Terms of Service
Last Updated Date: 02/24/23
Welcome and thank you for your interest in Moon Mortgage, Inc. (collectively with its subsidiaries and affiliates, "Moon Mortgage", "we" or "us"). With respect to our lending services as described herein, your agreement is with Moon Mortgage LMA LLC. With respect to our trading services as described herein, your agreement is with Moon MT LLC. This Terms of Service Agreement ("Terms of Service"), together with any applicable Supplemental Terms (as defined in Section 1.3) (such Supplemental Terms collectively with the Terms of Service, the "Agreement") describes the terms and conditions that apply to your use of (i) the website located at www.moonmortgage.io and any of Moon Mortgage's other websites on which a link to these Terms of Service appears (collectively, the "Website"), and (ii) the services or other resources available on or enabled via our Website, including Moon Mortgage's proprietary software and related services that enable Registered Users (as defined in Section 2.1) to apply for, receive (if approved), make payment on, and otherwise manage one or more loans originated by Moon Mortgage LMA LLC ("Loans," as described in more detail herein), and to trade Digital Assets in a Moon Mortgage Trading Account (as defined in Section 1.1) (such software and services collectively with our Website, the "Services"). For the purposes of this Agreement, and for the avoidance of doubt, any Loan originated by Moon Mortgage LMA LLC or any other Moon Mortgage entity is not a part of the Services or subject to this Agreement.
PLEASE READ THIS AGREEMENT CAREFULLY. THIS TERMS OF SERVICE GOVERNS THE USE OF THE WEBSITE AND THE SERVICES AND APPLY TO ALL INTERNET USERS VISITING THE WEBSITE. BY ACCESSING OR USING THE SERVICES IN ANY WAY, INCLUDING BY CLICKING ON THE "I ACCEPT" BUTTON, COMPLETING THE ACCOUNT REGISTRATION PROCESS, OR BROWSING THE WEBSITE, YOU REPRESENT THAT (1) YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THE TERMS OF SERVICE, (2) YOU ARE OF LEGAL AGE TO FORM A BINDING CONTRACT WITH MOON MORTGAGE, AND (3) YOU HAVE THE AUTHORITY TO ENTER INTO THE TERMS OF SERVICE PERSONALLY OR ON BEHALF OF THE ENTITY YOU HAVE NAMED AS THE USER, AND TO BIND THAT ENTITY TO THE THIS AGREEMENT, AND IN WHICH CASE, ALL REFERENCES TO "YOU" OR "YOUR" IN THIS AGREEMENT WILL ALSO BE DEEMED TO INCLUDE SUCH ENTITY. IF YOU DO NOT AGREE TO BE BOUND BY THE TERMS OF SERVICE, YOU MAY NOT ACCESS OR USE THE SERVICES.
PLEASE BE AWARE THAT SECTION 14 CONTAINS PROVISIONS GOVERNING HOW TO RESOLVE DISPUTES BETWEEN YOU AND MOON MORTGAGE. AMONG OTHER THINGS, SECTION 14 INCLUDES AN AGREEMENT TO ARBITRATE WHICH REQUIRES, WITH LIMITED EXCEPTIONS, THAT ALL DISPUTES BETWEEN YOU AND US ARISING FROM OR RELATED TO THE SERVICES OR THIS AGREEMENT SHALL BE RESOLVED BY BINDING AND FINAL ARBITRATION. SECTION 14 ALSO CONTAINS A CLASS ACTION AND JURY TRIAL WAIVER. PLEASE READ SECTION 14 CAREFULLY.
UNLESS YOU OPT OUT OF THE AGREEMENT TO ARBITRATE WITHIN 30 DAYS: (1) YOU WILL ONLY BE PERMITTED TO PURSUE DISPUTES OR CLAIMS ARISING FROM OR RELATED TO THE SERVICES OR THIS AGREEMENT AND SEEK RELIEF AGAINST US IN CONNECTION WITH THE FOREGOING ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING AND YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION; AND (2) YOU ARE WAIVING YOUR RIGHT TO PURSUE DISPUTES OR CLAIMS AND SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL.
ANY DISPUTE, CLAIM OR REQUEST FOR RELIEF RELATING IN ANY WAY TO YOUR USE OF THE SERVICES WILL BE GOVERNED AND INTERPRETED BY AND UNDER THE LAWS OF THE STATE OF [________________], CONSISTENT WITH THE FEDERAL ARBITRATION ACT, WITHOUT GIVING EFFECT TO ANY PRINCIPLES THAT PROVIDE FOR THE APPLICATION OF THE LAW OF ANY OTHER JURISDICTION. THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS EXPRESSLY EXCLUDED FROM THIS AGREEMENT.
PLEASE BE AWARE THAT SECTION 1.5 (MOON MORTGAGE COMMUNICATIONS) OF THIS AGREEMENT, BELOW, CONTAINS YOUR CONSENT TO RECEIVE COMMUNICATIONS FROM US, INCLUDING VIA E-MAIL, TEXT MESSAGE, CALLS AND PUSH NOTIFICATION.
PLEASE NOTE THAT THE AGREEMENT IS SUBJECT TO CHANGE BY MOON MORTGAGE IN ITS SOLE DISCRETION AT ANY TIME. When changes are made, Moon Mortgage will make a new copy of the Terms of Service and/or Supplemental Terms, as applicable, available on the Website. We will also update the "Last Updated" date at the top of the Terms of Service. If we make any material changes, and you have registered with us to create an Account (as defined in Section 2.1 (Registering Your Account) below) we will also send an e-mail to you at the last e-mail address you provided to us pursuant to the Agreement. Unless otherwise stated in such update, any changes to the Agreement shall be effective immediately for new users of the Services and will be effective thirty (30) days after posting notice of such changes on the Website for existing Registered Users, provided that any material changes shall be effective for Registered Users who have an Account with us upon the earlier of (i) such Registered User's affirmative consent to the updated Agreement, (ii) thirty (30) days after posting notice of such changes on the Website or (iii) thirty (30) days after dispatch of an e-mail notice of such changes. Moon Mortgage may require you to provide consent to the updated Agreement in a specified manner before further use of the Services is permitted. If you do not agree to any change(s) after receiving a notice of such change(s), you shall stop using the Services. Otherwise, your continued use of the Services constitutes your acceptance of such change(s). PLEASE REGULARLY CHECK THE WEBSITE TO VIEW THE THEN-CURRENT TERMS.
USE OF THE SERVICES.
The Services and the information and content available on the Services are protected by copyright laws throughout the world. Unless otherwise specified by Moon Mortgage in a separate license, your right to access and use any and all of the Services is subject to this Agreement.Description of Services.
