Last Revised: May 26, 2022
Please read this agreement ("Agreement") carefully before using this website or the chat functionality (collectively, the "Website"). The Website is owned and operated New York Digital Investment Group LLC and its affiliate NYDIG Platform Solutions LLC or companies related by common ownership or control ("NYDIG").
By accessing or using our Website or the chat functionality you agree to the terms of this Agreement, and you understand and agree that NYDIG is providing only general information and does not provide investment advice or otherwise make any recommendation regarding the purchase of bitcoin or digital assets.
THIS AGREEMENT CONTAINS A BINDING ARBITRATION PROVISION WHICH MAY BE ENFORCED BY THE PARTIES AND A WAIVER OF YOUR CLASS ACTION RIGHTS.
Neither NYDIG nor its representatives are engaged in rendering legal services or other such advice. Your use of the Website is subject to the additional disclaimers and notices that may appear throughout the Website.
We are not providing investment advice through this Website, and the material on this Website should not be regarded as an offer to sell, or a solicitation of an offer to buy, any securities of NYDIG or its affiliates.
NYDIG and its representatives assume no responsibility for any consequence relating directly or indirectly to any action or inaction based on the information, services, or other material on our Website. While we strive to keep the information on this Website accurate, complete and up-to-date, NYDIG and its representatives cannot guarantee, and will not be responsible for any damage or loss related to, the accuracy, completeness, or timeliness of the information or services on the Website.
Not Investment Advice
IMPORTANT: No Client Relationship; No Privilege. By answering questions, NYDIG does not intend to form, and do not form an advisor-client, planner-client, or any other direct privileged or professional relationship with any user of the Website or chat services.
NYDIG does not provide tax, accounting, legal, investment, or financial advice. The information available through the chat feature on this Website is solely for informational purposes on an “as is” basis at user’s sole risk. The information is not meant to be, and should not be construed as advice or used for investment, financial planning, legal, accounting, or tax purposes. NYDIG makes no guarantees as to the accurateness, quality, or completeness of the information and NYDIG shall not be responsible or liable for any errors, omissions, inaccuracies in the information or for any user’s reliance on the information. You are solely responsible for verifying the information as being appropriate for your personal use, including without limitation, seeking the advice of a qualified professional regarding any specific financial, legal, accounting, or tax questions a user may have.
Personal and Noncommercial Use Limitation: Prohibited Uses
Our Website is used to provide you with general information, including answering general questions and providing general information about the products and services we offer (each a "Service"). In the event of a conflict between this Agreement and the Service Terms, the Service Terms will control. We grant you access to this Website during the term of this agreement solely to receive such information and to participate in the Service. You may access, download, and print materials as necessary to receive the services and information. You may not license, copy, distribute, create derivative works from, frame in another web page, use on any other website, or sell any information, databases, or lists obtained from this Website. When we request, you agree to provide true, accurate, and complete user information. You will not access or attempt to access password protected, secure or non-public areas of the Website without our prior written permission. You will comply with all privacy laws.
All materials on this Website (as well as the organization and layout of the Website) are owned and copyrighted, licensed by, or used with permission that is granted to NYDIG. No reproduction, distribution, or transmission of the copyrighted materials at this Website is permitted without the prior written permission of NYDIG.
No Unlawful or Prohibited Use
As a condition of your use of the Website and the Service, you warrant to NYDIG that you will not use this Website or the Service for any purpose that is against the law or prohibited by these terms. If you violate any of these terms, your permission to use this Website automatically ends.
You may not without our prior written permission use any computer code, data mining software, "robot," "bot," "spider," "scraper" or other automatic device, or program, algorithm or methodology having similar processes or functionality, or any manual process, to monitor or copy any of the Web pages, data or content found on this Website or in the Service or accessed through this Website or the Service. You may not republish NYDIG content or other content from this Website or the Service on another website or use in-line or other linking to display such content without our permission. You may not introduce viruses, spyware, or other malicious code to this Website or the Service. You represent and warrant that you use frequently updated, commercially standard virus protection software to ensure that the system you use to access our Website and Service is virus free.
