Storj Labs Inc. Terms of Use

Last Updated: March 19, 2020.

These Terms of Use (“Terms of Use” or “Agreement”) apply to the websites, mobile applications, and communities of Storj Labs, Inc. (“Company,” “we,” or “us”), including but not limited to storj.io, tardigrade.io, forum.storj.io, documentation.storj.io, documentation.tardigrade.io, support.storj.io, support.tardigrade.io, https://ideas.storj.io/ https://us-central-1.tardigrade.io/, https://europe-west-1.tardigrade.io/, https://asia-east-1.tardigrade.io, (referred to collectively as the “Websites”).

These Terms of Use also apply to individuals or entities (“Users” or “you,”) interacting with, including but not limited to the posting or publishing of content (“User Content”), a variety of products and services offered by Storj, including the Websites (collectively, the “Services”), including but not limited to:

  1. The online storage sharing services (the “Storage Services”) provided by Company to Users via the distributed network of independently operated computers or other electronic data storage devices (“Devices”) running the storage node software which, when installed on a Device, enables such Device to participate the online storage sharing services provided to Users (the “Storage Node Software”) (each a “Storage Node” which collectively comprise the “Storage Network”) and configured to communicate with the Storage Services; and

  2. The sharing of storage space and bandwidth on a Storage Node as part of the Storage Network (the “Storage Node Operator Services” by an individual or entity operating one or more Storage Nodes (a “Storage Node Operator”); and

  3. Any individual or entity interacting with any of the websites, mobile applications, and communities that are the subject of this Agreement.

The Services available to Users are determined by the separate terms agreed to between Storj and the applicable individual or entity (collectively, the “User”) governing, among other things, the delivery, access, and use of the Services (the “Tardigrade Terms of Service,” which are hereby incorporated by reference”). The Storage Node Operator Services are determined by the separate terms agreed to between Storj and the applicable Storage Node Operator governing, among other things, the operational requirements and fee payment terms (the “Storage Node Operator Terms and Conditions,” which are hereby incorporated by reference).

Regardless of what type of User you are, these Terms of Use create a legal agreement directly between you and Storj and explain rules governing use of the Services. By accessing or using the Services, you acknowledge and agree that you have read, understand, and agree to be bound by these Terms of use and our Privacy Policy, which is hereby corporated by reference.

We may, from time to time, modify these Terms of Use. Please check this page periodically for updates. We will comply with applicable local legal obligations to provide you with notice of changes to these Terms of Use. Your continued use of the Services after any such update constitutes your acceptance of such changes.

PLEASE READ THESE TERMS OF USE CAREFULLY TO ENSURE THAT YOU UNDERSTAND EACH PROVISION. THESE TERMS OF USE CONTAIN A BINDING ARBITRATION AND WAIVER OF CLASS ACTION RIGHTS PROVISION THAT REQUIRES THE USE OF INDIVIDUAL ARBITRATION TO RESOLVE DISPUTES AS SET FORTH IN THE MANDATORY ARBITRATION AND CLASS ACTION WAIVER SECTION BELOW. IF YOU DO NOT AGREE TO THESE TERMS OF USE, PLEASE DO NOT ACCESS OR USE THE SERVICE, STORAGE PLATFORM, OR SERVICES.

You and Company agree as follows:

1.   ELIGIBILITY; AUTHORITY

You must be 18 years of age or older to access or use our Services. If you are using the Services on behalf of any entity: (a) you represent and warrant that you are authorized to accept these Terms on such entity’s behalf and that such entity will be responsible for breach of these Terms by you or any other employee or agent of such entity; and (b) references to “you” in these Terms refer to you and such entity, jointly.

2.   ACCOUNT REGISTRATION AND USE

(a) Account Registration and Confidentiality. You may be required to register for a Storj account in order to access certain Services by creating a username and password. You agree to provide us with accurate, complete, and current registration information about yourself. It is your responsibility to ensure that your password remains confidential and secure. By registering, you agree that you are fully responsible for all activities that occur under your user name and password. We may assume that any communications we receive under your account have been made by you. If you are a billing owner, an administrator, or if you have confirmed in writing that you have the authority to make decisions on behalf of a User (“Account Administrator”), you represent and warrant that you are authorized to make decisions on behalf of the User and agree that Storj is entitled to rely on your instructions.