The Services enable Registered Users to register an Account and, through such Account, to apply for and, if approved, receive one or more residential, consumer, and/or commercial loans (each, a "Loan"), each such Loan to be subject to a separate agreement between such Registered User and Moon Mortgage (a "Loan Agreement"). For the purposes of this Agreement, and for the avoidance of doubt, any Loan is not a part of the Services or subject to this Agreement. You may elect to manage, and Moon Mortgage may elect to service, your Loan through the Services. The Services also enable Registered Users to deposit cryptocurrency or other digital assets ("Digital Assets") owned by such Registered User into a Digital Assets trading account (a "Moon Mortgage Trading Account") and to trade in Digital Assets with or against the Digital Assets held in the Moon Mortgage Trading Account.Access to the Services.
Subject to your ongoing compliance with this Agreement, Moon Mortgage grants you a limited right during the term of this Agreement to access and use the Services.Supplemental Terms.
Your use of, and participation in, certain Services may be subject to additional terms ("Supplemental Terms") and such Supplemental Terms will either be listed in the Terms of Service or will be presented to you for your acceptance when you sign up to use the supplemental Service. If the Terms of Service are inconsistent with the Supplemental Terms, the Supplemental Terms shall control with respect to such Service. SupplementalTerms may include, without limitation, any Loan Agreements entered into by you.Updates.
You understand that the Services are evolving. You acknowledge and agree that Moon Mortgage may update the Services with or without notifying you. You may need to update third-party software from time to time in order to use the Services.Moon Mortgage Communications.
Responsibility for Your Financial Decisions.
You are responsible for all financial decisions you make on or through the Services or based upon information you obtain on the Services. Moon Mortgage's products and services are offered to you upon the express condition that you will fully evaluate your ownfinancial circumstances, the terms of the products and services, are fully responsible for your own financial decisions. Only you can consider your financial situation and circumstances. You agree to pursue a Moon Mortgage product or service (including any use of the Services) only after you have determined it is right for you. Any loan calculators or other information provided on the Website is intended for informational purposes only and is not an offer of a loan at such terms nor a commitment or guarantee that a particular interest rate or other loan terms will be available to you.REGISTRATION.
Registering Your Account.
In order to access certain features of the Services you may be required to become a Registered User. For purposes of the Agreement, a "Registered User" is a user who has registered an account on the Website ("Account"). Availability of certain features of the Services may be limited to Registered Users only in specified jurisdictions. The Website provides up-to-date information regarding the jurisdictions in which the Services (including certain features, as applicable) are available.Registration Data.
In registering an Account on the Website, you agree to (a) provide true, accurate, current, and complete information about yourself as prompted by the registration form (the "Registration Data"), and (b) maintain and promptly update the Registration Data to keep it true, accurate, current, and complete. You represent that you are (i) at least eighteen (18) years old; and (ii) not a person barred from using the Services under the laws of the United States, your place of residence or any other applicable jurisdiction. You are responsible for all activities that occur under your Account. You may not share your Account or password with anyone, and you agree to notify Moon Mortgage immediately of any unauthorized use of your password or any other breach of security. If you provide any information that is untrue, inaccurate, not current or incomplete, or Moon Mortgage has reasonable grounds to suspect that any information you provide is untrue, inaccurate, not current or incomplete, Moon Mortgage has the right to suspend or terminate your Account and refuse any and all current or future use of the Services (or any portion thereof). You agree not to create an Account using a false identity or information, or on behalf of someone other than yourself. You agree that you shall not have more than one Account at any given time. You agree not to create an Account or use the Services if you have been previously removed by Moon Mortgage, or if you have been previously banned from any of the Services.Linking a Digital Wallet.
A Registered User may be able to connect one or more software-based digital wallets (each, a "Digital Wallet") to such Registered User's Account. If you connect a Digital Wallet to the Services, you represent and warrant that you are the legal and beneficial owner of such Digital Wallet, or otherwise have all right and authority necessary to grant the access rights granted hereunder and to use the Digital Wallet for any purpose contemplated by this Agreement. ALL TRANSACTIONS INITIATED THROUGH YOUR DIGITAL WALLET ARE EFFECTED BY THIRD-PARTY SERVICE PROVIDERS, INCLUDING WITHOUT LIMITATION DIGITAL WALLET EXTENSIONS. BY USING OUR SERVICES IN CONNECTION WITH ANY SUCH TRANSACTION, YOU AGREE THAT SUCHTRANSACTIONS ARE GOVERNED BY THE TERMS OF THE APPLICABLE DIGITAL WALLET AND OTHER THIRD-PARTY SERVICE PROVIDERS. WE CANNOT AND DO NOT CONTROL YOUR THIRD PARTY DIGITAL WALLET OR ANY TRANSACTIONS INITITATED THEREBY.Connected Content.
When you connect a Digital Wallet to the Services, you acknowledge and agree that the Services may enable Moon Mortgage to access, analyze, and display certain information, data, text, software, music, sound, messages, tags and/or other materials ("Content") accessible through such Digital Wallet, including without limitation information regarding Digital Assets (as defined in Section 9.1) stored in such Digital Wallet (collectively, "Connected Content"). Moon Mortgage is not liable to you in connection with our or any third party's use of the Services to view such Connected Content that you have made publicly available. MOON MORTGAGE DISCLAIMS ANY LIABILITY FOR CONNECTED CONTENT, INCLUDING WITHOUT LIMITATION PERSONALLY IDENTIFIABLE INFORMATION, THAT MAY BE PROVIDED TO IT IN VIOLATION OF ANY PRIVACY SETTINGS THAT YOU HAVE SET IN SUCH WALLETS. Moon Mortgage makes no effort to review any Connected Content for the benefit of you or any other Registered User, including but not limited to, for accuracy, legality or noninfringement, and Moon Mortgage is not responsible for any Connected Content. Unless otherwise specified in the Agreement, all Connected Content shall be considered to be Your Content (as defined in Section 4.1) for all purposes of the Agreement. Please note that if a Digital Wallet becomes unavailable, or Moon Mortgage's access to such Digital Wallet is terminated by the applicable third-party service provider, then Connected Content will no longer be available on and through the Services and your ability to access and/or use certain Services may change. Moon Mortgage makes no effort to review any Connected Content for any purpose, including but not limited to, for accuracy, legality or noninfringement, and Moon Mortgage is not responsible for any Connected Content.Your Account.
Notwithstanding anything to the contrary herein, you acknowledge and agree that you shall have no ownership or other property interest in your Account, and you further acknowledge and agree that all rights in and to your Account are and shall forever be owned by and inure to the benefit of Moon Mortgage. Moon Mortgage reserves the right to terminate your Account if it has been inactive for ninety (90) days.Loan Inquiries and Submissions.
If you submit a loan inquiry or a loan request to Moon Mortgage, you authorize and instruct Moon Mortgage to obtain credit information on you from a credit reporting agency and to use it according to Moon Mortgage's Privacy Policy, including to use the information to advertise products and services to you and to target ads to you. Your authorization in this Agreement is in addition to: (i) terms you accept at the time you submit a loan inquiry, (ii) terms in any loan application, and (iii) terms in any Loan Agreement. You agree you will provide current, complete, and accurate information about yourself and any co-borrowers or co-signers. If any information you provide is untrue, inaccurate, not current, or incomplete, Moon Mortgage has the right to terminate your submission and to decline to provide any and all future use of the Services. At all times we reserve the right to decline any loan submission or application for a loan.Necessary Equipment and Software.