If you are under the age of 18, you may not use this Website or participate in the Service. You further agree not to:
- use any incomplete, false or inaccurate biographical information or other information for purposes of registering for the Service;
- delete or revise any material or other information of any other user or NYDIG;
- harvest or otherwise collect information about others, including e-mail addresses, without their consent;
- take any action that imposes an unreasonable or disproportionately large load on the Website's infrastructure;
- use any device, software or routine to interfere or attempt to interfere with the proper working of the Website or any activity being conducted on this Website;
- use or attempt to use any engine, software, tool, agent or other device or mechanism (including without limitation browsers, spiders, robots, avatar's or intelligent agents) to navigate or search the Website other than the search engine and search agents available from NYDIG on the Website and other than generally available third party web browsers (e.g., Google Chrome, Microsoft Edge, Apple Safari); allow any other person or entity to use your username or password for posting or viewing comments or sending or receiving materials;
- attempt to decipher, decompile, disassemble or reverse engineer any of the software comprising or in any way making up a part of the Website;
- use the Website or the Service for any purpose that is unlawful or prohibited by these terms, conditions, and notices;
- use the Website in any manner that could damage, disable, overburden, or impair any NYDIG server, or the network(s) connected to any NYDIG server,
- interfere with any other party's use and enjoyment of the Website or the Service;
- attempt to gain unauthorized access to the Website, the Service, programs, other accounts, computer systems or networks connected to any NYDIG server or to any of the services, through hacking, password mining or any other means; or
- obtain or attempt to obtain any materials or information through any means not intentionally made available through the Website or the Service.
Disclaimer of Warranties
YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THIS WEBSITE AND THE SERVICE IS AT YOUR SOLE RISK. SUBJECT TO THE DISCLOSURE DOCUMENTS AND TERMS PROVIDED IN CONNECTION WITH THE SERVICE, THE WEBSITE AND THE SERVICE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. NYDIG EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE WEBSITE OR THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
Limitation of Liability
YOU EXPRESSLY UNDERSTAND AND AGREE THAT NYDIG SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL,CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE WEBSITE OR SERVICE; (ii) THE COST OF SUBSTITUTE SERVICES RESULTING FROM ANY DATA, INFORMATION OR SERVICES OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO ON THE WEBSITE OR THROUGH OR FROM THE SERVICE;(iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE WEBSITE; OR (v) ANY OTHER MATTER RELATING TO THE WEBSITE OR THE SERVICE. IN NO EVENT WILL OUR MAXIMUM LIABILITY TO YOU EXCEED THE AMOUNT YOU PAID TO US FOR THE SERVICE OR $100, WHICHEVER IS GREATER.
Links to Third Party Sites
Use of Submissions
Should you respond with information including feedback or data such as questions, comments, suggestions, or the like regarding the content of this Website, including the Service, such information will be deemed to be non-confidential. We will have no obligation of any kind with respect to such information and will be free to reproduce, use, disclose, and distribute the information to others without limitation. We will be free to use any ideas, concepts, know-how, or techniques contained in such information for any purpose whatsoever including but not limited to developing, manufacturing, and marketing products incorporating such information.
Changes to Website
We may make improvements or changes in the information, services, products, and other materials on this Website, or terminate this Website at any time. We may modify this Agreement at any time, and such modifications will be effective immediately upon posting of the modified Agreement. Accordingly, you agree to review the Agreement periodically, and your continued access or use of this Website will be deemed your acceptance of the modified Agreement.
PLEASE READ THIS “DISPUTE RESOLUTION BY BINDING ARBITRATION” SECTION VERY CAREFULLY. IT LIMITS YOUR RIGHTS IN THE EVENT OF A DISPUTE BETWEEN YOU AND NYDIG, SUBJECT TO THE TERMS AND OPT-OUT OPTION SETF ORTH BELOW.
Scope of “Disputes by Binding Arbitration”. By agreeing to this Agreement, you and NYDIG agree to resolve any Disputes through final and binding arbitration as discussed herein, except as set forth under “Exceptions to Agreement to Arbitrate” subsection below. You and NYDIG agree that any and all past, present and future dispute, claims, or causes of action arising out of or relating to your use of the Website, the Service, this Agreement, or any other controversies or disputes between you and us or any of our affiliates, licensors, distributors, suppliers or agents, whether arising prior to or after you agreed to this Agreement (collectively, “Dispute(s)”), will be determined by arbitration, unless (a) you opt out as provided in the “Opt-Out of Agreement to Arbitrate” subsection below; or (b) your Dispute is subject to an exception to this agreement to arbitrate set forth in the “Exceptions to Agreement to Arbitrate” subsection below. You and NYDIG further agree that any arbitration pursuant to this subsection will not proceed as a class, group or representative action.