(b) Unauthorized Account Use. You are responsible for notifying us at legal@storj.io if you become aware of any unauthorized use of or access to your account. You understand and agree that we may require you to provide information that may be used to confirm your identity and help ensure the security of your account. Storj will not be liable for any loss, damages, liability, expenses or attorneys’ fees that you may incur as a result of someone else using your password or account, either with or without your knowledge and/or authorization, and regardless of whether you have or have not advised us of such unauthorized use. You will be liable for losses, damages, liability, expenses and attorneys’ fees incurred by Storj or a third party due to someone else using your account. In the event that the Account Administrator or User loses access to an account or otherwise requests information about an account, Storj reserves the right to request from the Account Administrator or User any verification it deems necessary before restoring access to or providing information about such account in its sole discretion.

3.   PROPRIETARY RIGHTS

The Services, including all text, videos, images, data, software, and other files, content, and materials contained on the Services are owned and operated by Storj and contain materials which are derived in whole or in part from materials supplied by Storj and its partners, as well as other sources, and are protected by United States copyright laws, international treaty provisions, trademarks, service marks and other intellectual property laws. The Services are also protected as a collective work or compilation under U.S. copyright and other law and treaties. You agree to abide by all applicable copyright and other laws, as well as any additional copyright notices or restrictions contained in the Services. You acknowledge that the Services have been developed, compiled, prepared, revised, selected, and arranged by Storj and others through the application of methods and standards of judgment developed and applied through the expenditure of substantial time, effort, and money and constitute valuable intellectual property of Storj and such others. You agree to protect the proprietary rights of Storj and all others having rights in the Services during and after the term of these Terms of User and to comply with all written requests made by Storj or its suppliers and licensors (collectively, “Suppliers”) of content or otherwise to protect their and others’ contractual, statutory, and common law rights in the Services. You agree to notify Storj immediately upon becoming aware of any claim that the Services infringe upon any copyright, trademark, or other contractual, statutory, or common law rights. All present and future rights in and to trade secrets, patents, copyrights, trademarks, service marks, know-how, and other proprietary rights of any type under the laws of any governmental authority, domestic or foreign, including without limitation rights in and to all applications and registrations relating to the Services shall, as between you and Storj, at all times be and remain the sole and exclusive property of Storj. Any unauthorized use of any material contained on or through the Services may violate copyright laws, trademark laws, the laws of privacy and publicity and communications regulations and statutes.

4.   MODIFICATIONS TO THE SERVICES

We reserve the right, in our sole discretion, to modify or discontinue, temporarily or permanently, the Services (or any features or functionality thereof) at any time without notice and without obligation or liability to you. You agree that Storj shall not be liable to you or any third party for any modification, suspension, or discontinuance of the Services.

5.   DMCA POLICY

We respect artist and content owner rights and we expect our users to do the same. It is our policy to respond to claims of infringement in compliance with the Digital Millennium Copyright Act of 1998 (“DMCA”). If you are a copyright owner, or authorized on behalf of one, and you believe that the copyrighted work has been copied in a way that constitutes copyright infringement that is taking place through the Services, please complete a DMCA Notice with the information below and deliver it to our Designated DMCA Agent at the contact information provided below.

You must provide the following information in writing in your DMCA Notice:

  1. Identify the copyrighted work that you claim has been infringed;

  2. Identify the material that is claimed to be infringing and where it is located on the Services;

  3. Provide reasonably sufficient information to permit us to contact you, such as your address, telephone number, and e-mail address;

  4. Provide a statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or law;

  5. Provide a statement, made under penalty of perjury, that the above information is accurate, and that you are the copyright owner or are authorized to act on behalf of the owner; and

  6. Provide an electronic or physical signature of a person authorized to act on behalf of the copyright owner;


Name of Designated Agent: Katherine Johnson, DMCA Agent

Address: 3423 Piedmont Rd Ne Suite 475, Atlanta, Georgia 30305, Phone: 608-466-2860

Email: dmca@storj.io


UNDER FEDERAL LAW, IF YOU KNOWINGLY MISREPRESENT THAT ONLINE MATERIAL IS INFRINGING, YOU MAY BE SUBJECT TO CRIMINAL PROSECUTION FOR PERJURY AND CIVIL PENALTIES, INCLUDING MONETARY DAMAGES, COURT COSTS, AND ATTORNEYS’ FEES.