You must provide all equipment and software necessary to connect to the Services, including but not limited to, a mobile device that is suitable to connect with and use the Services, in cases where the Services offer a mobile component. You are solely responsible for any fees, including Internet connection or mobile fees, that you incur when accessing the Services.TRADING DIGITAL ASSETS
RESPONSIBILITY FOR CONTENT.
Types of Content.
You acknowledge that all Content, including the Services, is the sole responsibility of the party from whom such Content originated. This means that you, and not Moon Mortgage, are entirely responsible for all Content that you upload, post, e-mail, transmit or otherwise make available ("Make Available") through the Services ("Your Content").Storage.
Unless expressly agreed to by Moon Mortgage in writing elsewhere and except to the extent prohibited by applicable law, rule, or regulation, Moon Mortgage has no obligation to store any of Your Content that you Make Available on the Services. Moon Mortgage has no responsibility or liability for the deletion or accuracy of any Content, including Your Content; the failure to store, transmit or receive transmission of Content; or the security, privacy, storage, or transmission of other communications originating with or involving use of the Services. Certain Services may enable you to specify the level at which such Services restrict access to Your Content. You are solely responsible for applying the appropriate level of access to Your Content. If you do not choose, the system may default to its most permissive setting. You agree that Moon Mortgage retains the right to create reasonable limits on Moon Mortgage's use and storage of the Content, including Your Content, such as limits on file size, storage space, processing capacity, and similar limits described on the Website and as otherwise determined by Moon Mortgage in its sole discretion.OWNERSHIP.
The Services.
Except with respect to Your Content, you agree that Moon Mortgage and its suppliers own all rights, title and interest in the Services (including but not limited to, any computer code, objects, concepts, artwork, methods of operation, moral rights, documentation, and Moon Mortgage software). You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying any the Services.Trademarks.
"Moon Mortgage" and all related graphics, logos, service marks and trade names used on or in connection with any the Services or in connection with the Services are the trademarks of Moon Mortgage and may not be used without permission in connection with your, or any third-party's, products or services. Other trademarks, service marks and trade names that may appear on or in the Services are the property of their respective owners.Your Content.
Moon Mortgage does not claim ownership of Your Content. However, when you as a Registered User make Your Content available on or through the Services, you represent that you own and/or have a royalty-free, perpetual, irrevocable, worldwide, non-exclusive right (including any moral rights) and license to use, license, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, derive revenue or other remuneration from, and communicate to the public, perform and display Your Content (in whole or in part) worldwide and/or to incorporate it in other works in any form, media or technology now known or later developed, for the full term of any worldwide intellectual property right that may exist in Your Content.License to Your Content.
Subject to any applicable Account settings that you select, you grant Moon Mortgage a fully paid, royalty-free, perpetual, irrevocable, worldwide, royalty-free, non-exclusive and fully sublicensable right (including any moral rights) and license to use, license, distribute, reproduce, modify, adapt, publicly perform, and publicly display Your Content (in whole or in part) for the purposes of operating and providing the Services. Please remember that other Registered Users may search for, see, use, modify and reproduce any of Your Content that you submit to any "public" area of the Services. You warrant that the holder of any worldwide intellectual property right, including moral rights, in Your Content, has completely and effectively waived all such rights and validly and irrevocably granted to you the right to grant the license stated above. You agree that you, not Moon Mortgage, are responsible for all of Your Content that you MakeAvailable on or in the Services.Feedback.
You agree that submission of any ideas, suggestions, documents, and/or proposals to Moon Mortgage through its suggestion, feedback, forum, or similar pages ("Feedback") is at your own risk and that Moon Mortgage has no obligations (including without limitation obligations of confidentiality) with respect to such Feedback. You represent and warrant that you have all rights necessary to submit the Feedback. You hereby grant to Moon Mortgage a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sublicensable right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Feedback, and to sublicense the foregoing rights, in connection with the operation and maintenance of the Services and/or Moon Mortgage's business.USER CONDUCT AND CERTAIN RESTRICTIONS.
As a condition of use, you agree not to use the Services for or in connection with any purpose that is prohibited by this Agreement or by applicable law. You shall not (and shall not permit any third party) to: (a) license, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise commercially exploit the Services or any portion of the Services; (b) frame or utilize framing techniques to enclose any trademark, logo, or other Services (including images, text, page layout or form) of Moon Mortgage; (c) use any metatags or other "hidden text" using Moon Mortgage's name or trademarks; (d) modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of the Services except to the extent the foregoing restrictions are expressly prohibited by applicable law; (e) use any manual or automated software, devices or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools or the like) to "scrape" or download data from any web pages contained in the Website (except that we grant the operators of public search engines revocable permission to use spiders to copy materials from the Website for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials); (f) remove or destroy any copyright notices or other proprietary markings contained on or in the Services; or (g) take any action or (b) Make Available any Content on or through the Services that: (i) is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another's privacy, tortious, obscene, offensive, or profane; (ii) constitutes unauthorized or unsolicited advertising, junk or bulk e-mail; (iii) involves commercial activities and/or sales, such as contests, sweepstakes, barter, advertising, or pyramid schemes without Moon Mortgage's prior written consent; (iv) impersonates any person or entity, including any employee or representative of Moon Mortgage; or (v) interferes with or attempts to interfere with the proper functioning of the Services or uses the Services in any way not expressly permitted by this Agreement. Without limitingthe foregoing, except as expressly stated herein, no part of the Services may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means. The rights granted to you in this Agreement are subject to your compliance with the restrictions set forth in this Section. Any future release, update or other addition to the Services shall be subject to the Agreement. Moon Mortgage, its suppliers and service providers reserve all rights not granted in the Agreement. Any unauthorized use of the Services terminates the licenses granted by Moon Mortgage pursuant to the Agreement.INVESTIGATIONS, MONITORING, & ENFORCEMENT.
