis of the claim or dispute and (ii) set forth the specific relief sought. If Alt and you do not resolve the claim within sixty (60) calendar days after the Notice is received, you or Alt may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by Alt or you will not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or Alt is entitled.
Arbitration will be conducted by a neutral arbitrator in accordance with the American Arbitration Association’s (“AAA”) rules and procedures, including the AAA’s Consumer Arbitration Rules (collectively, the “AAA Rules”), as modified by this Arbitration Agreement. For information on the AAA, please visit its website, http://www.adr.org. Information about the AAA Rules and fees for consumer disputes can be found at the AAA’s consumer arbitration page, http://www.adr.org/consumer_arbitration. If there is any inconsistency between any term of the AAA Rules and any term of this Arbitration Agreement, the applicable terms of this Arbitration Agreement will control unless the arbitrator determines that the application of the inconsistent Arbitration Agreement terms would not result in a fundamentally fair arbitration. The arbitrator must also follow the provisions of these Terms of Service as a court would. All issues are for the arbitrator to decide, including, but not limited to, issues relating to the scope, enforceability, and arbitrability of this Arbitration Agreement. Although arbitration proceedings are usually simpler and more streamlined than trials and other judicial proceedings, the arbitrator can award the same damages and relief on an individual basis that a court can award to an individual under the Terms of Service and applicable law. Decisions by the arbitrator are enforceable in court and may be overturned by a court only for very limited reasons.
Unless Alt and you agree otherwise, any arbitration hearings will take place in a reasonably convenient location for both parties with due consideration of their ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, the determination will be made by AAA. If your claim is for $10,000 or less, Alt agrees that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA Rules. If your claim exceeds $10,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator will issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based.
Payment of all filing, administration, and arbitrator fees (collectively, the “Arbitration Fees”) will be governed by the AAA Rules, unless otherwise provided in this Arbitration Agreement. If the value of the relief sought is $75,000 or less, at your request, Alt will pay all Arbitration Fees. If the value of relief sought is more than $75,000 and you are able to demonstrate to the arbitrator that you are economically unable to pay your portion of the Arbitration Fees or if the arbitrator otherwise determines for any reason that you should not be required to pay your portion of the Arbitration Fees, Alt will pay your portion of such fees. In addition, if you demonstrate to the arbitrator that the costs of arbitration will be prohibitive as compared to the costs of litigation, Alt will pay as much of the Arbitration Fees as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive. Any payment of attorneys’ fees will be governed by the AAA Rules.
All aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator, will be strictly confidential for the benefit of all parties.
If a court or the arbitrator decides that any term or provision of this Arbitration Agreement (other than the subsection (b) titled “Prohibition of Class and Representative Actions and Non-Individualized Relief” above) is invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Arbitration Agreement will be enforceable as so modified. If a court or the arbitrator decides that any of the provisions of subsection (b) above titled “Prohibition of Class and Representative Actions and Non-Individualized Relief” are invalid or unenforceable, then the entirety of this Arbitration Agreement will be null and void, unless such provisions are deemed to be invalid or unenforceable solely with respect to claims for public injunctive relief. The remainder of the Terms of Service will continue to apply.
Notwithstanding any provision in these Terms of Service to the contrary, Alt agrees that if it makes any future change to this Arbitration Agreement (other than a change to the Notice Address) while you are a user of the Alt Platform, you may reject any such change by sending Alt written notice within thirty (30) calendar days of the change to the Notice Address provided above. By rejecting any future change, you are agreeing that you will arbitrate any dispute between us in accordance with the language of this Arbitration Agreement as of the date you first accepted these Terms of Service (or accepted any subsequent changes to these Terms of Service).
You agree that Alt, in its sole discretion, may suspend or terminate your account (or any part thereof) or use of the Alt Platform and remove and discard any content within the Alt Platform, for any reason, including, without limitation, for lack of use or if Alt believes that you have violated or acted inconsistently with the letter or spirit of these Terms of Service. Any suspected fraudulent, abusive, or illegal activity that may be grounds for termination of your use of Alt Platform may be referred to appropriate law enforcement authorities. Alt may also in its sole discretion and at any time discontinue providing the Alt Platform, or any part thereof, with or without notice. You agree that any termination of your access to the Alt Platform under any provision of these Terms of Service may be effected without prior notice, and acknowledge and agree that Alt may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Alt Platform. Further, you agree that Alt will not be liable to you or any third party for any termination of your access to the Alt Platform.
