Terms of Service

The following document outlines the terms of use of the website, mobile application, software, and other services made available by Avian Labs, Inc. and its affiliates, including the Sling app (“Sling”).  

Before using any of our services, you are required to read, understand, and agree to all of these terms. We’ve included a short explanation of each section, but the explanations in those are not legally binding.

Who Are We?

We are Avian Labs, creators of Sling Money.

We are Avian Labs, Inc. and its affiliates. When we refer to ourselves in these Terms, we use the pronouns “we”, “us” or “our”, or we just say “Avian Labs”. 

In Europe, Avian Labs Netherlands B.V. is a private limited company based in the Netherlands. We are registered with the Dutch Central Bank (De Nederlandsche Bank (“DNB”)) for the provision of exchange services between virtual currencies and fiat currencies. DNB monitors our compliance with the Prevention of Money Laundering and Financing of Terrorism Act and the Sanctions Act 1977. Avian Labs Netherlands B.V. is not subject to prudential supervision by DNB or conduct supervision by the AFM. This means no monitoring of financial requirements or business risks and there is no specific financial consumer protection.

Outside of Europe, we operate as Avian Labs, Inc, a C Corporation based in Delaware, United States, and provide the Services described in these Terms from Delaware.  We are registered with the United States Financial Crimes Enforcement Network (FinCEN)  to carry on money transmission, foreign exchange dealing and certain other activities.  

Avian Labs Netherlands B.V is a wholly owned subsidiary of Avian Labs, Inc - our parent company.

When Do These Terms Apply?

These Terms apply whenever someone uses any of our Services.

This Terms of Service document and our Privacy Policy available at www.sling.money/legal together constitute our “Terms”. The Terms apply to all users of the Service (“Users”). If you are not eligible to use the Service or do not agree to the Terms, then you do not have our permission to use the Service. By using the Service, downloading our application or software, or using Sling or Sling Link, you agree to all of the terms contained within these Terms.

Where specific local laws and terms apply, we will specifically call that out in the Terms to ensure compliance and understanding.

ARBITRATION NOTICE

In most cases, if there is a dispute, it will be arbitrated.

If you are resident in the United States, please note with the exception of certain kinds of disputes described in Section 31 (Complaints, Dispute Resolution and Arbitration), you agree that disputes arising under these Terms will be resolved by binding, individual arbitration. BY ACCEPTING THESE TERMS, YOU AND AVIAN LABS ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN ANY CLASS ACTION OR REPRESENTATIVE PROCEEDING. YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend your rights under this contract (except for matters that may be taken to small claims court). Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury.

Our Products 

We have created a mobile app to let you send digital cash, super fast. We are doing it with blockchain infrastructure, in a way that will be accessible and useful to more people, throughout the world.

We provide a global payment application, via websites (each, a “Site”) and downloadable applications (each, an “App”), designed to help Users store, pay, transfer, and exchange stablecoin and fiat currencies.  

The Sling App uses Solana blockchain technology and stablecoins, such as USDC, USDP to allow Users to exchange and transfer stablecoins to other Users. 

• Sling App helps a User create their own secure self-custody wallet. Sling is not a custodian.

• Sling App processes the exchange of supported fiat for supported stablecoins. 

• Sling facilitates the transfer, in supported stablecoins to another wallet for either a User or non-User of the Service or external (non-Sling) wallets on the Solana Blockchain.

• Users maintain control of their wallets and stablecoins for transactions processed through Sling, as they own and possess the funds in their Sling App wallet.     

A Sling Link is a tool for transferring stablecoins to people who are not yet Sling Users.

We refer to these products and services collectively as the “Service”or “Services” in these Terms.

These Terms

The Terms of Service are legally binding.

By clicking on the “continue to accept” button during the sign-up or registration process for our Service, or by downloading, installing, or otherwise accessing or using the Service, you agree that you have read and understood, and, as a condition to your use of the service, you agree to be bound by, the following terms of service, including our Privacy Policy.

Account Registration

This Section describes some of the basics for your Sling Account. You will need to follow our ID authentication procedures before you can use your Account.  You are responsible for your account and all activities under your Account. If you believe your Account is not secure, contact us at [email protected]

General. To access most features of the Service, you must register for an account (an “Account”). When you register for an Account, you will be required to provide us with some information about yourself, such as your name, email address, or other contact information. You agree that the information you provide to us is accurate, complete, and not misleading, and that you will keep it accurate and up to date at all times. Each User may register only one Account.

Third party Access. When you register, you will be asked to login with a third-party service such as Google or Sign In With Apple or asked to create a password. You are solely responsible for maintaining the confidentiality of your Account and login mechanism, and you accept responsibility for all activities that occur under your Account. If you believe that your Account is no longer secure, then you must immediately notify us.  

Identity Verification. You hereby authorize us, directly or through the use of third parties, to make any inquiries we consider necessary to validate your identity or authenticate your identity and Account information. This may include asking you for further information or documentation about your use of the Service or your identity, requiring you to take steps to confirm ownership of your email address, phone number, or financial instruments, or verifying your information against third party databases or through other sources. You agree to provide us with the information we request (which we may request at any time we deem necessary) for the purposes of identity verification and the detection of money laundering, terrorist financing, fraud, or any other financial crime. If you decline to provide us with the information that we request or if we cannot verify your identity, then you will not be able to use some or all of the Service, which may include, without limitation, the ability to make, receive, or transfer payments or transactions beyond certain volume limits. In some cases, you may be able to receive payments into your Account at Sling or otherwise transfer via the Service (more on that below), but you may not be able to transfer it to any account outside of the Service. We reserve the right to suspend or terminate your Account or access to the Service if you provide any inaccurate, false, or incomplete information.

Responsibility.  You agree that we are able to treat any and all instructions or requests provided via your Account as genuine, authentic and correct and we will not carry out any verification of any such instructions to ensure they come from or are authorised by you, or that they are correct.  You agree that we are not responsible for any losses you might suffer as a result of us acting on any instructions or requests provided via your Account and accordingly you are responsible for ensuring that your Account is kept secure. You are responsible for ensuring the validity of the recipient of your transfer, to avoid any instructions or requests being placed that could cause you loss.

Contact Information. You are responsible for keeping your contact details such as your email address and phone number up to date. This will help you receive any notices or alerts that we may send to you and help people find you quickly in the Sling Directory, if you choose to allow that access. 

Sling Directory. When you sign up for Sling you have the option of being listed in the Sling Directory. Users who are listed in the Directory can be found through our search function in-App.

Eligibility

This Section describes who may use the Service. You must be 18 years old to use the Service.

You must be at least 18 years old to use the Service. By agreeing to these Terms, you represent and warrant to us that: (a) you are at least 18 years old (b) you have not previously been suspended or removed from the Service; and (c) your registration and your use of the Service is in compliance with any and all applicable laws and regulations.

The Service is intended only for use within jurisdictions where such use would comply with all applicable laws, rules, and regulations. You may not use the Service in, or otherwise with respect to, any location or jurisdiction where it is prohibited by applicable laws, rules, and regulations.  We make no representation that the Service is appropriate or available for use in any specific jurisdictions. Access to the Services from countries or territories or by individuals where such access is illegal is expressly prohibited.

Licenses

We grant you a limited license to use the Service. You may not modify or interfere with the Service, or use the Service in violation of any rights or applicable laws.

Limited License. Subject to your complete and ongoing compliance with these Terms, Avian Labs grants you, solely for your personal, non-commercial use, a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to: (a) install and use one object code copy of the mobile or other downloadable App(s) provided by us and associated with the Service on a mobile device that you own or control; and (b) access and use the Service in accordance with these Terms. 