Moon Mortgage may, but is not obligated to, investigate, monitor, pre-screen, remove, refuse, or review the Services and/or Content, including your use of the Services and/or Your Content, at any time. By entering into the Agreement, you hereby provide your irrevocable consent to such monitoring. You acknowledge and agree that you have no expectation of privacy concerning the transmission of Your Content on or through the Services, including without limitation chat, text, or voice communications. In the event that Moon Mortgage pre-screens, refuses or removes any Content, you acknowledge that Moon Mortgage will do so for Moon Mortgage's benefit, not yours. Without limiting the foregoing, Moon Mortgage reserves the right to: (a) remove or reject any of your Content for any or no reason in our sole discretion; (b) take any action with respect to any of your Content that we deem necessary or appropriate in our sole discretion, including if we believe that such Content violates this Agreement, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Services or the public, or could create liability for Moon Mortgage; (c) disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy; (d) take appropriate legal action, including without limitation, referral to and cooperation with law enforcement and/or other applicable legal authorities, for any illegal or unauthorized use of the Services or if Moon Mortgage otherwise believes that criminal activity has occurred; and/or (e) terminate or suspend your access to all or part of the Services for any or no reason, including without limitation, any violation of this Agreement. Upon determination of any possible violations by you of any provision of the Agreement, Moon Mortgage, may, at its sole discretion immediately terminate your right to access and use the Services, or change, alter or remove Your Content, in whole or in part, without prior notice to you. Moon Mortgage reserves the right to disclose any information or materials on or in the Services, including Your Content, in Moon Mortgage's possession in connection with your use of the Services, to (i) comply with applicable laws, legal process or governmental request, (ii) enforce the Agreement, (iii) respond to any claims that Your Content violates the rights of third parties, (iv) respond to your requests for customer service, or (v) protect the rights, property or personal safety of Moon Mortgage, its Registered Users or the public, and all enforcement or other government officials, in each case as Moon Mortgage in its sole discretion believes to be necessary or appropriate and except to the extent prohibited by applicable law.FEES AND PAYMENT TERMS.
Fees for Services.
You may incur fees in connection with certain Services, and as provided in this Section 8. Payment terms for any such fees shall be set forth in connection with your use of the applicable Services. In the event that no such terms are set forth, the terms of this Section 8 shall control. Any payments due in connection with any Loan Agreement shall be as set forth in the applicable Loan Agreement, and, for the avoidance of doubt, this Section 8 shall not govern such payments.Transaction Fees.
You may incur one or more fees in connection with your use of the Moon Mortgage Trading Account to execute trades or transfers of Digital Assets (each, a "Transaction Fee"), including without limitation one or more Transaction Fees payable to Moon Mortgage in connection with any Transaction initiated by you. Such Transaction Fees will be as set forth in your Moon Mortgage Trading Account, as made available on the Services in connection with the applicable Transaction. The Transaction Fee and the cryptocurrency exchange rate (the "Conversion Rate") provided may be different than what you would pay on other digital asset exchange platforms, and may vary based on market conditions. Any difference between the Conversion Rate given to you and the rate received by Moon Mortgage will be kept by Moon Mortgage in addition to any applicable Transaction Fee. You agree, as a condition of buying or selling Digital Assets through the Services, to accept the Conversion Rate as the sole conversion metric. You have no obligation to accept the offered buy or sell price for Digital Assets. By initiating any Transaction through your Moon Mortgage Trading Account, you agree to pay all applicable Transaction Fees.Payment.
You agree to pay all fees or charges to your Account in accordance with the fees, charges and billing terms in effect at the time a fee or charge is due and payable. You must provide Moon Mortgage with a valid credit card (Visa, MasterCard, or any other issuer accepted by us) or other account of a payment provider ("Payment Provider") in connection with any fiat currency or cryptocurrency payment. Your Payment Provider agreement governs your use of the designated credit card or other Payment Provider account, and you must refer to that agreement, not this Agreement, to determine your rights and liabilities with respect to the same. You agree to immediately notify Moon Mortgage of any change in your billing address or the credit card or Payment Provider account used for any payment hereunder. Moon Mortgage reserves the right at any time to change its prices and billing methods, either immediately upon posting on the Services or by e-mail delivery to you.Currency.
You may not substitute any other currency, whether cryptocurrency or fiat currency, for the currency in which you have contracted to pay at the time you entered into the applicable transaction. For clarity, no fluctuation in the value of any currency, whether cryptocurrency or otherwise, shall impact or excuse your obligations with respect to any transaction. Whether a particular cryptocurrency is accepted as a payment method by Moon Mortgage is subject to change at any time in Moon Mortgage's sole discretion.Taxes.
The payments required under this Section 8 may not include any Sales Tax that may be due in connection with the services provided under this Agreement. If Moon Mortgage determines it has a legal obligation to collect a Sales Tax from you in connection with this Agreement, Moon Mortgage shall collect such Sales Tax in addition to the payments for fees required under this Section 7. If any services, or payments for any services, under the Agreement are subject to any Sales Tax in any jurisdiction and you have not remitted the applicable Sales Tax to Moon Mortgage, you will be responsible for the payment of such Sales Tax and any related penalties or interest to the relevant tax authority, and you will indemnify Moon Mortgage for any liability or expense Moon Mortgage may incur in connection with such Sales Taxes. Upon Moon Mortgage's request, you will provide it with official receipts issued by the appropriate taxing authority, or other such evidence that you have paid all applicable taxes. For purposes of this section, "Sales Tax" shall mean any sales or use tax and any other tax measured by sales proceeds that is the functional equivalent of a sales tax where the applicable taxing jurisdiction does not otherwise impose a sales or use tax.Withholding Taxes.
You agree to make all payments of fees to Moon Mortgage free and clear of, and without reduction for, any withholding taxes. Any such taxes imposed on payments of fees to Moon Mortgage will be your sole responsibility, and you will provide Moon Mortgage with official receipts issued by the appropriate taxing authority, or such other evidence as we may reasonably request, to establish that such taxes have been paid.Free Trials and Other Promotions.
Any free trial or other promotion ("Promotion") that provides Registered User level access to the Services or other preferential fee rates of any sort must be used within the specified time of the Promotion. At the end of the Promotion period, your use of the applicable Service or other preferential access will expire and any further use of the Service on such preferential terms is prohibited unless you pay the then-current applicable fee.Advertising Revenue.
Moon Mortgage reserves the right to display third-party advertisements on the Services, and you acknowledge and agree that Moon Mortgage has no obligation to you in connection therewith (including, without limitation, any obligation to share revenue received by Moon Mortgage as a result of such advertising).INDEMNIFICATION.
You agree to indemnify and hold harmless Moon Mortgage, its parents, subsidiaries, affiliates, officers, employees, agents, partners, suppliers, and licensors (each, a "Moon Mortgage Party") from any losses, costs, liabilities and expenses (including reasonable attorneys' fees) relating to or arising out of any and all of the following: (a) Your Content; (b) your use of, or inability to use, the Service; (c) your violation of the Agreement; (d) your violation of any rights of another party, including any Registered Users; or (e) your violation of any applicable laws, rules or regulations. Moon Mortgage reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Moon Mortgage in asserting any available defenses. This provision does not require you to indemnify any of the Moon Mortgage Parties for any unconscionable commercial practice by such party or for such party's fraud, deception, false promise, misrepresentation or concealment, or suppression or omission of any material fact in connection with the Website or any Services provided hereunder. You agree that the provisions in this section will survive any termination of your Account, the Agreement and/or your access to the Services.ASSUMPTION OF RISK RELATED TO DIGITAL ASSETS
DISCLAIMER OF WARRANTIES AND CONDITIONS.
As Is.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK, AND THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITH ALL FAULTS. MOON MORTGAGE PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT ARISING FROM USE OF THE WEBSITE.No Liability for Blockchain Losses.