You hereby grant Alt Platform, Inc., as of the date you enter into these Terms of Service, a security interest in your Alt Wallet, Assets, and all other funds and personal property you store on the Alt Platform, now or in the future, whether existing or hereinafter acquired, and the proceeds thereof (the “Collateral”), to secure your performance of any obligations you have to us, our bank partner, service providers, or any of our respective affiliates (either now or in the future), under these Terms of Service or any other agreement you have with us, including your duty to pay us for all obligations you owe us under these Terms of Service, including all future advances, present or hereinafter occurring, when payments are due, and for every transaction made with your Alt Wallet by you or any other person that uses your Alt Wallet (“Security Interest”). You also grant us a right of setoff to the Collateral to secure all amounts you owe us under these Terms of Service, except as prohibited by law. You irrevocably and unconditionally relinquish possession and control over the Collateral, and you pledge and assign as security to us all of your right, title, and interest in it. We do not have to give you any prior notice to apply the Collateral or proceeds derived therefrom to satisfy your obligations. This could cause you to lose all of your Assets and funds in your Alt Wallet and Alt account. Our Security Interest will be governed by Uniform Commercial Code – Article 9 (as adopted by the applicable state law) whether Article 9 applies by its terms or not.
You must take any action we request to perfect or protect our Security Interest in the Collateral and the priority of our Security Interest. If we must hire an attorney to defend or enforce our Security Interest, you will pay our reasonable attorneys’ fees and court costs, unless prohibited by law. You represent that there are no current lawsuits or bankruptcy proceedings that might affect our Security Interest in the Collateral, and you have not and will not attempt to transfer any interest in or offer the Collateral to any other person as collateral or security for any other obligation. You waive the benefit of any homestead or other exemptions in the Collateral. If we exercise our Security Interest or our right of setoff, we will have sole discretion to determine which Assets are to be sold or liquidated, where, and by which means, and we may be the purchaser. You agree to hold us harmless from any claim arising as a result of our exercise of our right of setoff or Security Interest.
These Terms of Service constitute the entire agreement between you and Alt and govern your use of the Alt Platform, superseding any prior agreements between you and Alt with respect to the Alt Platform. You also may be subject to additional terms and conditions that may apply when you use affiliate or third-party services, third-party content, or third-party software. By entering these Terms, you represent and warrant that your acceptance of and performance under these Terms does not violate the terms or conditions of any other contract to which you are a party.
These Terms of Service will be governed by the laws of the State of California without regard to its conflict of law provisions. With respect to any disputes or claims not subject to arbitration, as set forth above, you and Alt agree to submit to the personal and exclusive jurisdiction of the state and federal courts located within San Francisco County, California. The failure of Alt to exercise or enforce any right or provision of these Terms of Service will not constitute a waiver of such right or provision. If any provision of these Terms of Service is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of these Terms of Service remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Alt Platform or these Terms of Service must be filed within one (1) year after such claim or cause of action arose or be forever barred. A printed version of this agreement and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. You may not assign these Terms of Service without the prior written consent of Alt, but Alt may assign or transfer these Terms of Service, in whole or in part, without restriction. The section titles in these Terms of Service are for convenience only and have no legal or contractual effect. Notices to you may be made via either email or regular mail. The Alt Platform may also provide notices to you of changes to these Terms of Service or other matters by displaying notices or links to notices generally on the Alt Platform.
Notice for California Users
Under California Civil Code Section 1789.3, users of the Alt Platform from California are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210. You may contact us at Alt Platform, Inc., 2261 Market Street #4019, San Francisco, CA 94114, (410) 203 3230.
Questions? Concerns? Suggestions?
Please contact us at firstname.lastname@example.org to report any violations of these Terms of Service or to pose any questions regarding these Terms of Service or the Alt Platform.