Please be aware that this procedure is only for notifying us of your belief that your copyrighted material has been infringed. The preceding requirements are intended to comply with our rights and obligations under the DMCA, including 17 U.S.C. §512(c), but do not constitute legal advice.

In accordance with the DMCA and other applicable law, we have adopted a policy of terminating, in appropriate circumstances, users who are deemed to be repeat infringers. We may also limit access to the Services and/or terminate the accounts of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.

For questions about these or any Storj terms or policies, email us at legal@storj.io.

6.   TRADEMARKS

“Storj,” “Storj Labs,” “Tardigrade” the Company logo, any other Company service names, logos, mascots or slogans that may appear on the Services, and the look and feel of the Services, including all page headers, custom graphics, button icons and scripts, are trademarks, service marks or trade dress of Company and our suppliers and our licensors, and, except as otherwise authorized in the Agreement or any open source license associated with the Services, may not be copied, imitated or used, in whole or in part, without our or the applicable trademark holder’s prior written permission. You may not use any metatags or other “hidden text” utilizing “Storj Labs” or any other name, trademark or product or service name of Company without our prior written permission. Further, you may not use, frame or utilize framing techniques to enclose any Company trademark, logo or other proprietary information, including the images found on the Services, the content of any text or the layout or design of any page, or form contained on a page, on the Services without our express written consent.

7.   THIRD-PARTY CONTENT

We may display third-party content, advertisements, links, promotions, logos, and other materials through the Services (collectively, “Third-Party Content”). We do not control, endorse, sponsor or adopt any third parties referenced on the Services, or Third-Party Content, and we make no representations or warranties of any kind regarding such Third-Party Content, including, without limitation, regarding its accuracy or completeness. Your interactions with Third-Party Content, and any third party that provides Third-Party Content, are solely between you and such third parties, and Company is not responsible or liable in any manner for such interactions or Third-Party Content. When you leave the Services and enter a third-party service or product, our terms and policies no longer apply.

8.   USER CONDUCT

You will comply with all applicable laws in connection with your access and use of the Services, and you are solely responsible for your conduct while accessing or using the Services. Further, you will not:

  1. engage in conduct that is harassing, threatening, intimidating, or stalking, or that we otherwise deem objectionable;

  2. use the Services in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying the Services or that could damage, disable, overburden or impair the functioning of the Services in any manner;

  3. reverse engineer any aspect of the Services or do anything that might discover the source code of the Services (other than in connection with open source software we release);

  4. violate, infringe or misappropriate any intellectual property or other third-party right or commit a tort;

  5. modify, copy (other than standard page caching), publicly perform, publicly display, sell, rent, lease, timeshare or otherwise distribute the Services, in whole or in part. This restriction does not apply to open source software we release, which you can use subject to the applicable open source software license terms;

  6. attempt to bypass or circumvent measures employed to prevent or limit access to any content, area or functionality on the Services, without providing prior notice to Company of the method used to bypass or circumvent;

  7. use any of the Services other than for its intended purposes; or

  8. use the Services to engage in or promote any activity that violates these Terms of Use.

9.   USER CONTENT

  1. The Services include areas that allow users to create, post, upload, share or store content, including, but not limited to, photos, videos, sound, text, graphics, code, items or other information and materials, including Storage Materials (collectively, “User Content”). “Storage Materials” refers to any User Content provided or otherwise processed via our Services for storage on the Storage Platform.

  2. We do not own, control or endorse any User Content that is transmitted, stored, or processed via the Services. You are solely responsible for any of your User Content and for your use of any interactive features and areas of the Services, and you represent and warrant that (i) you own all intellectual property rights (or have obtained all necessary permissions) to provide your User Content and to grant the licenses in this Agreement; (ii) your User Content will not violate any agreements or confidentiality obligations; and, (iii) your User Content will not violate, infringe or misappropriate any intellectual property right or other proprietary right, including the right of publicity or privacy of any individual or entity.