WE TAKE NO RESPONSIBILITY FOR, AND WILL NOT BE LIABLE TO YOU FOR, ANY USE OF DIGITAL ASSETS, INCLUDING BUT NOT LIMITED TO ANY LOSSES, DAMAGES OR CLAIMS ARISING FROM: (I) USER ERROR SUCH AS FORGOTTEN OR LOST ACCOUNT ACCESS DETAILS (such as any passwords, seed phrases and/or private keys), INCORRECTLY CONSTRUCTED TRANSACTIONS, OR MISTYPED ADDRESSES; (II) SERVER FAILURE OR DATA LOSS; (III) CORRUPTED DIGITAL WALLET FILES; (IV) UNAUTHORIZED ACCESS TO APPLICATIONS; OR (V) ANY UNAUTHORIZED THIRD PARTY ACTIVITIES, INCLUDING WITHOUT LIMITATION THE USE OF VIRUSES, PHISHING, BRUTEFORCING OR OTHER MEANS OF ATTACK AGAINST THE SERVICES, DIGITAL ASSETS, OR DIGITAL WALLETS. Moon Mortgage is not responsible for any losses or harms sustained by you due to vulnerability or any kind of failure, abnormal behavior of software (e.g., smart contract), blockchains, or any other features of or inherent to Digital Assets. Moon Mortgage is not responsible for any delay or failure to report any issues with any blockchain supporting Digital Assets, including without limitation forks, technical node issues, or any other issues that result in losses of any sort.No Liability for Conduct of Third Parties.
YOU ACKNOWLEDGE AND AGREE THAT MOON MORTGAGE PARTIES ARE NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD MOON MORTGAGE PARTIES LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OPERATORS OF EXTERNAL SITES, AND THAT THE RISK OF INJURY FROM SUCH THIRD PARTIES RESTS ENTIRELY WITH YOU.Third-Party Materials.
As a part of the Services, you may have access to materials that are hosted or otherwise made available by another party. You agree that it is impossible for Moon Mortgage to monitor such materials and that you access these materials at your own risk.LIMITATION OF LIABILITY.
Disclaimer of Certain Damages.
YOU UNDERSTAND AND AGREE THAT, TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT SHALL MOON MORTGAGE PARTIES BE LIABLE FOR ANY LOSS OF PROFITS, REVENUE OR DATA, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, OR DAMAGES OR COSTS DUE TO LOSS OF PRODUCTION OR USE, BUSINESS INTERRUPTION, OR PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, IN EACH CASE WHETHER OR NOT MOON MORTGAGE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THE AGREEMENT OR THE SERVICES, ON ANY THEORY OF LIABILITY, RESULTING FROM: (a) THE USE OR INABILITY TO USE THE SERVICES; (b) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED; OR MESSAGES RECEIVED FOR TRANSACTIONS ENTERED INTO THROUGH THE SERVICES; (c) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (d) STATEMENTS OR CONDUCT OF ANY THIRD PARTY; OR (e) ANY OTHER MATTER RELATED TO THE SERVICES, WHETHER BASED ON WARRANTY, COPYRIGHT, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY. THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY TO LIABILITY OF A MOON MORTGAGE PARTY FOR (i) DEATH OR PERSONAL INJURY CAUSED BY A MOON MORTGAGE PARTY'S NEGLIGENCE; OR FOR (ii) ANY INJURY CAUSED BY A MOON MORTGAGEPARTY'S FRAUD OR FRAUDULENT MISREPRESENTATION.Cap on Liability.
TO THE FULLEST EXTENT PROVIDED BY LAW, MOON MORTGAGE PARTIES WILL NOT BE LIABLE TO YOU FOR MORE THAN THE GREATER OF (a) THE TOTAL AMOUNT PAID TO MOON MORTGAGE BY YOU DURING THE ONE-MONTH PERIOD PRIOR TO THE ACT, OMISSION OR OCCURRENCE GIVING RISE TO SUCH LIABILITY; (b) $100; OR (c) THE REMEDY OR PENALTY IMPOSED BY THE STATUTE UNDER WHICH SUCH CLAIM ARISES. THE FOREGOING CAP ON LIABILITY SHALL NOT APPLY TO LIABILITY OF A MOON MORTGAGE PARTY FOR (i) DEATH OR PERSONAL INJURY CAUSED BY A MOON MORTGAGE PARTY'S NEGLIGENCE; OR FOR (ii) ANY INJURY CAUSED BY A MOON MORTGAGE PARTY'S FRAUD OR FRAUDULENT MISREPRESENTATION.User Content.
EXCEPT FOR MOON MORTGAGE'S OBLIGATIONS TO PROTECT YOUR PERSONAL DATA AS SET FORTH IN THE MOON MORTGAGE'S PRIVACY POLICY, MOON MORTGAGE ASSUMES NO RESPONSIBILITY FOR THE TIMELINESS, DELETION, MIS-DELIVERY OR FAILURE TO STORE ANY CONTENT (INCLUDING, BUT NOT LIMITED TO, YOUR CONTENT), USER COMMUNICATIONS OR PERSONALIZATION SETTINGS.Exclusion of Damages.
CERTAIN JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.Basis of the Bargain.
THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN MOON MORTGAGE AND YOU.TERM AND TERMINATION.
Term.
The Agreement commences on the earlier of: (a) the date you first used the Services or (b) the date when you accept the Agreement (as described in the preamble above), and will remain in full force and effect while you use the Services, unless terminated earlier in accordance with the Agreement.Termination of Services by Moon Mortgage.
If timely payment cannot be charged to your Payment Provider for any reason, if you have materially breached any provision of the Agreement, if Moon Mortgage is required to do so by law (e.g., where the provision of the Website or the Services is, or becomes, unlawful), or if Moon Mortgage determines in its sole discretion to cancel or suspendthe provision of all or a portion of the Services, then (subject to Moon Mortgage's obligations under applicable law, rule, or regulation) Moon Mortgage has the right to, immediately and without notice, suspend or terminate any Services provided to you. You agree that all terminations for cause shall be made in Moon Mortgage's sole discretion and that Moon Mortgage shall not be liable to you or any third party for any termination of your Account.Termination of Services by You.
If you want to terminate the Services provided by Moon Mortgage, you may do so by (a) notifying Moon Mortgage at any time and (b) closing your Account for all of the Services that you use. Your notice should be sent, in writing, to Moon Mortgage's address set forth below.Effect of Termination.
Termination of any Service includes removal of access to such Service and barring of further use of the Service. Termination of all Services may also include deletion of your password and any or all related information, files and Content associated with or inside your Account (or any part thereof), including Your Content. Upon termination of any Service, your right to use such Service will automatically terminate immediately, except to the extent otherwise set forth in any Loan Agreement or other Supplemental Terms. You understand that any termination of Services may involve deletion of Your Content associated therewith from our live databases. Moon Mortgage will not have any liability whatsoever to you for any suspension or termination, including for deletion of Your Content. All provisions of the Agreement which by their nature should survive, shall survive termination of Services, including without limitation, ownership provisions, warranty disclaimers, and limitation of liability. For the avoidance of doubt, termination of your Account will not effect or otherwise serve as termination of any Loan Agreement between you and Moon Mortgage.No Subsequent Registration.