Informal Dispute Resolution. NYDIG wants to address your concerns without the need for a formal legal dispute. Before filing a claim against NYDIG, you agree to try to resolve the Dispute informally by contacting Customer Support at NYDIG, Attn: Legal Department, One Vanderbilt Avenue, 65th Floor, New York, NY 10017. Similarly, NYDIG will undertake reasonable efforts to contact you (if NYDIG has contact information for you) to resolve any claim NYDIG may possess before taking any formal action. If a Dispute is not resolved within 30 days after the initial notification of the Dispute is sent, you or NYDIG may initiate an arbitration proceeding as described below.
Opt-Out of Agreement to Arbitrate. If you do not wish to be subject to “Dispute Resolution by Binding Arbitration,” you may opt out of “Dispute Resolution by Binding Arbitration” by sending a written notice to Customer Support at NYDIG, Attn: Legal Department, One Vanderbilt Avenue, 65th Floor, New York, NY 10017 within thirty (30) days of first accepting these Terms. You must date the written notice, and include your first and last name, your address, a reference to the Service you participate in (for example,“bitcoin savings plan”), and a clear statement that you do not wish to resolve disputes with us through arbitration. If no written notice is submitted by the 30-day deadline, you will be deemed to have knowingly and intentionally waived your right to litigate any Dispute except with regard to the exceptions set forth in “Exceptions to Agreement To Arbitrate” subsection below. By opting out of the agreement to arbitrate, you will not be precluded from using the Website or the Service, but you and we will not be permitted to invoke the mutual agreement to arbitrate to resolve Disputes under the terms otherwise provided in this Agreement.
Judicial Forum for Disputes. Except as otherwise required by applicable law, in the event that this “Dispute Resolution by Binding Arbitration” section is found not to apply, the exclusive jurisdiction and venue of any Dispute (other than small claims actions) will be the state and federal courts located in New York County, New York, and each of the parties hereto waives any objection to jurisdiction and venue in such courts. You and NYDIG both further agree to waive our rights to a jury trial.
Arbitration Procedure and Fees. You and NYDIG agree that the American Arbitration Association (“AAA”) will administer the arbitration under its Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes in effect at the time arbitration is sought (“AAA Rules”). Those rules are available at www.adr.org or by calling the AAA at 1-800-778-7879. If for any reason the AAA is unable or unwilling to arbitrate the dispute, NYDIG may agree on an alternative arbitrator or, if we are unable to agree, we will use another national or regional arbitration group and, in such event the AAA Rules will be applied to any circumstance that is not addressed by the rules of the chosen arbitrator. A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. (The AAA provides a general Demand for Arbitration.) Arbitration will proceed on an individual basis and will be handled by a sole arbitrator. The single arbitrator will be either a retired judge or an attorney licensed to practice law and will be selected by the parties from the AAA’s roster of arbitrators.If the parties are unable to agree upon an arbitrator within fourteen (14) days of delivery of the Demand for Arbitration, then the AAA will appoint the arbitrator in accordance with the AAA Rules. The arbitrator(s) will be authorized to award any remedies, including injunctive relief, that would be available to you in an individual lawsuit and that are not waivable under applicable law. Notwithstanding any language to the contrary in this subsection, if either you or NYDIG seek injunctive relief that would significantly impact other users of the Website or the Service as reasonably determined by either you or NYDIG, we each agree that such arbitration will proceed on an individual basis but will be handled by a panel of three (3) arbitrators. You and NYDIG will each select one arbitrator, and the two party-selected arbitrators will select the third, who will serve as chair of the arbitral panel. That chairperson will be a retired judge or an attorney licensed to practice law and with experience arbitrating or mediating disputes. In the event of disagreement as to whether the threshold for a three-arbitrator panel has been met, the sole arbitrator appointed in accordance with this subsection will make that determination. If the arbitrator determines a three-person panel is appropriate, the arbitrator may – if selected by either you or NYDIG or as the chair by the two party-selected arbitrators –participate in the arbitral panel. Except as and to the extent otherwise may be required by law, the arbitration proceeding and any award will be confidential.