License Restrictions. Except and solely to the extent such a restriction is impermissible under applicable law, you may not: (a) reproduce, distribute, publicly display, publicly perform, or create derivative works of the Service; (b) make modifications to the Service; or (c) interfere with or circumvent any feature of the Service, including any security or access control mechanism. If you are prohibited under applicable law from using the Service, then you may not use it.

Sling App Service

This Section describes how Users can set up their own wallet and send and receive payments in our supported currency types.

Users own and possess the funds in their wallets, and you are solely responsible for your Account activity.

We outline how Users can on and off ramp fiat easily.

Users should note that prices of stablecoins and Fiat Currency fluctuate. Avian Labs is not liable to you for losses caused by fluctuations.

Avian Labs is not a party to any transaction between Users on the blockchain, as Users maintain control and ownership of their wallets.

On Ramp. Once you have opened an Account, you can link your nominated bank account, debit card or mobile money wallet to fund the Account and process a transaction with available funds. Your Account will not be eligible to on ramp, send, receive or off ramp funds until you have given us certain information and we have verified your identity.

Link your Bank account. Depending on the country in which you are based, we may be able to utilize the Open Banking system to connect to your bank and financial data through an application programming interface (API). For Users based in the United States, this may be completed through the Automated Clearing House (ACH) process.

Link your Debit Card. If you pay any fees with a debit card, then Avian Labs may seek pre-authorization of your debit card account prior to your purchase to verify that the debit card is valid and has the necessary funds to cover your purchase. You may elect to have any funds transferred to you through the Service to be transferred immediately to your bank account through your debit card (a “Push Payment”).

Link your Mobile Money Wallet: Depending on the country in which you are based, you may link your mobile money wallet to your Account to facilitate transactions. This option allows you to fund your Sling Account and process transaction directly from your mobile wallet.

Stablecoin Services. Our product is powered, in part, by users transacting in stablecoins. Our platform leverages the use of stablecoins such as USD Coin (USDC), EURO Coin (EUROC)  issued by Circle Internet Financial, LLC and Pax Dollar (USDP), issued by Paxos Trust Company, LLC.

Specifically for residents of the United States: by using our product, you will buy and sell stablecoins with Paxos Trust Company, a New York State chartered trust company. By agreeing to these terms you agree to be bound by Paxos' terms and conditions and other user policies post at https://paxos.com/general-terms-and-conditions/, which may be modified by Paxos Trust Company from time to time.

You agree, as a condition to using our services and transacting with Paxos, to provide us accurate and complete information about yourself and you authorize us to share such information and transaction data related to your use of the services ( inclusive of purchases and sales of stablecoins) with Paxos Trust Company or other relevant third parties.

Sling App Primary Wallet. Eligible Users can use the Service with a self-custody Solana wallet to store (i) stablecoin which is a digital representation of value based on a cryptographic protocol of a computer network (“virtual currency”) and (ii) fiat currency (“Fiat Currency”). Virtual currency and Fiat Currency that are available for Users to buy, sell, and hold using the Sling App are referred to in these Terms as “Supported Currencies”. The Fiat Currency value we display for any type of Supported Currency is an estimate based on market data available to us and is not a guaranteed exchange rate.

Supported Currencies. The Sling App is intended solely for proper use of Supported Currencies as designated on the Service. We assume no responsibility in connection with any attempt to use the Sling App with virtual currency or Fiat Currency that we do not support. Virtual currencies such as USDC, USDP/PAX Dollar, EUROE  and EUROC are virtual currencies pegged to an external reference value such as the U.S. dollar or Euro,  referred to as stablecoins. Please refer to the Sling App to see the full list of acceptable and Supported Currencies.

Third-party wallet transfers. You may transfer supported stablecoins to and from third party wallets that are on the Solana Blockchain. Transfers sent in error with unsupported blockchains or stablecoins may results in lost funds. Sling is on the Solana blockchain and supports USDP and USDC stablecoins only. All stablecoin transfers in and out of Sling are performed using disposable "Transfer Wallets", which are created specifically for the purpose of facilitating third party wallet transfers. Transfer Wallets are self-custodial with the option to export your key(s), like your Primary Wallet. All external wallet stablecoin transfers are performed through the Transfer Wallet which facilitate the analysis of transfers to ensure they are in compliance with Sling's regulatory and legal obligations and risk appetite.

Ownership and Control. You own and control all Supported Currencies held in your Sling App wallet. As the owner of the Supported Currencies in your Sling App wallet, you bear all risk of loss of such Supported Currencies. We help you create a wallet as part of the Sling App registration process. We act as the counterparty for the process of selling and buying stablecoin to fund your transfer. To the extent permitted by the applicable law, Avian Labs will have no liability for Supported Currency fluctuations or loss associated with your use of the Sling App. Subject to outages, downtime, and other applicable policies, you may withdraw your Supported Currencies at any time by sending it to a different blockchain address. You are solely in control of and responsible for your Sling App wallet, and accordingly only you can authorize transactions from your Sling App wallet. You expressly acknowledge and agree that the Services provided through the Sling is a self-custody wallet and that you are solely responsible for your activity and any risk of loss at all times. Transactions completed on the blockchain are final.

Private Key Generation & Storage. Self-custody wallets work by generating and storing “private keys” that allow you to securely store your stablecoin. Each private key corresponds to a public key. A public key is also referred to as a wallet address. The public and private keys are used together to transact on the blockchain. This public-private key pair is unique. As part of the Service, during the Account registration process,  we work with a third-party service that supports the encryption and back up of the private key, simply and securely. This is completed using certain key components, such as your Account login information, biometric information, and recovery instruction (e.g. set of security questions or email back up). All components used to generate keys are personal to you and you only. The private key is stored on the Users device. The User always maintains control of the ownership and access to their keys.

Retrieve & Exporting Keys. A User retrieves their Private Key through the Sling App. You will be required to connect to the device you used when registering with Sling, with your biometric information to access your App. You can then download the private key information and transfer to another wallet of your choice at any time.

Account Balance. Any balance in your Account represents your ownership of the amount of each type of Supported Currency shown. When you view your Account balance, we will show you the amount of each type of virtual asset you hold, as well as the fiat currency equivalent value that you have selected.

Purchasing Stablecoin. You may use the Service to buy virtual currencies such as stablecoin (e.g., USDC) using the following funding sources:

1. a bank account in your name linked to your Account;

2. a debit card in your name linked to your Account;

3. a mobile money wallet in your name linked to your Account;

4. Stablecoin currently held in your Account

You must have enough available funds in your selected funding source to complete your transaction.

We will show you the amount of stablecoin you would receive in exchange for the amount of Fiat Currency that you wish to spend. Because the price of stablecoin fluctuates, the price we provide will only be valid for a limited time. If the price we provided expires, you will not be able to complete your transaction at that price. In this instance, we will provide you with updated pricing information for the stablecoin. Once you confirm your transaction, we will then execute your purchase. Once confirmed, your purchase of stablecoin is not reversible. You may see your transaction history in your Account. We strongly recommend that you turn on notifications in your device settings and in-App for additional information and updates.

Prices shown in the App do not include our spread or transaction fees.

Transaction Authorization. When you initiate a payment transfer, you authorize us to debit your Account or linked payment method by the amount you specify, and to send those funds to your designated recipient immediately upon your request. By submitting a payment transfer, you are also authorizing us to move funds to your Account or linked payment method for payments that are cancelled or otherwise returned. You understand and agree that when you initiate a payment transfer, processing will begin, and funds will leave your Account or linked payment method as early as the moment you initiate the payment transfer. In some cases, transactions and payment may be delayed or blocked until you or the intended recipient provides us with all required information. This can occur for reasons such as ensuring we protect our Users and ourselves from fraud and financial crime. In other cases, recipients may have access to the funds immediately, such as, as soon they receive a Sling Link.