  3. You will not create, post, share or store User Content that:

    1. is unlawful, libelous, defamatory, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory, fraudulent or otherwise objectionable;

    2. would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party, otherwise create liability or violate any local, state, national or international law;

    3. Intentionally misleads by containing or depicting any statements, remarks or claims that do not reflect your honest views and experiences;

    4. impersonates, or misrepresents your affiliation with, any person or entity (including Company);

    5. references or depicts Company or our Services but fails to disclose any material connection to us that may exist;

    6. contains any unsolicited promotions, political campaigning, advertising or solicitations;

    7. contains any viruses, corrupted data or other harmful, disruptive or destructive files or content; or

    8. in our sole judgment, is objectionable or that restricts or inhibits any other person from using or enjoying the Services, or that may expose Company or others to any harm or liability of any type; or,

    9. Otherwise violates the Company’s Code of Conduct (https://storj.io/code-of-conduct/).

  4. We are not responsible or liable for any User Content. Although we have no obligation to screen, edit or monitor User Content, we reserve the right, and have absolute discretion, to remove, screen, or edit User Content (other than Storage Materials) posted or stored on the Services at any time and for any reason. You are solely responsible for creating backup copies of and replacing any User Content you post or store on the Services at your sole cost and expense.

10.   RIGHTS IN USER CONTENT

You grant Company a non-exclusive, worldwide, perpetual, right to use, reproduce, modify, create derivative works from, distribute, publicly perform and publicly display all User Content in connection with the Services.

11.   FEEDBACK

You may submit questions, comments, suggestions, ideas, original or creative materials or other information about Company or the Services to us (collectively, “Feedback”). Feedback does not include User Content. We reserve the right to use Feedback for any purpose without compensation to you. Do not send us Feedback if you expect to be paid or want to continue to own or claim rights in the Feedback; your idea likely is great, but we already may have had the same or a similar idea, and we do not want disputes.

12. INDEMNIFICATION

(a) To the fullest extent permitted by applicable law, you agree to defend, hold harmless, and indemnify Company, its parent, subsidiaries, affiliates, directors, officers, employees, agents, licensees, and other partners and employees (collectively, the “Company Parties”) from and against any and all losses, liabilities, claims, or demands, including but not limited to reasonable attorney’s fees, made by any third party due to or arising out of (i) your access to or use of our Services; (ii) your User Content (including any Storage Materials); (iii) any Feedback you provide; or, (iv) your violation of these Terms of Use.

(b) Company reserves the right to exercise sole control over the defense and settlement of any claim subject to indemnification hereunder at your expense. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and Company.

13.    DISCLAIMERS

  1. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES AND USER CONTENT, WHETHER PROVIDED BY STORJ OR OTHERS, AND INFORMATION ON OR ACCESSIBLE FROM THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES, REPRESENTATIONS, CONDITIONS, OR GUARANTEES OF ANY KIND, EXPRESS OR IMPLIED, AND WE EXPRESSLY DISCLAIM ALL IMPLIED WARRANTIES INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. COMPANY DOES NOT CONTROL, ENDORSE, SPONSOR, OR ADOPT USER CONTENT AND MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND REGARDING THE SERVICES OR USER CONTENT. COMPANY HAS NO OBLIGATION TO SCREEN, MONITOR, OR EDIT USER CONTENT AND IS NOT RESPONSIBLE OR LIABLE FOR ANY USER CONTENT. YOU ACKNOWLEDGE AND AGREE THAT COMPANY HAS NO INDEMNITY, SUPPORT, SERVICE LEVEL, OR OTHER OBLIGATIONS HEREUNDER, EXCEPT AS EXPLICITLY STATED BY COMPANY.

  2. WE DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES REGARDING THE POTENTIAL EARNINGS STORAGE NODE OPERATORS MAY MAKE IN CONNECTION WITH YOUR SHARING OF SPACE WITH COMPANY AND/OR ITS USERS.