In a Dispute involving $10,000 or less, the arbitration will be conducted solely on the basis of the documents that you and we submit to the arbitrator(s), unless the arbitrator determines that a telephonic or in-person hearing is necessary. In a Dispute involving more than $10,000, any hearing will be held via video conference unless the arbitrator finds good cause to hold an in-person hearing instead. If a hearing is warranted, arbitration will be conducted in the county where you reside or such other location as you and we may agree. If NYDIG elects arbitration, NYDIG will pay all of the AAA filing costs and administrative fees (other than hearing fees). If you elect arbitration, filing costs and administrative fees (other than hearing fees) will be paid in accordance with the AAA Rules, or in accordance with countervailing law if contrary to the AAA Rules. However, if the value of the relief sought is $10,000 or less, at your request, NYDIG will pay all filing, administration, and arbitrator fees associated with the arbitration, unless the arbitrator(s) finds that either the substance of your claim or the relief sought was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)). In such circumstances, fees will be determined in accordance with the AAA Rules. Both you and NYDIG will bear the expense of its own attorneys' fees, except as otherwise required by law. This “Dispute Resolution by Binding Arbitration” section will be construed under and be subject to the Federal Arbitration Act, notwithstanding any other choice of law set out in these Terms.
Arbitration Will Proceed Individually. You and NYDIG both agree that the arbitration of any Dispute will proceed on an individual basis, and neither you nor NYDIG may bring a claim as a part of a class, group, collective, coordinated, consolidated or mass arbitration (each, a “Collective Arbitration”). Without limiting the generality of the foregoing, a claim to resolve any Dispute against NYDIG will be deemed a Collective Arbitration if (a) two (2) or more similar claims for arbitration are filed concurrently by or on behalf of one or more claimants; and (b) counsel for the claimants are the same, share fees or coordinate across the arbitrations. “Concurrently” for purposes of this provision means that both arbitrations are pending (filed but not yet resolved) at the same time.
Class Action and Collective Arbitration Waiver. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER YOU NOR NYDIG WILL BEEN TITLED TO CONSOLIDATE, JOIN OR COORDINATE DISPUTES BY OR AGAINST OTHER INDIVIDUALS OR ENTITIES, OR ARBITRATE OR LITIGATE ANY DISPUTE IN ARE PRESENTATIVE CAPACITY, INCLUDING AS A REPRESENTATIVE MEMBER OF A CLASS OR INA PRIVATE ATTORNEY GENERAL CAPACITY. IN CONNECTION WITH ANY DISPUTE (AS DEFINED ABOVE), ANY AND ALL SUCH RIGHTS ARE HEREBY EXPRESSLY AND UNCONDITIONALLY WAIVED. ANY CHALLENGE TO THE VALIDITY OF THIS SUBSECTION WILL BE DETERMINED EXCLUSIVELY BY THE ARBITRATOR.
Exceptions to Agreement to Arbitrate. Notwithstanding your and NYDIG's agreement to arbitrate Disputes, you and NYDIG each retain the right (a) to bring an individual action in small claims court; and (b) to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights.
Survival and Severability of “Dispute Resolution by Binding Arbitration”. This “Dispute Resolution By Binding Arbitration” section will survive the termination or expiration of these Terms. With the exception of the “Class Action and Collective Arbitration Waiver” subsection above, if a court or arbitrator decides that any part of this “Dispute Resolution By Binding Arbitration” subsection is invalid or unenforceable, then the remaining portions of this “Dispute Resolution By Binding Arbitration” subsection will remain valid and in force. In the event that a court or arbitrator finds that all or any portion of the “Class Action and Collective Arbitration Waiver” subsection to be invalid or unenforceable, then the entirety of this “Dispute Resolution By Arbitration” section will be deemed void and any remaining Dispute must be litigated in court pursuant to the “Judicial Forum for Disputes” subsection.
This Website is intended to and directed to residents of the United States and all advertising claims contained in this Website are valid only in the United States. This Agreement and the resolution of any dispute related to this Agreement or this Website will be governed by and construed in accordance with the laws of New York, without giving effect to any principles of conflicts of law. Failure by NYDIG to insist upon strict enforcement of any provision of this Agreement will not be construed as a waiver of any provision or right. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of this Website or this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred. If any of these terms will be deemed invalid, void, or for any reason unenforceable, that term will be deemed severable and will not affect the validity and enforceability of any remaining term. You may have greater rights, or some of the provisions may be prohibited, by virtue of state or federal consumer protection laws. In such a case, to such extent, the subject provisions shall not apply to you.
NYDIG and other logos, product and service names are trademarks and service marks owned by or licensed to NYDIG or its affiliates (the "Marks"). Without the prior written permission of NYDIG, or its appropriate affiliates, you agree not to display or use in any manner, the Marks.
All other trademarks are the property of their respective owners.
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