Off Ramp - Transferring Funds Out of Your Account. Supported Currency may be transferred out of your Account through a linked bank account or eligible debit card. You can manage linked payment methods in the Sling App account settings. There may be additional fees applicable to the transfers, and we may set limits on your Account or transfers. Please check your App to see fees that may apply to transferring currency out of your Account. Fees and limits may change from time to time in our sole discretion.

Specifically for residents of the United States: when you choose to off-ramp to your local bank account, our partner Beam - Ansible Labs, Inc will provide payment services for this transaction in conjunction with Cross River Bank. By agreeing to these terms you agree to be bound by Beam's terms and conditions and other user policies posted at https://beam.ansiblelabs.xyz/terms, which may be modified by Beam from time to time.

You agree, as a condition to using our services and transacting with Beam, to provide us accurate and complete information about yourself and you authorise us to share such information and transaction data related to your use of the services with Beam or other third parities.

In some cases, transactions and payment may be delayed or blocked until you or the intended recipient provides us with all required information. This can occur for reasons such as ensuring we protect our Users and ourselves from fraud and financial crime.

Supported Currency Fluctuations. The price of virtual currency and exchange rates for various Fiat Currencies will rise and fall over time, and the price may sometimes change quickly and dramatically. So, even if the number of one Supported Currency you hold remains the same, the equivalent value in a different Supported Currency (e.g. U.S. dollar value) will change as the market price or exchange rate of each Supported Currency fluctuates. The Fiat Currency value we display for any type of Supported Currency is an estimate based on market data available to us. This estimate does not represent the value you will receive if you actually sell or exchange your Supported Currency or the price you will pay to buy more Supported Currency.

Currency Fluctuations with Sling Links. We intend to honor the face value of a Sling Link, when the following criteria is met;

• The currency is in GBP ( British Pound Sterling) or Euro 

• Sling Link is claimed in the same currency it was created in.

Any fluctuations in the exchange rates will be consumed by Sling, subject to fair usage limits. Sling will monitor the Sling Link activity and reserves the right to make changes to this term for individual Sling Links, or for all Sling Links, at its sole discretion, as it deems appropriate.

Account Closure. You may close your Sling Account by transferring all funds out of your wallet, transferring to another of your wallets outside of the Service, and removing the App from your device. The Public Key will remain on the blockchain, due to the nature of the blockchain as a digitally distributed, decentralized, public ledger. It is very important that you download your Private Key information prior to deleting or removing the App.

Sling Link

Sling Link allows Sling App Users to send funds to non-Users via a link generated by the Service. Payment transfers made via Sling Link are not reversible or cancellable. You are solely responsible for Sling Link payment transfers initiated through your Account.

The Service allows Users to send payments, including with stablecoin, to non-Users. By generating a Sling Link via the Service, you authorize and direct us to debit your Account or linked payment method (which may be completed immediately) and deliver such funds to the recipient information you select via the Service. Sling Links are designed for immediate withdrawal by recipients of the Sling Link.

Please ensure all recipient information is correct before completing any transactions, including making any payments, via the Service. You are responsible for informing recipients of the ability to access funds via a Sling Link and the importance of keeping Sling Links secure. Although we may perform certain identity verification actions with respect to potential recipients, it is ultimately up to the User who sends a Sling Link transfer to ensure it is being sent to the appropriate individual for the appropriate purpose. These transfers are instant, should a non-intended recipient obtain the Sling Link or address, it can intercept the transfer. We are not responsible for any payments that are received or accessed by an unintended recipient using a Sling Link generated via the Service.

There can be limitations on where Sling Links can be claimed, check in-app for the most up-to-date information.

Payment Terms

You are responsible for transactions made under your Account. You authorize Avian Labs to charge all transactions you make to the payment method specified in your Account. You are also responsible for the applicable fees for your use of the Service. If you are late or fail to make payment, we may take steps such as suspending your Account or charging additional fees.

Authorization. You authorize Avian Labs to charge all sums for the transactions that you make and any level of Service you select as described in these Terms or in-App, including all applicable taxes, to the payment method specified in your Account.

Unpaid Fees. Avian Labs may suspend or terminate access to the Service for any Account for which any amount is due but unpaid. In addition to the amount due for the Service, you may be charged with additional charges for any chargeback or collection of any of the unpaid amount, including collection fees. Avian Labs reserves the right to delete your Account and any information or User Content (as defined below) associated with your Account without any liability to you.

Chargebacks. We are not liable for the goods or services purchased by you with your card or Account. All such disputes must be addressed directly with the individual providing the relevant goods or services. We are not liable for the transfer of funds sent by you with your card or Account to a recipient. All such disputes must be addressed directly with the recipient. Once you have authorized your transfer, we cannot stop or reverse that transaction.

Invalid Authorization. If we are required to invalidate a transaction because the card issuer or originating bank declined or reversed the transaction, then you may be liable for the transaction even if you disagree with the decision of the card issuer or originating bank to decline or reverse the payment.

Unauthorized Transactions. If you believe that a transaction initiated on your Account was not authorized, then you must notify us immediately by emailing [email protected], even if you (or someone else) dispute the transaction with the card issuer or originating bank. If you fail to report the unauthorized activity directly to us, then we may recover the amount of the reversed payment from you.

Link your Debit Card. If you pay any fees with a debit card, then Avian Labs may seek pre-authorization of your debit card account prior to your purchase to verify that the debit card is valid and has the necessary funds to cover your purchase. You may elect to have any funds transferred to you through the Service to be transferred immediately to your bank account through your debit card (a “Push Payment”), if that is supported by your banking provider.

Link your Mobile Money Wallet: There may be fees applied by your Mobile Money Wallet Provider to add or withdraw funds to your Sling Wallet.

Pricing

We provide pricing information on our App or website. We may periodically change prices, so please check for current pricing before initiating a transaction.

Transaction Fees. Certain features of the Service may require you to pay fees. Before you pay any fees, you will have an opportunity to review and accept the fees that you will be charged. Fees may be charged in any Fiat Currency, or denominated in stablecoin. Fees are non-refundable unless otherwise specifically provided for in these Terms.

Price. Avian Labs reserves the right to determine pricing for the Service. We will make reasonable efforts to keep pricing information published on the App up to date. We encourage you to check pricing on the App periodically for current pricing information. We may change the fees for any feature of the Service, including additional fees or charges, we compete to be transparent about this prior to you completing a transaction.

Promotional Pricing. Avian Labs, at its sole discretion, may make promotional offers with different features and different pricing to any of Avian Labs’s users. These promotional offers, unless made to you, will not apply to your offer or these Terms.

Taxes and Information Reporting

You are solely responsible for collecting, assessing, reporting and remitting the correct taxes to the appropriate authority. We may make certain reports regarding transactions we process to state, federal, and international tax authorities.

Generally. Our fees do not include any taxes, levies, duties or similar governmental assessments of any nature, including, for example, income tax, value-added, sales, use or withholding taxes, accessible by any jurisdiction (collectively, “Taxes”). It is your responsibility to determine what, if any, taxes apply to the payments you make or receive and it is solely your responsibility to assess, collect, report and remit the correct taxes to the appropriate authority. Avian Labs is not responsible for determining whether any taxes apply to your transaction, or for calculating, collecting, reporting or remitting taxes arising from any transaction. You acknowledge that we may make certain reports to state, federal and international tax authorities regarding transactions that we process.