  3. WE DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES REGARDING THE POTENTIAL EARNINGS USER MAY MAKE IN CONNECTION WITH YOUR OPERATION OF THE SERVICES, INCLUDING THE OPERATION OF A SATELLITE OR UPLINK.

  4. WE DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES REGARDING THE POTENTIAL SAVINGS USERS MAY REALIZE IN CONNECTION WITH YOUR USE OF THE SERVICES COMPARED WITH ANY OTHER CLOUD STORAGE PROVIDER OR OTHERWISE.

14.   LIMITATION OF LIABILITY.

  1. IN NO EVENT SHALL COMPANY, ITS AFFILIATES, OR ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, OR OTHER REPRESENTATIVES (COLLECTIVELY, “REPRESENTATIVES”) BE LIABLE TO YOU OR ANY OTHER INDIVIDUAL OR ENTITY FOR ANY LOST PROFIT OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES OF ANY KIND ((INCLUDING, BUT NOT LIMITED TO, RELATED TO LOSS OF REVENUE, INCOME, OR PROFITS, LOSS OF USE OR DATA, DAMAGES FOR BUSINESS INTERRUPTION, OR COSTS OF OBTAINING SUBSTITUTE GOODS OR SERVICES) ARISING OUT OF OR IN ANY WAY RELATED TO THE ACCESS OR USE OF THE SERVICES OR OTHERWISE RELATED THERETO, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE AND WHETHER BASED UPON WARRANTY, CONTRACT, TORT, STRICT LIABILITY, VIOLATION OF STATUTE, OR OTHERWISE. THIS EXCLUSION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW.

  2. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, COMPANY’S AGGREGATE LIABILITY (INCLUDING, BUT NOT LIMITED TO, JOINTLY, ITS REPRESENTATIVES) FOR ANY DAMAGES ARISING FROM OR RELATED HERETO, INCLUDING WITHOUT LIMITATION, YOUR ACCESS TO OR USE OF THE SERVICES (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL NOT EXCEED THE AMOUNT PAID FOR THE OFFERING TO WHICH THE CLAIM RELATES, OR, IF NOT RELATED TO AN OFFERING, U.S. FIFTY DOLLARS ($50).

  3. THE COMPANY WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. THE COMPANY WILL NOT BE LIABLE FOR THE OFFENSIVE OR ILLEGAL CONDUCT OF ANY THIRD PARTY. YOU VOLUNTARILY ASSUME THE RISK OF HARM OR DAMAGE FROM THE FOREGOING.

  4. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE AND TO THE FULLEST EXTENT PERMITTED BY LAW.

  5. If you are a California resident, you hereby waive California Civil Code §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 or her must have materially affected his or her settlement with the debtor.”

  6. TO THE EXTENT THAT ANY APPLICABLE LAW DOES NOT PERMIT THE EXCLUSION OR LIMITATION OF YOUR RIGHTS OR REMEDIES OR ANY LIABILITY OF COMPANY TO YOU, NOTHING IN THIS AGREEMENT WILL TAKE EFFECT SUCH AS TO EXCLUDE OR LIMIT ANY SUCH RIGHTS, REMEDY OR LIABILITY

15.    EXPORT RESTRICTIONS. The Services may be subject to export laws and regulations of the United States and other jurisdictions. User represents that it is not named on any U.S. government denied-party list. The Services may not be used in any country that is subject to an embargo by the United States, and User may not use the Service in violation of any export restriction or embargo or sanctions by the United States or any other applicable jurisdiction. In addition, User must ensure that the Service is not made available for use in jurisdictions or by persons or entities blocked or denied by the United States government or any other applicable jurisdiction. User and its End Users shall not export any Product or use the Service to export, re-export, transfer, or make available, whether directly or indirectly, any regulated item or information to anyone outside the U.S. without first complying with all export control laws and regulations that may be imposed by the U.S. government and any country or organization of nations within whose jurisdiction User operates or does business.