If your registration(s) with, or ability to access, the Services is discontinued by Moon Mortgage due to your violation of any portion of the Agreement, then you agree that you shall not attempt to re-register with or access the Services through use of a different Account or otherwise, and you acknowledge that you will not be entitled to receive a refund for fees related to those Services to which your access has been terminated. In the event that you violate the immediately preceding sentence, Moon Mortgage reserves the right, in its sole discretion, to immediately take any or all of the actions set forthherein without any notice or warning to you.USER LOCATIONS.
Certain Services can be accessed from other jurisdictions, including countries around the world and may contain references to Services and Content that are not available in your jurisdiction of residence. These references do not imply that Moon Mortgage intends to announce such Services or Content in your jurisdiction of residence, or that such Services or Content will be made available to you. The Services are controlled and offered by Moon Mortgage from its facilities in the United States of America. Moon Mortgage makes no representations that the Services are appropriate or available for use in your jurisdiction of residence. Those who access or use the Services from other jurisdictions, including from other Countries, do so at their own volition and are responsible for compliance with local law.ARBITRATION AGREEMENT.
Applicability of Arbitration Agreement.
Subject to the terms of this Section 15 (the "Arbitration Agreement"), you and Moon Mortgage agree that any dispute, claim, disagreements arising out of or relating in any way to your access to or use of the Services or of the Website, any communications you receive, or the Terms of Service and prior versions of the Terms of Service, including claims and disputes that arose between us before the effective date of this Terms of Service (each, a "Dispute") will be resolved by binding arbitration, rather than in court, except that: (1) you and Moon Mortgage may assert claims or seek relief in small claims court if such claims qualify and remain in small claims court; and (2) you or Moon Mortgage may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets,copyrights, and patents). For purposes of this Arbitration Agreement, "Dispute" will also include disputes that arose or involve facts occurring before the existence of this or any prior versions of the Terms of Service as well asclaims that may arise after the termination of this Terms of Service.Informal Dispute Resolution.
There might be instances when a Dispute arises between you and Moon Mortgage. If that occurs, Moon Mortgage is committed to working with you to reach a reasonable resolution. You and Moon Mortgage agree that good faith informal efforts to resolve Disputes can result in a prompt, low-cost and mutually beneficial outcome. You and Moon Mortgage therefore agree that before either party commences arbitration against the other (or initiates an action in small claims court if a party so elects), we will personally meet and confer telephonically or via videoconference, in a good faith effort to resolve informally any Dispute covered by this Arbitration Agreement ("Informal Dispute Resolution Conference"). If you are represented by counsel, your counsel may participate in the conference, but you will also participate in the conference. The party initiating a Dispute must give notice to the other party in writing of its intent to initiate an Informal Dispute Resolution Conference ("Notice"), which shall occur within 45 days after the other party receives such Notice, unless an extension is mutually agreed upon by the parties. Notice to Moon Mortgage that you intend to initiate an Informal Dispute Resolution Conference should be sent by email or regular mail to the address set forth in Section 17.7. The Notice must include: (1) your name, telephone number, mailing address, e-mail address associated with your Account (if you have one); (2) the name, telephone number, mailing address and e-mail address of your counsel, if any; and (3) a description of your Dispute. The Informal Dispute Resolution Conference shall be individualized such that a separate conference must be held each time either party initiates a Dispute, even if the same law firm or group of law firms represents multiple users in similar cases, unless all parties agree; multiple individuals initiating a Dispute cannot participate in the same Informal Dispute Resolution Conference unless all parties agree. In the time between a party receiving the Notice and the Informal Dispute Resolution Conference, nothing in this Arbitration Agreement shall prohibit the parties from engaging in informal communications to resolve the initiating party's Dispute. Engaging in the Informal Dispute Resolution Conference is a condition precedent and requirement that must be fulfilled before commencing arbitration. The statute of limitations and any filing fee deadlines shall be tolled while the parties engage in the Informal Dispute Resolution Conference process required by this section.Waiver of Jury Trial.
YOU AND MOON MORTGAGE HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE ATRIAL IN FRONT OF A JUDGE OR A JURY. You and Moon Mortgage are instead electing that all Disputes shall be resolved by arbitration under this Arbitration Agreement, except as specified in the subsection entitled "Applicability of Arbitration Agreement" above. There is no judge or jury in arbitration, and courtreview of an arbitration award is subject to very limited review.Waiver of Class and Other Non-Individualized Relief.
YOU AND MOON MORTGAGE AGREE THAT, EXCEPT AS SPECIFIED IN SUBSECTION 15.9, EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT ON A CLASS, REPRESENTATIVE, OR COLLECTIVE BASIS, AND THE PARTIES HEREBY WAIVE ALL RIGHTS TO HAVE ANY DISPUTE BE BROUGHT, HEARD, ADMINISTERED, RESOLVED, OR ARBITRATED ON A CLASS, COLLECTIVE, REPRESENTATIVE, OR MASS ACTION BASIS.ONLY INDIVIDUAL RELIEF IS AVAILABLE, AND DISPUTES OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. Subject to this Arbitration Agreement, the arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by the party's individual claim. Nothing in this paragraph is intended to, nor shall it, affect the terms and conditions under the subsection 15.9 entitled "Batch Arbitration." Notwithstanding anything to the contrary in this Arbitration Agreement, if a court decides by means of a final decision, not subject to any further appeal or recourse, that the limitations of this subsection, "Waiver of Class and Other Non-Individualized Relief," are invalid or unenforceable as to a particular claim or request for relief (such as a request for public injunctive relief), you and Moon Mortgage agree that that particular claim or request for relief (and only that particular claim or request for relief) shall be severed from the arbitration and may be litigated in the state or federal courts located in the State of [____]. All other Disputes shall be arbitrated or litigated in small claims court. This subsection does not prevent you or Moon Mortgage from participating in a class-wide settlement of claims.Rules and Forum.