Taxpayer Identification Number and Withholding Tax. We may request that you provide your social security or national tax identification number and/or a US tax form such as W-9 or W-8. If you do not provide us the requested information and documentation, you understand and agree that you may be subject to account limitations, federal and state withholding tax at the applicable rates on all US source income payments received and where local rules apply. We will send all withholding taxes to the appropriate taxing authorities and cannot refund those amounts.

Safety and Security of Your Devices

You are responsible for the safety and security of your devices.

Avian Labs is not liable for any damage or interruptions caused by any malware, viruses, or other malicious code that may affect your computer or other equipment, or any phishing, spoofing or other attack. We advise you to update your device regularly. If you become aware of or suspect: (i) any loss, theft or compromise of your biometrics, your device, security credentials or any device paired to your Account or (ii) any unauthorised use of your Account, you must notify us immediately by emailing [email protected]

User Protection

You should only send payment transfers to individuals you know and trust. We may review transactions at our discretion and may take additional actions depending on our review.

Generally. The Service should only be used to transact with people you know and trust. We do not recommend using the Service to transact with people you don’t know, including by sending someone a Sling Link, especially if the payment involves the purchase or sale of a good or service. If you use the Service to conduct such a transaction and we later reverse the payment (which could occur if it is determined that these Terms were violated or if the payment was made using a compromised payment method or account), you could lose the funds sent. The Service does not provide you deposit or investment account protection.

Transaction Review. We review transactions you make at our discretion. When we identify a potentially high-risk transaction or activity, such as fraud or financial crime, we may review it more closely. When this happens, we may place a hold on the transaction and notify the other party. If we clear the transaction, we may also notify the other party. If we don’t clear the transaction, we will decline or cancel it and return the money to you, unless we are legally required to take other action.

Feedback

If you provide us with Feedback about the Service, you grant us broad rights to use such Feedback.

We respect and appreciate the thoughts and comments from our Users. If you choose to provide input and suggestions regarding existing functionalities, problems with or proposed modifications or improvements to the Service (“Feedback”), then you hereby grant Avian Labs an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right and license to exploit the Feedback in any manner and for any purpose, including to improve the Service and create other products and services. We will have no obligation to provide you with attribution for any Feedback you provide to us.

Communications

This Section describes how we communicate with Users and how you can opt out from certain methods. By using the Service, you consent to receiving certain electronic communications from us.

Generally. By using the Service, you consent to receiving certain electronic communications from us as further described in our Privacy Policy. Please read our Privacy Policy to learn more about our electronic communications practices. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that those communications be in writing.

Text Messaging. You agree that Avian Labs and those acting on our behalf may send you text (SMS) messages at the phone number you provide us. These messages may include details about your use of the Service, as well as marketing messages. Text messages may be made or sent using an automatic telephone dialling system. Standard data and message rates may apply whenever you send or receive messages, as specified by your carrier.

Opt Out. If you wish to opt out of marketing text messages, you can email us or text the word “stop” to the number from which you are receiving the messages. If you wish to opt out of all text messages from Avian Labs, you can email us or text the word “stopall” to the number from which you are receiving the messages, however you acknowledge that opting out of receiving all messages may impact your use of the Service. You may continue to receive text messages for a short period while we process your request, including a message confirming the receipt of your opt-out request. Your agreement to receive marketing texts is not a condition of any purchase on or use of the Service.

Push Notifications. When you install our App on your mobile device, you agree to receive push notifications, which are messages an app sends you on your mobile device when you are not in the app. If push notifications are enabled, you can turn them off by visiting your mobile device’s “settings” page.

Email. We may send you emails concerning our products and services. You may opt out of promotional emails by following the unsubscribe instructions in the promotional email itself.

Contact Us. You can contact us through the App, via email at [email protected], or through mail. If you are resident in Europe and wish to send us mail, our postal address is Avian Labs Netherlands B.V., Antonio Vivaldistraat 60, 1083 HP Amsterdam, Netherlands. For all other jurisdictions, our postal address is Avian Labs, Inc. 8 The Green, Suite #12690, Dover, DE 19901, USA.

Prohibited Conduct

This Section describes ways you are prohibited from using the Service and how we may respond if we suspect that you are using the Service in an authorized manner.

By using the Service, you agree not to:

1. use the Service for any illegal purpose or in violation of any local, state, national, or international law;

2. harass, threaten, demean, embarrass, bully, or otherwise harm any other User of the Service;

3. violate, encourage others to violate, or provide instructions on how to violate, any right of a third party, including by infringing or misappropriating any third-party intellectual property right;

4. access, search, or otherwise use any portion of the Service through the use of any engine, software, tool, agent, device, or mechanism (including spiders, robots, crawlers, and data mining tools) other than the software or search agents provided by Avian Labs;

5. interfere with security-related features of the Service, including by: (A) disabling or circumventing features that prevent or limit use, printing or copying of any content; or (B) reverse engineering or otherwise attempting to discover the source code of any portion of the Service except to the extent that the activity is expressly permitted by applicable law;

6. interfere with the operation of the Service or any User’s enjoyment of the Service, including by: (A) uploading or otherwise disseminating any virus, adware, spyware, worm, or other malicious code; (B) making any unsolicited offer or advertisement to another User of the Service; (C) collecting personal information about another User or third party without consent; or (D) interfering with or disrupting any network, equipment, or server connected to or used to provide the Service;

7. perform any fraudulent activity including impersonating any person or entity, claiming a false affiliation or identity, accessing any other Account without permission, or falsifying your age or date of birth;

8. sell or otherwise transfer the access granted under these Terms or any Materials (as defined in Section - Ownership; Proprietary Rights or any right or ability to view, access, or use any Materials;

9. attempt to do any of the acts described in this Section - Prohibited Conduct or assist or permit any person in engaging in any of the acts described in this Section - Prohibited Conduct;

10. Holding the Account primarily for the purpose of gaining or making money based on currency conversion rates.

Actions We May Take if You Engage in Any Prohibited Conduct.  If we believe or reasonably suspect that you’ve engaged in any restricted activities  (such as but not limited to the activities set out above in the section below - Term, Suspension, and Termination), we may take a number of actions to protect ourselves, other Users, and others at any time at our sole discretion. The actions we may take include, but are not limited to, the following: 

1. Terminate these Terms, limit your Account, and/or close or suspend your Account, immediately and without being due any costs, compensation or penalty as a consequence; 

2. Refuse to provide the Service to you in the future and refuse to complete or block, cancel or, where permitted by the applicable law, revers any transaction you have authorized; 

3. Limit, suspend or terminate your access to the Service, the Sling App, your Account, including limiting your ability to pay or send money with any of the linked payment methods, restricting your ability to send currency or transfer money out of the Sling App; 

4. Hold money in your Account for a reasonable period of time (including as may be required by applicable laws, rules, and regulations) as needed to protect against the risk of liability;

5. Update inaccurate information you provided us; or

6. Take whatever action we consider necessary, including legal action against you.

   
   

Term, Suspension, and Termination

This Section describes how long these Terms last and how they might be terminated by you or us. We may restrict or terminate your access to the Service for reasons such as your breach of these Terms.

Term. These Terms are effective beginning when you accept the Terms or first download, install, access, or use the Service, and ending when terminated as described in Section -Termination .