16.    USE IN YOUR JURISDICTION. Except as explicitly set forth herein, Company makes no representations that the Services are appropriate for use in any jurisdictions. Those who access or use the Services from any jurisdictions do so at their own risk and are responsible for compliance with any and all laws or regulations that apply in such jurisdictions. Company may offer services in other jurisdictions that are subject to different terms and conditions. In such instances, the terms and conditions governing those other jurisdictions shall take precedence over any conflicting provisions in this Agreement.

17.    STORJ AFFILIATES. All rights, benefits, and protections granted to Storj pursuant to this Agreement extend to its Affiliates.

18.    GOVERNING LAW; DISPUTE RESOLUTION..

a.    Governing Law. This Agreement and any disputes arising under it will be governed by the laws of the State of Delaware without regard to its conflict of laws provisions and each party consents to the personal jurisdiction and venue of the state or federal courts located in Fulton County, Georgia. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.

b.    Initial Dispute Resolution. The parties agree that most disputes can be resolved without resort to litigation. If you have any dispute with us, you agree that before taking any formal action, you will contact us at legal@storj.io and provide a brief, written description of the dispute and your contact information (including your username, if your dispute relates to an account). Except for intellectual property and small claims court claims, the parties agree to use their best efforts to settle any dispute, claim, question, or disagreement directly through consultation with Storj, and good faith negotiations shall be a condition to either party initiating a lawsuit or arbitration.

c.   MANDATORY ARBITRATION AND CLASS ACTION WAIVER

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.

  1. Binding Arbitration. You and Storj agree that these Terms of Use affect interstate commerce and that the Federal Arbitration Act governs the interpretation and enforcement of these arbitration provisions. The parties agree to use their best efforts to settle any dispute directly through consultation with each other before initiating arbitration, as described herein. All claims arising out of or relating to this Agreement (including its formation, performance and breach), the parties’ relationship with each other and/or your use of the Services shall be resolved solely and exclusively by final and binding arbitration initiated and conducted according to the JAMS/Endispute Comprehensive Arbitration Rules and Procedures in effect as of the date hereof before a single arbitrator. If the Parties cannot agree upon selection of an arbitrator, then JAMS shall appoint the arbitrator experienced in the enterprise software industry. The place of the arbitration will be Fulton County, Georgia. Notwithstanding the foregoing, either party may enforce judgment upon any arbitration award in any court of competent jurisdiction located in Georgia. Additionally, the Parties may seek injunctive or other equitable relief to protect its Intellectual Property Rights, Confidential Information, or as otherwise required to prevent irreparable harm, in any court of competent jurisdiction selected by the Company. The prevailing party in any action or proceeding hereunder, including any arbitration or court proceedings, will be entitled to recover its reasonable costs and attorneys’ fees. The parties understand that, absent this mandatory arbitration provision, they would have the right to sue in court and have a jury trial. They further understand that, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court.

  2. Class Action Waiver. The parties further agree that the arbitration shall be conducted in the party’s respective individual capacities only and not as a class action or other representative action, and the parties expressly waive their right to file a class action or seek relief on a class basis. YOU AND STORJ 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. If any court or arbitrator determines that the class action waiver set forth in this paragraph is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration provisions set forth above shall be deemed null and void in their entirety and the parties shall be deemed to have not agreed to arbitrate disputes.

  3. Exception: Litigation of Intellectual Property and Small Claims Court Claims. Notwithstanding the parties’ decision to resolve all disputes through arbitration, either party may bring enforcement actions, validity determinations or claims arising from or relating to theft, piracy or unauthorized use of intellectual property in state or federal court with jurisdiction or in the U.S. Patent and Trademark Office to protect its intellectual property rights (“intellectual property rights” means patents, copyrights, moral rights, trademarks, and trade secrets, but not privacy or publicity rights). Either party may also seek relief in small claims court in Fulton County, Georgia for disputes or claims within the scope of that court’s jurisdiction.

  4. Changes to This Section. Storj will provide thirty (30) days’ notice of any changes to this section by posting on the Services. Amendments will become effective thirty (30) days after they are posted on the Services or sent to you by email. Changes to this section will otherwise apply prospectively only to claims arising after the thirtieth (30th) day. If a court or arbitrator decides that this subsection on “Changes to This Section” is not enforceable or valid, then this subsection shall be severed from the section entitled Mandatory Arbitration and Class Action Waiver, and the court or arbitrator shall apply the first Mandatory Arbitration and Class Action Waiver section in existence after you began using the Services.