The Terms of Service evidence a transaction involving interstate commerce; and notwithstanding any other provision herein with respect to the applicable substantive law, the Federal Arbitration Act, 9 U.S.C. § 1 et seq., will govern the interpretation and enforcement of this Arbitration Agreement and any arbitration proceedings. If the Informal Dispute Resolution Conference process described above does not resolve satisfactorily within sixty (60) days after receipt of your Notice, you and Moon Mortgage agree that either party shall have the right to finally resolve the Dispute through binding arbitration.The arbitration will be administered by the American Arbitration Association ("AAA"), in accordance with the Consumer Arbitration Rules (the "AAA Rules") then in effect, except as modified by this section of this Arbitration Agreement. The AAA Rules are currently available at https://www.adr.org/sites/default/files/Consumer%20Rules.pdf. A party who wishes to initiate arbitration must provide the other party with a request for arbitration (the "Request"). The Request must include: (1) the name, telephone number, mailing address, e-mail address of the party seeking arbitration as well as the email address associated with any applicable Account; (2) a statement of the legal claims being asserted and the factual bases of those claims; (3) a description of the remedy sought and an accurate, good-faith calculation of the amount in controversy in United States Dollars; (4) a statement certifying completion of theInformal Dispute Resolution Conference process as described above; and (5) evidence that the requesting party has paid any necessary filing fees in connection with such arbitration. If the party requesting arbitration is represented by counsel, the Request shall also include counsel's name, telephone number, mailing address, and email address. Such counsel must also sign the Request. By signing the Request, counsel certifies to the best of counsel's knowledge, information, and belief, formed after an inquiry reasonable under the circumstances, that: (1) the Request is not being presented for any improper purpose, such as to harass, cause unnecessary delay, or needlessly increase the cost of dispute resolution; (2) the claims, defenses and other legal contentions are warranted by existing law or by a nonfrivolous argument for extending, modifying, or reversing existing law or for establishing new law; and (3) the factual and damages contentions have evidentiary support or, if specifically so identified, will likely have evidentiary support after a reasonable opportunity for further investigation or discovery. Unless you and Moon Mortgage otherwise agree, or the Batch Arbitration process discussed in subsection 15.9 is triggered, the arbitration will be conducted in the county where you reside. Subject to the AAA Rules, the arbitrator may direct a limited and reasonable exchange of information between the parties, consistent with the expedited nature of the arbitration. If the AAA is not available to arbitrate, the parties will select an alternative arbitral forum. Your responsibility to pay any AAA fees and costs will be solely as set forth in the applicable AAA Rules. You and Moon Mortgage agree that all materials and documents exchanged during the arbitration proceedings shall be kept confidential and shall not be shared with anyone except the parties' attorneys, accountants, or business advisors, and then subject to the condition that they agree to keep all materials and documents exchanged during the arbitration proceedingsconfidential.Arbitrator.
The arbitrator will be either a retired judge or an attorney licensed to practice law in the State of [_____] and will be selected by the parties from the AAA's roster of consumer dispute arbitrators. If the parties are unable to agree upon an arbitrator within thirty-five (35) days of delivery of the Request, then the AAA will appoint the arbitrator in accordance with the AAA Rules, provided that if the Batch Arbitration process under subsection 15.9 is triggered, the AAA will appoint the arbitrator for each batch.Authority of Arbitrator.
The arbitrator shall have exclusive authority to resolve any Dispute, including, without limitation, disputes arising out of or related to the interpretation or application of the Arbitration Agreement, including the enforceability, revocability, scope, or validity of the Arbitration Agreement or any portion of the Arbitration Agreement, except for the following: (1) all Disputes arising out of or relating to the subsection entitled "Waiver of Class and Other Non-Individualized Relief," including any claim that all or part of the subsection entitled "Waiver of Class and Other Non-Individualized Relief" is unenforceable, illegal, void or voidable, or that such subsection entitled "Waiver of Class and Other Non-Individualized Relief" has been breached, shall be decided by a court of competent jurisdiction and not by an arbitrator; (2) except as expressly contemplated in the subsection entitled "Batch Arbitration," all Disputes about the payment of arbitration fees shall be decided only by a court of competent jurisdiction and not by an arbitrator; (3) all Disputes about whether either party has satisfied any condition precedent to arbitration shall be decided only by a court of competent jurisdiction and not by an arbitrator; and (4) all Disputes about which version of the Arbitration Agreement applies shall be decided only by a court of competent jurisdiction and not by an arbitrator. The arbitration proceeding will not be consolidated with any other matters or joined with any other cases or parties, except as expressly provided in the subsection entitled "Batch Arbitration." The arbitrator shall have the authority to grant motions dispositive of all or part of any Dispute. The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The award of the arbitrator is final and binding upon you and us. Judgment on the arbitration award may beentered in any court having jurisdiction.Attorneys' Fees and Costs.
The parties shall bear their own attorneys' fees and costs in arbitration unless the arbitrator finds that either the substance of the Dispute or the relief sought in the Request was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)). If you or Moon Mortgage need to invoke the authority of a court of competent jurisdiction to compel arbitration, then the party that obtains an order compelling arbitration in such action shall have the right to collect from the other party its reasonable costs, necessary disbursements, and reasonable attorneys' fees incurred in securing an order compelling arbitration. The prevailing party in any court action relating to whether either party has satisfied any condition precedent to arbitration, including the Informal Dispute Resolution Conference process, is entitled to recover their reasonable costs, necessary disbursements, and reasonable attorneys' fees and costs.Batch Arbitration.
To increase the efficiency of administration and resolution of arbitrations, you and Moon Mortgage agree that in the event that there are one hundred (100) or more individual Requests of a substantially similar nature filed against Moon Mortgage by or with the assistance of the same law firm, group of law firms, or organizations, within a thirty (30) day period (or as soon as possible thereafter), the AAA shall (1) administer the arbitration demands in batches of 100 Requests per batch (plus, to the extent there are less than 100 Requests left over after the batching described above, a final batch consisting of the remaining Requests); (2) appoint one arbitrator for each batch; and (3) provide for the resolution of each batch as a single consolidated arbitration with one set of filing and administrative fees due per side per batch, one procedural calendar, one hearing (if any) in a place to be determined by the arbitrator, and one final award ("Batch Arbitration"). All parties agree that Requests are of a "substantially similar nature" if they arise out of or relate to the same event or factual scenario and raise the same or similar legal issues and seek the same or similar relief. To the extent the parties disagree on the application of the Batch Arbitration process, the disagreeing party shall advise the AAA, and the AAA shall appoint a sole standing arbitrator to determine the applicability of the Batch Arbitration process ("Administrative Arbitrator"). In an effort to expedite resolution of any such dispute by the Administrative Arbitrator, the parties agree the Administrative Arbitrator may set forth such procedures as are necessary to resolve any disputes promptly. The Administrative Arbitrator's fees shall be paid by Moon Mortgage. You and Moon Mortgage agree to cooperate in good faith with the AAA to implement the Batch Arbitration process including the payment of single filing and administrative fees for batches of Requests, as well as any steps to minimize the time and costs of arbitration, which may include: (1) the appointment of a discovery special master to assist the arbitrator in the resolution of discovery disputes; and (2) the adoption of an expedited calendar of the arbitration proceedings. This Batch Arbitration provision shall in no way be interpreted as authorizing a class, collective and/or mass arbitration or action of any kind, or arbitration involving joint or consolidated claims under any circumstances, except as expressly set forth in this provision.30-Day Right to Opt Out.
You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt out to the address set forth in Section 17.7, within thirty (30) days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address, the email address you used to set up your Account (if you have one), and an unequivocal statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of this Terms of Service will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you maycurrently have, or may enter in the future, with us.Invalidity, Expiration.