Suspension, restriction or termination.  We may suspend, restrict or terminate your access to your Account and any or all of our Services, with immediate effect for any or no reason, with or without notice and without any liability to you arising from such suspension, restriction or termination, including but not limited to where we believe or reasonably suspect that:

1. we reasonably suspect you of acting in breach of these Terms;

2. we are required to do so by applicable law, regulation or any court or other authority to which we are subject in any jurisdiction;

3. the person logged into your Account is not you or that the Account and/or the Services has been or will be used for any illegal, fraudulent or unauthorised purpose;

4. information provided by you is wrong, untruthful, outdated or incomplete; 

5. we have concerns that a transaction is erroneous or about the security of your Account; 

6. there is any occurrence of money laundering, terrorist financing, fraud, or any other financial crime in connection with your Account or your use of the Services;

7. you owe amounts to us that are not satisfied;

8. an issue occurred with the verification of your identity including any (email) communication to you which is returned as undeliverable;

9. you take any action that may circumvent our controls such as opening multiple Accounts or abusing promotions which we may offer from time to time; and/or,

10. there is any other valid reason to do so.

We maintain the right to cease provision of services in a particular jurisdiction, if requested by a government authority.

In addition, Avian Labs may, at its sole discretion, terminate these Terms or your Account on the Service, or suspend or terminate your access to the Service, at any time for any reason or no reason, with or without notice, and without any liability to you arising from such termination. 

You may terminate your Account and these Terms at any time by contacting us via email at [email protected] or using the Close Account function in the app.

Effect of Termination. Upon termination of these Terms: (a) your license rights will terminate and you must immediately cease all use of the Service; (b) you will no longer be authorized to access your Account or the Service; (c) you must pay Avian Labs any unpaid amount that was due prior to termination; and (d) all payment obligations accrued prior to termination and the sections that would be reasonably expected to survive will survive, including without limitation Sections - Feedback, Effect of Termination, Indemnity, User Content, Ownership; Proprietary Right, Disclaimers; No Warranties by Avian Labs, Complaints, Dispute Resolution and Arbitration, and Miscellaneous will survive. You are solely responsible for retaining copies of any User Content you Post to the Service since upon termination of your Account, you may lose access rights to any User Content you Posted to the Service. If your Account has been terminated for a breach of these Terms, then you are prohibited from creating a new Account on the Service using a different name, email address or other forms of Account verification. Any incomplete transactions or payment transfers must be completed or cancelled and you must transfer any money from the Sling App wallet and your Account before closing it.

Modification of the Service

We may modify or discontinue the Service, or any portion of the Service, at any time.

Avian Labs reserves the right, to the extent permitted by the applicable law, to modify or discontinue all or any portion of the Service at any time (including by limiting or discontinuing certain features of the Service), temporarily or permanently, without notice to you. Avian Labs will have no liability for any change to the Service, including any paid-for functionalities of the Service, or any suspension or termination of your access to or use of the Service. You should retain copies of any User Content you Post to the Service so that you have permanent copies in the event the Service is modified in such a way that you lose access to User Content you Posted to the Service.

Modification of Terms

We may periodically change these Terms. You should check these Terms frequently for updates.

We may, from time to time, change these Terms. Please check these Terms periodically for changes. Revisions will be effective immediately except that, for existing Users, material revisions will be effective 30 days after posting or notice to you of the revisions unless otherwise stated. We may require that you accept modified Terms in order to continue to use the Service. If you do not agree to the modified Terms, then you should remove your User Content and discontinue your use of the Service. Except as expressly permitted in this Section Modification of Terms, these Terms may be amended only by a written agreement signed by authorized representatives of the parties to these Terms.

Additional Terms

Depending on your use of the Service, additional terms may apply.

Your use of the Service is subject to all additional terms, policies, rules, or guidelines applicable to the Service or certain features of the Service that we may post on or link to from the Service (the “Additional Terms”). All Additional Terms are incorporated by this reference into, and made a part of, these Terms.

Indemnity 

If you misuse the Service or otherwise violate another party’s rights or the law, you are required to protect Avian Labs from related claims and damages. 

To the fullest extent permitted by law, you are responsible for your use of the Service, and you will defend and indemnify Avian Labs, its affiliates and their respective shareholders, directors, managers, members, officers, employees, consultants, and agents (together, the “Avian Labs Entities”) from and against every claim brought by a third party, and any related liability, damage, loss, and expense, including attorneys’ fees and costs, arising out of or connected with: (1) your unauthorized use of, or misuse of, the Service; (2) your violation of any portion of these Terms, any representation, warranty, or agreement referenced in these Terms, or any applicable law or regulation; (3) your violation of any third-party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right; or (4) any dispute or issue between you and any third party. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of those claims.

Third-Party Terms

We may provide third-party tools or links to you through the Service. We are not responsible for any third-party materials, which may have additional terms that apply to you.

Third-Party Services and Linked Websites. Avian Labs may provide tools through the Service that enable you to export information, including User Content, to third-party services. For example, some features may allow you to link your Account on the Service with an account on a third-party service. By using one of these tools, you hereby authorize Avian Labs to transfer certain information from your Account to the applicable third-party service. Third-party services are not under Avian Labs’s control, and, to the fullest extent permitted by law, Avian Labs is not responsible for any third-party service’s use of your exported information. The Service may also contain links to third-party websites. Linked websites are not under Avian Labs’s control, and Avian Labs is not responsible for their content.

You Are Responsible for Your Use of Third-Party Services. Please be sure to review the terms of use and privacy policy of any third-party services before you share any User Content or information with such third-party services. Once sharing occurs, Avian Labs will have no control over the information that has been shared.

Third-Party Software. The Service may also include or incorporate third-party software components that are generally available free of charge under licenses granting recipients broad rights to copy, modify, and distribute those components (“Third-Party Components”). Although the Service is provided to you subject to these Terms, nothing in these Terms prevents, restricts, or is intended to prevent or restrict you from obtaining Third-Party Components under the applicable third-party licenses or to limit your use of Third-Party Components under those third-party licenses.

User Content

Some parts of the Service allow you to post User Content. This Section describes how we might use your User Content and your responsibility for the User Content you post. You continue to own and retain your rights to the User Content you provide to us and the Service.

User Content Generally. Certain features of the Service permit Users to submit, upload, publish, broadcast, or otherwise transmit (“Post”) content to the Service, including messages, reviews, photos, video or audio (including sound or voice recordings and musical recordings embodied in the video or audio), images, folders, data, text, and any other works of authorship or other works (“User Content”). You retain any copyright and other proprietary rights that you may hold in the User Content that you Post to the Service, subject to the licenses granted in these Terms.

Limited License Grant to Avian Labs. By Posting User Content to or via the Service, you grant Avian Labs a worldwide, non-exclusive, irrevocable, royalty-free, fully paid right and license (with the right to sublicense through multiple tiers) to host, store, transfer, publicly display, publicly perform (including by means of a digital audio transmission), communicate to the public, reproduce, modify for the purpose of formatting for display, create derivative works as authorized in these Terms, and distribute your User Content, in whole or in part, in any media formats and through any media channels, in each instance whether now known or hereafter developed. All of the rights you grant in these Terms are provided on a through-to-the-audience basis, meaning the owners or operators of external services will not have any separate liability to you or any other third party for User Content Posted or otherwise used on external services via the Service. You agree to pay all monies owing to any person or entity resulting from Posting your User Content and from Avian Labs’s exercise of the license set forth in this Section.