  5. Survival. This Mandatory Arbitration and Class Action Waiver section shall survive any termination of your use of the Services.

19. GENERAL.

a.   Communications

.
  1. To User. User agrees to receive electronically all communications, agreements, documents, notices, and disclosures that Company provides in connection with the Services (“Communications”). Company may provide Communications in a variety of ways, including by e-mail, text, in-app notifications, or by posting them on the Company website or through the Services. User agrees that all Communications provided by Company electronically satisfy any legal requirement that such communication(s) be in writing.

  2. To Company. Notices required or permitted to be given by User to Company hereunder shall be in writing and shall be delivered to Company with attention to Storj’s Legal Department, at 3423 Piedmont Rd NE Suite 475, Atlanta, Georgia 30305, by certified mail, postage prepaid, return receipt requested or nationally recognized overnight courier service to the attention of Company’s legal department.

b.   Publicity. Company may identify User as a customer on its website and in print and other marketing materials using User’s name and logo.

c.   No Agency. Other than as specified herein, neither party has any authority to create any obligation on behalf of the other.

d.   Force Majeure. Except for payment obligations, neither Company nor User will be liable for delayed or inadequate performance of its obligations hereunder to the extent caused by a condition that is beyond the party’s reasonable control, including but not limited to natural disaster, civil disturbance, acts of terrorism or war, labor conditions, governmental actions, interruption or failure of the Internet or any utility service, and denial of service attacks (each a “Force Majeure Event”). The party affected shall be relieved from its applicable obligations as long as the Force Majeure Event lasts and hinders the performance of said obligations. The party affected shall promptly notify the other party and make reasonable efforts to mitigate the effects of the Force Majeure Event with reasonable dispatch; if Company is the party affected, this requirement can be satisfied by notice posted on its website.

e.   Severability; No Waiver. In the event that any provision of this Agreement is found invalid or unenforceable pursuant to any judicial decree or decision, such provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and remain enforceable between the parties. No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and a party’s failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision.

f.    Assignment. You may not assign this Agreement or any of its rights hereunder, nor delegate any of its obligations hereunder, by operation of law or otherwise, without Company’s prior written consent, provided that consent for an assignment of this Agreement in its entirety (including all Orders) will not be required in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of a party’s assets. Notwithstanding the foregoing, if a party is acquired by, sells substantially all of its assets to, or undergoes a change of control in favor of, a direct competitor of the other party, then such other party may terminate this Agreement upon written notice. In the event of such a termination, Company will refund to User any prepaid fees covering the remainder of the term of all subscriptions. Subject to the foregoing, this Agreement will be binding and inure to the benefit of the parties, their respective successors, and permitted assigns. There are no third-party beneficiaries to this Agreement.

g.   Entire Agreement; Order of Precedence. This Agreement, including all attachments and addenda hereto and all Orders hereunder, constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes and replaces any prior or contemporaneous representations, understandings and agreements, whether written or oral, with respect to the subject matter hereof. To the extent of any conflict or inconsistency between the provisions in the body of this Agreement and any attachment or addendum hereto or any Order, the terms of such exhibit, addendum or Order shall prevail. Notwithstanding any language to the contrary therein, no terms or conditions stated in a User purchase order or any other User documentation shall be incorporated into or form any part of this Agreement, and all such terms or conditions shall be null and void. Headers used in this Agreement are for convenience only and are not intended as, nor shall they be used as, an aid to interpretation.

h.    Amendment. Except as otherwise provided herein, Company may revise this Agreement from time to time by posting the modified version on its website with or without prior notice to User. By continuing to access or use the Services after the posted effective date of modifications to this Agreement, you agree to be bound by the revised version of the Agreement.

i.    Survival. The following sections of these Terms of Use will survive expiration or earlier termination of this Agreement for any reason: User Conduct, User Content, Rights in User Content, Feedback, Indemnification, Disclaimers, Limitation of Liability, Export Restrictions, Governing Law; Dispute Resolution, and General.