User Content Representations and Warranties. You must not Post User Content if you are not the owner of or are not fully authorized to grant rights in all of the elements of that User Content. Avian Labs disclaims any and all liability in connection with User Content. You are solely responsible for your User Content and the consequences of providing User Content via the Service. By providing User Content via the Service, you affirm, represent, and warrant to us that:

1. you are the creator and owner of the User Content, or have the necessary licenses, rights, consents, and permissions to authorize Avian Labs and Users of the Service to use and distribute your User Content as necessary to exercise the licenses granted by you in this Section, in the manner contemplated by Avian Labs, the Service, and these Terms;

2. your User Content, and the Posting or other use of your User Content as contemplated by these Terms, does not and will not: (A) infringe, violate, misappropriate, or otherwise breach any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property, contract, or proprietary right; (B) slander, defame, libel, or invade the right of privacy, publicity or other property rights of any other person; or (C) cause Avian Labs to violate any law or regulation or require us to obtain any further licenses from or pay any royalties, fees, compensation or other amounts or provide any attribution to any third parties; and

3. your User Content could not be deemed by a reasonable person to be objectionable, profane, indecent, pornographic, harassing, threatening, embarrassing, hateful, or otherwise inappropriate.

User Content Disclaimer. We are under no obligation to edit or control User Content that you or other Users Post and will not be in any way responsible or liable for User Content. Avian Labs may, however, at any time and without prior notice, screen, remove, edit, or block any User Content that in our sole judgement violates these Terms, is alleged to violate the rights of third parties, or is otherwise objectionable. You understand that, when using the Service, you will be exposed to User Content from a variety of sources and acknowledge that User Content may be inaccurate, offensive, indecent, or objectionable. You agree to waive, and do waive, any legal or equitable right or remedy you have or may have against Avian Labs with respect to User Content. If notified by a User or content owner that User Content allegedly does not conform to these Terms, we may investigate the allegation and determine in our sole discretion whether to remove the User Content, which we reserve the right to do at any time and without notice. For clarity, Avian Labs does not permit infringing activities on the Service.

Monitoring Content. Avian Labs does not control and does not have any obligation to monitor: (i) User Content; (ii) any content made available by third parties; or (iii) the use of the Service by its Users. You acknowledge and agree that Avian Labs reserves the right to, and may from time to time, monitor any and all information transmitted or received through the Service for operational and other purposes. If at any time Avian Labs chooses to monitor the content, then Avian Labs still assumes no responsibility or liability for content or any loss or damage incurred as a result of the use of content. During monitoring, information may be examined, recorded, copied, and used in accordance with our Privacy Policy (defined below). Avian Labs may block, filter, mute, remove or disable access to any User Content uploaded to or transmitted through the Service without any liability to the User who Posted such User Content to the Service or to any other Users of the Service.

Personal Data Processing

We process your personal data in accordance with our Privacy Policy.

Please read the Avian Labs Privacy Policy carefully for information relating to our collection, use, storage, and disclosure of your personal information. 

Ownership; Proprietary Rights

We own the Service and any Materials provided through the Service, with the exception of the self-custody wallet, which you are solely responsible for. Any rights we do not grant you under these Terms are reserved for us.

The Service is owned and operated by Avian Labs. The visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), products, software, services, and all other elements of the Service provided by Avian Labs (“Materials”) are protected by intellectual property and other laws. All Materials included in the Service are the property of Avian Labs or its third-party licensors. Except as expressly authorized by Avian Labs, you may not make use of the Materials. There are no implied licenses in these Terms and Avian Labs reserves all rights to the Materials not granted expressly in these Terms.

Disclaimers; No Warranties by Avian Labs

The Service is provided “as is.” We do not guarantee that the Service will operate perfectly, without error, or for any particular purpose. We cannot ensure that anyone on the Service will complete their transactions or payments transfers or is authorized to make such payment transfers. You use the Service at your own risk.

THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. AVIAN LABS DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE, INCLUDING: (A) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (B) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. AVIAN LABS DOES NOT WARRANT THAT THE SERVICE OR ANY PORTION OF THE SERVICE, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE SERVICE, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND AVIAN LABS DOES NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED.

WE CANNOT ENSURE THAT A SERVICE USER OR ANYONE WHO YOU ARE DEALING WITH WILL ACTUALLY COMPLETE THE TRANSACTION OR IS AUTHORIZED TO DO SO. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE SERVICE OR AVIAN LABS ENTITIES OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SERVICE WILL CREATE ANY WARRANTY REGARDING ANY OF THE AVIAN LABS ENTITIES OR THE SERVICE THAT IS NOT EXPRESSLY STATED IN THESE TERMS. WE ARE NOT RESPONSIBLE FOR ANY DAMAGE THAT MAY RESULT FROM THE SERVICE AND YOUR DEALING WITH ANY OTHER SERVICE USER. YOU UNDERSTAND AND AGREE THAT YOU USE ANY PORTION OF THE SERVICE AT YOUR OWN DISCRETION AND RISK, AND THAT WE ARE NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH THE SERVICE) OR ANY LOSS OF DATA, INCLUDING USER CONTENT.

THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS IN THIS SECTION- DISCLAIMERS; NO WARRANTIES BY AVIAN LABS, APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. AVIAN LABS DOES NOT DISCLAIM ANY WARRANTY OR OTHER RIGHT THAT AVIAN LABS IS PROHIBITED FROM DISCLAIMING UNDER APPLICABLE LAW.

Limitation of Liability

This Section describes the limits of our liability for the Service.

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE AVIAN LABS ENTITIES BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SERVICE OR ANY MATERIALS OR CONTENT ON THE SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY AVIAN LABS ENTITY HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGE.

EXCEPT AS PROVIDED IN SECTIONS - COMMENCING ARBITRATION) AND (i) - ARBITRATION RELIEF AND TO THE FULLEST EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF THE AVIAN LABS ENTITIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE ANY PORTION OF THE SERVICE OR OTHERWISE UNDER THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO THE GREATER OF: (a) THE AMOUNT YOU HAVE PAID TO AVIAN LABS FOR ACCESS TO THE SERVICE (E.G. SUBSCRIPTION OR SERVICE FEES) IN THE 12 MONTHS PRIOR TO THE EVENT OR CIRCUMSTANCE GIVING RISE TO THE CLAIM AND (b) US$100/EUR100.

EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION-LIMITATION OF LIABILITY WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

Nothing in these Terms is intended to exclude or limit the liability of Avian Labs, as it relates to the Netherlands : (i) for death or personal injury resulting from the negligence of Avian Labs (ii) for fraudulent misrepresentation or any other fraud (iii) for damage caused by gross negligence (in Dutch: bewuste roekeloosheid) or wilful misconduct (in Dutch: opzet) of Avian Labs or its managerial personnel (in Dutch: leidinggevend personeel) and/or (iv) any loss or liability which is not permitted to be excluded or limited by law. 

We shall incur no liability if we are unable to complete, or erroneously complete, any transfer that you initiate via the Service, including transfers to non-Users of the Sling App, because of inaccurate or insufficient instructions, failure of the recipient to claim the transfer or an unintended recipient obtaining access to the transfer (such as via a Sling Link), failure or delay of either you or the recipient to provide us with information we request, or our inability to verify your identity or the identity of the recipient to our satisfaction.

Complaints, Dispute Resolution and Arbitration

For any disputes or issues, Avian Labs encourages initial contact through their app or email, with a structured complaint process in place that includes acknowledging, impartially reviewing, and responding within 15 business days with either a resolution, rejection, or alternative solution

Complaints. In the event of any dispute or problem please contact us in-App or via email in the first instance. In the event that your query is not satisfactorily resolved, you may lodge a complaint with us or request details about our complaint handling procedures.

When raising an official complaint, please set out the reason for your complaint, how you would like us to resolve the complaint and any other information you believe to be relevant. We will acknowledge receipt of your complaint. A member of our team will consider your complaint without prejudice based on the information you have provided and information held by us.

Within 15 business days of our receipt of your complaint we will address all points raised in your complaint by sending you an email explaining how we will  (i) resolve your complaint in the way you requested; (ii) make a determination rejecting your complaint and set out the reasons for the rejection; or (iii) offer to resolve your complaint with an alternative solution. 

The following sections relates specifically to residents of the United States;

Notice to California Residents. If you are a California resident, then under California Civil Code Section 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at +1-800-952-5210 in order to resolve a complaint regarding the Service or to receive further information regarding use of the Service.

Dispute. Except as described in Section - Exceptions and Opt-Out, you and Avian Labs agree that every dispute arising in connection with these Terms, the Service, or communications from us will be resolved through binding arbitration. Arbitration uses a neutral arbitrator instead of a judge or jury, is less formal than a court proceeding, may allow for more limited discovery than in court, and is subject to very limited review by courts. This agreement to arbitrate disputes includes all claims whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of these Terms. Any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement will be resolved by the arbitrator.

Exceptions. Although we are agreeing to arbitrate most disputes between us, nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of either party to: (i) bring an individual action in small claims court; (ii) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (iii) seek injunctive relief in a court of law in aid of arbitration; or (iv) to file suit in a court of law to address an intellectual property infringement claim.

Opt-Out. If you do not wish to resolve disputes by binding arbitration, you may opt out of the provisions of this Section-Dispute Resolution and Arbitration within 30 days after the date that you agree to these Terms by sending a letter to Avian Labs, Inc., Attention: Legal Department – Arbitration Opt-Out, 8 The Green, Suite #12690, Dover, DE 19901 that specifies: your full legal name, the email address associated with your Account on the Service, and a statement that you wish to opt out of arbitration (“Opt-Out Notice”). Once Avian Labs receives your Opt-Out Notice, this Section-Dispute Resolution and Arbitration  will be void and any action arising out of these Terms will be resolved as set forth in Section - Governing Law. The remaining provisions of these Terms will not be affected by your Opt-Out Notice.

Arbitrator. This arbitration agreement, and any arbitration between us, is subject the Federal Arbitration Act and will be administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (collectively, “AAA Rules”) as modified by these Terms. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at +1-800-778-7879, or by contacting Avian Labs. 

Commencing Arbitration. Before initiating arbitration, a party must first send a written notice of the dispute to the other party by certified U.S. Mail or by Federal Express (signature required) or, only if that other party has not provided a current physical address, then by electronic mail (“Notice of Arbitration”). Avian Labs’s address for Notice is: Avian Labs, Inc., 8 The Green, Suite #12690, Dover, DE 19901. The Notice of Arbitration must: (a) identify the name or account number of the party making the claim; (b) describe the nature and basis of the claim or dispute; and (c) set forth the specific relief sought (“Demand”). The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within 30 days after the Notice of Arbitration is received, you or Avian Labs may commence an arbitration proceeding. If you commence arbitration in accordance with these Terms, Avian Labs will reimburse you for your payment of the filing fee, unless your claim is for more than US$10,000 or if Avian Labs has received 25 or more similar demands for arbitration, in which case the payment of any fees will be decided by the AAA Rules. If the arbitrator finds that either the substance of the claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules and the other party may seek reimbursement for any fees paid to AAA.

Arbitration Proceedings. Any arbitration hearing will take place in the county and state of your billing address unless we agree otherwise or, if the claim is for US$10,000 or less (and does not seek injunctive relief), you may choose whether the arbitration will be conducted: (a) solely on the basis of documents submitted to the arbitrator; (b) through a telephonic or video hearing; or (c) by an in-person hearing as established by the AAA Rules in the county (or parish) of your billing address. During the arbitration, the amount of any settlement offer made by you or Avian Labs must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. 

Arbitration Relief. Except as provided in Section —No Class Actions, the arbitrator can award any relief that would be available if the claims had been brought in a court of competent jurisdiction. If the arbitrator awards you an amount higher than the last written settlement amount offered by Avian before an arbitrator was selected, Avian Labs will pay to you the higher of: (a) the amount awarded by the arbitrator and (b) US$10,000. The arbitrator’s award shall be final and binding on all parties, except (1) for judicial review expressly permitted by law or (2) if the arbitrator's award includes an award of injunctive relief against a party, in which case that party shall have the right to seek judicial review of the injunctive relief in a court of competent jurisdiction that shall not be bound by the arbitrator's application or conclusions of law. Judgement on the award may be entered in any court having jurisdiction.

No Class Actions. YOU AND AVIAN LABS AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Avian Labs 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.  

Modifications to this Arbitration Provision. If Avian Labs makes any substantive change to this arbitration provision, you may reject the change by sending us written notice within 30 days of the change to Avian Labs’s address for Notice of Arbitration, in which case your Account with Avian Labs will be immediately terminated and this arbitration provision, as in effect immediately prior to the changes you rejected will survive.

Enforceability. If Section - No Class Actions or the entirety of this Section - Dispute Resolution and Arbitration is found to be unenforceable, or if Avian Labs receives an Opt-Out Notice from you, then the entirety of this Section-Dispute Resolution and Arbitration will be null and void and, in that case, the exclusive jurisdiction and venue described in Section- Governing Law will govern any action arising out of or related to these Terms.

Governing Law

These Terms are governed by the laws of the state of Delaware, USA and the Netherlands. You are responsible for complying with all applicable laws and regulations that apply to these Terms and your use of the Service.

If you are resident in Europe. these Terms and any non-contractual obligations arising from or in connection with the Terms are governed by and construed in accordance with the laws of the Netherlands, without giving effect to any principles of conflicts of law. This does not affect any rights you, if you qualify as a consumer, may have under the law of your own country to have a dispute heard under the laws of your own country.

For users based outside of Europe. these Terms are governed by the laws of the State of Delaware without regard to conflict of law principles. You and Avian Labs submit to the personal and exclusive jurisdiction of the state courts and federal courts located within New Castle County, Delaware for resolution of any lawsuit or court proceeding permitted under these Terms.

Your Compliance with Applicable Law. You must comply with all applicable laws, regulations, licensing requirements and third party rights (including, without limitation, data privacy laws and anti-money laundering and countering the financing of terrorism laws) in your use of our Services.

Intellectual Property Rights Protection

This Section sets forth the procedure for protecting intellectual property rights in content posted to the Service. If you believe a User has posted content that violates your intellectual property rights, please notify us as described in this Section. If you receive notice that your User Content violates a third party’s intellectual property rights, and you disagree, you can dispute the claim as described in this Section.

Respect of Third Party Rights. Avian Labs respects the intellectual property rights of others, takes the protection of intellectual property rights very seriously, and asks Users of the Service to do the same. Infringing activity will not be tolerated on or through the Service.

DMCA Notification. If you are a resident of the US, we comply with the provisions of the Digital Millennium Copyright Act applicable to Internet service providers (17 U.S.C. § 512, as amended). If you have an intellectual property rights-related complaint about any material on the Service, you may contact our Designated Agent at the following address:

Avian Labs, Inc.
Attn: Legal Department (IP Notification)
8 The Green, Suite #12690
Dover, DE 19901
Email: [email protected]

Procedure for Reporting Claimed Infringement. If you believe that any content made available on or through the Service has been used or exploited in a manner that infringes an intellectual property right you own or control, then please promptly send a written “Notification of Claimed Infringement” to the Designated Agent identified above containing the following information:

1. an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other right being infringed;

2. a description of the copyrighted work or other intellectual property right that you claim has been infringed;

3. a description of the material that you claim is infringing and where it is located on the Service;

4. your address, phone number, and email address;

5. a statement by you that you have a good faith belief that the use of the materials on the Service of which you are complaining is not authorized by the copyright or other intellectual property right owner, its agent, or the law; and

6. a statement by you that the above information in your notice is accurate and that, under penalty of perjury, you are the copyright or other intellectual property right owner or authorized to act on the copyright or intellectual property owner’s behalf.

Your Notification of Claimed Infringement may be shared by Avian Labs with the User alleged to have infringed a right you own or control as well as with the operators of publicly available databases that track notifications of claimed infringement, and you consent to Avian Labs making such disclosures. You should consult with your own lawyer or see 17 U.S.C. § 512 to confirm your obligations to provide a valid notice of claimed infringement.

Repeat Infringers. Avian Labs’s policy is to: (a) remove or disable access to material that Avian Labs believes in good faith, upon notice from an intellectual property rights owner or authorized agent, is infringing the intellectual property rights of a third party by being made available through the Service; and (b) in appropriate circumstances, to terminate the Accounts of and block access to the Service by any User who repeatedly or egregiously infringes other people’s copyright or other intellectual property rights. Avian Labs will terminate the Accounts of Users that are determined by Avian Labs to be repeat infringers. Avian Labs reserves the right, however, to suspend or terminate Accounts of Users in our sole discretion.

Counter Notification. If you receive a notification from Avian Labs that material made available by you on or through the Service has been the subject of a Notification of Claimed Infringement, then you will have the right to provide Avian Labs with what is called a “Counter Notification.” To be effective, a Counter Notification must be in writing, provided to Avian Labs’s Designated Agent through one of the methods identified in Section -DMCA Notification, and include substantially the following information:

1. your physical or electronic signature;

2. identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled;

3. a statement under penalty of perjury that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; and

4. your name, address, and telephone number, and a statement that you consent to the jurisdiction of Federal District Court for the judicial district in which the address is located, or if you are residing outside of the United States, then for any judicial district in which Avian Labs may be found, and that you will accept service of process from the person who provided notification under Section-DMCA Notification above or an agent of that person.

A party submitting a Counter Notification should consult a lawyer or see 17 U.S.C. § 512 to confirm the party’s obligations to provide a valid counter notification under the Copyright Act.

Reposting of Content Subject to a Counter Notification. If you submit a Counter Notification to Avian Labs in response to a Notification of Claimed Infringement, then Avian Labs will promptly provide the person who provided the Notification of Claimed Infringement with a copy of your Counter Notification and inform that person that Avian Labs will replace the removed User Content or cease disabling access to it in 10 business days, and Avian Labs will replace the removed User Content and cease disabling access to it not less than 10, nor more than 14, business days following receipt of the Counter Notification, unless Avian Labs’s Designated Agent receives notice from the party that submitted the Notification of Claimed Infringement that such person has filed an action seeking a court order to restrain the User from engaging in infringing activity relating to the material on Avian Labs’s system or network.

False Notifications of Claimed Infringement or Counter Notifications. The Copyright Act provides at 17 U.S.C. § 512(f) that: “[a]ny person who knowingly materially misrepresents under [Section 512 of the Copyright Act (17 U.S.C. § 512)] (1) that material or activity is infringing, or (2) that material or activity was removed or disabled by mistake or misidentification, will be liable for any damages, including costs and attorneys’ fees, incurred by the alleged infringer, by any copyright owner or copyright owner’s authorized licensee, or by a service provider, who is injured by such misrepresentation, as the result of [Avian Labs] relying upon such misrepresentation in removing or disabling access to the material or activity claimed to be infringing, or in replacing the removed material or ceasing to disable access to it.” Avian Labs reserves the right to seek damages from any party that submits a Notification of Claimed Infringement or Counter Notification in violation of the law.

Cryptocurrency Protocols

Avian Labs is not responsible for the operation of the protocols underlying any Cryptocurrency.

Avian Labs does not own or control the underlying software protocols which govern the operation of Cryptocurrency. Generally, the underlying protocols are open source, and anyone can use, copy, modify, and distribute them. We assume no responsibility for the operation of the underlying protocols and do not guarantee the functionality or security of network operations. In particular, the underlying protocols may be subject to sudden changes in operating rules (including “forks”). Any such operating changes may materially affect the availability, value, functionality, and/or the name of Cryptocurrency in your Account. Avian Labs does not control the timing and features of these operating changes. It is your responsibility to make yourself aware of upcoming operating changes and you must carefully consider publicly available information in determining whether to continue to use the Service for the affected Cryptocurrency. In the event of any such operational change, Avian Labs reserves the right to take such steps as may be necessary to protect the security and safety of assets held on the Service, including without limitation, temporarily suspending operations for the involved Cryptocurrency. Avian Labs’s response to any operating change is subject to its sole discretion and may include deciding not to support any new Cryptocurrency, fork, or other actions. You acknowledge and accept the risks of operating changes to Cryptocurrency protocols and agree that Avian Labs is not responsible for such operating changes and not liable for any loss of value you may experience as a result of such changes in operating rules. You acknowledge and accept that Avian Labs has sole discretion to determine its response to any operating change and that we have no responsibility to assist you with unsupported currencies or protocols.

Miscellaneous

This Section includes some legal language about these Terms and your use of the App if you are using an iOS device.

General Terms. These Terms, including the Privacy Policy and any other agreements expressly incorporated by reference into these Terms, are the entire and exclusive understanding and agreement between you and Avian Labs regarding your use of the Service. You may not assign or transfer these Terms or your rights under these Terms, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign these Terms and all rights granted under these Terms, including with respect to your User Content, at any time without notice or consent. The failure to require performance of any provision will not affect our right to require performance at any other time after that, nor will a waiver by us of any breach or default of these Terms, or any provision of these Terms, be a waiver of any subsequent breach or default or a waiver of the provision itself. Use of Section headers in these Terms is for convenience only and will not have any impact on the interpretation of any provision. Throughout these Terms the use of the word “including” means “including but not limited to.” If any part of these Terms is held to be invalid or unenforceable, then the unenforceable part will be given effect to the greatest extent possible, and the remaining parts will remain in full force and effect.

Notice Regarding Apple. This Section only applies to the extent you are using our mobile application on an iOS device. You acknowledge that these Terms are between you and Avian Labs only, not with Apple Inc. (“Apple”), and Apple is not responsible for the Service or the content of it. Apple has no obligation to furnish any maintenance and support services with respect to the Service. If the Service fails to conform to any applicable warranty, you may notify Apple, and Apple will refund any applicable purchase price for the mobile application to you. To the maximum extent permitted by applicable law, Apple has no other warranty obligation with respect to the Service. Apple is not responsible for addressing any claims by you or any third party relating to the Service or your possession and/or use of the Service, including: (1) product liability claims; (2) any claim that the Service fails to conform to any applicable legal or regulatory requirement; or (3) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement, and discharge of any third-party claim that the Service and/or your possession and use of the Service infringe a third party’s intellectual property rights. You agree to comply with any applicable third-party terms when using the Service. Apple and Apple’s subsidiaries are third-party beneficiaries of these Terms, and upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary of these Terms. You hereby represent and warrant that: (a) you are not located in a country that is subject to a U.S. Government embargo or that has been designated by the U.S. Government as a “terrorist supporting” country; and (b) you are not listed on any U.S. Government list of prohibited or restricted parties.