Except as provided in the subsection entitled "Waiver of Class and Other Non-Individualized Relief", if any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Arbitration Agreement shall continue in full force and effect. You further agree that any Dispute that you have with Moon Mortgage as detailed in this Arbitration Agreement must be initiated via arbitration within the applicable statute of limitation for that claim or controversy, or it will be forever time barred. Likewise, you agree that all applicable statutes of limitation will apply to such arbitration in the same manner as those statutes of limitation would apply in theapplicable court of competent jurisdiction.Modification.
Notwithstanding any provision in this Terms of Service to the contrary, we agree that if Moon Mortgage makes any future material change to this Arbitration Agreement, it will notify you. Unless you reject the change within thirty (30) days of such change become effective by writing to Moon Mortgage at the address set forth in Section 17.7, your continued use of the Website and/or Services, including the acceptance of products and services offered on the Website following the posting of changes to this Arbitration Agreement constitutes your acceptance of any such changes. Changes to this Arbitration Agreement do not provide you with a new opportunity to opt out of the Arbitration Agreement if you have previously agreed to a version of this Terms of Service and did not validly opt out of arbitration. If you reject any change or update to this Arbitration Agreement, and you were bound by an existing agreement to arbitrate Disputes arising out of or relating in any way to your access to or use of the Services or of the Website, any communications you receive from us, or this Terms of Service, the provisions of this Arbitration Agreement as of the date you first accepted the Terms of Service (or accepted any subsequent changes to this Terms of Service) remain in full force and effect. Moon Mortgage will continue to honor any valid opt outs of the Arbitration Agreement that you made to a prior version of this Terms of Service.THIRD-PARTY SERVICES.
Third Party Service Providers.
Moon Mortgage uses third-party service providers for certain services, including payment processing and KYC (each, a "Third Party Service Provider"). Moon Mortgage uses Stripe, Inc. and its affiliates ("Stripe") as a Third-Party Service Provider for payment services (e.g., card acceptance, merchant settlement, and related services). By buying or selling on any portion of the Service, you agree to be bound by Stripe's Privacy Policy (currently accessible at https://stripe.com/us/privacy) and its Terms of Service (currently accessible at https://stripe.com/ssa) and hereby consent and authorize Moon Mortgage and Stripe to share any information and payment instructions you provide with one or more Third Party Service Provider(s) to the minimum extent required to complete your transactions. Moon Mortgage uses additional Third-Party Service Providers, including Socure and Middesk, to provide KYC and other Registered User verification services in connection with your use of certain Services. Additional terms and conditions, including privacy policies, may apply to any Services provided by or in connection with our Third-Party Service Providers. If you do not agree to such Third-Party Service Providers' terms and conditions, you may not use the Services enabled by the applicable Third-Party Service Providers.Third-Party Properties.
The Services may contain links to third-party websites, third-party applications, and advertisements for third parties (collectively, "Third-Party Properties"). When you click on a link to a Third-Party Property, we will not warn you that you have left the Services and you become subject to the terms and conditions (including privacy policies) of another website or destination. Such Third-Party Properties are not under the control of Moon Mortgage. Moon Mortgage is not responsible for any Third-Party Properties. Moon Mortgage provides these Third-Party Properties only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Properties, or any product or service provided in connection therewith. You use all links in Third-Party Properties at your own risk. When you leave our Website, this Agreement and our policies no longer govern. You should review applicable terms and policies, including privacy and data gathering practices, of any Third-Party Properties, and make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party.GENERAL PROVISIONS.
Consent to Electronic Delivery of Documents.
By agreeing to electronic delivery, I am giving my informed consent to electronic delivery of Moon Mortgage's terms and conditions, agreements (including without limitation this Agreement), notices, disclosures, statements, regulatory communications (such as privacy notices), tax-related documents, and any other information, documents, data, and records regarding my Moon Mortgage Trading Account and the Services (including amendments to this Agreement, but excluding any documents that cannot be delivered or signed in electronic form under applicable law, rule, or regulation) ("Account Documents"), other than those I have specifically requested to be delivered in paper form. Account Documents may be sent to me at the mailing address for my Account or the email address that I have given to you during Account registration or at such other address as I may hereafter give you in writing or by email at least ten calendar days prior to delivery. All communications so sent, whether in writing or otherwise, shall be deemed given to me personally when sent or posted by or on behalf of Moon Mortgage, whether actually received or not. I agree that if you send an email to the email address on record for my Account, this constitutes "written notice" from Moon Mortgage to me, and that the date of receipt is considered to be the date of transmission. I understand that it is my sole responsibility to ensure that any emails from you are not marked as SPAM. I acknowledge that your primary methods of communication with me include (A) posting information via the Moon Mortgage website, (B) sending email(s) to my email address of record, and (C) providing me with notice(s) that will direct me to the Moon Mortgage website where I can read and print such information. Unless otherwise required by law, you reserve the right to post Account Documents on the Moon Mortgage website without providing additional notice to me. Regardless of whether or not I receive an e-mail notification, I agree to check the Moon Mortgage website regularly to avoid missing any information, including time-sensitive or otherwise important communication. Additionally, I acknowledge that the Internet is not a secure network and agree that I will not send any confidential information, including account numbers or passwords, in any unencrypted e-mails. I also understand that communications transmitted over the Internet may be accessed by unauthorized or unintended third parties and agree to hold you, your affiliates, and your and your affiliates' respective officers and employees harmless for any such access regardless of the cause.Assignment.
The Agreement, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by you without Moon Mortgage's prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.Force Majeure.
Moon Mortgage shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, pandemics, epidemics, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.Questions, Complaints, Claims.
If you have any questions, complaints or claims with respect to the Services, please contact us at the address set forth in Section 17.7. We will do our best to address your concerns. If you feel that your concerns have been addressed incompletely, we invite you to let us know for further investigation.Exclusive Venue.
To the extent the parties are permitted under this Agreement to initiate litigation in a court, both you and Moon Mortgage agree that all claims and disputes arising out of or relating to the Agreement will be litigated exclusively in the state or federal courts located in [___________________].Governing Law.
THE TERMS AND ANY ACTION RELATED THERETO WILL BE GOVERNED AND INTERPRETED BY AND UNDER THE LAWS OF THE STATE OF [______], CONSISTENT WITH THE FEDERAL ARBITRATION ACT, WITHOUT GIVING EFFECT TO ANY PRINCIPLES THAT PROVIDE FOR THE APPLICATION OF THE LAW OF ANOTHER JURISDICTION. THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS DOES NOT APPLY TO THE AGREEMENT.Notice.
Where Moon Mortgage requires that you provide an e-mail address, you are responsible for providing Moon Mortgage with your most current e-mail address. In the event that the last e-mail address you provided to Moon Mortgage is not valid, or for any reason is not capable of delivering to you any notices required/ permitted by the Agreement, Moon Mortgage's dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to Moon Mortgage at the following address: [______]. Such notice shall be deemed given when received by Moon Mortgage by letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail at the above address.Waiver.
Any waiver or failure to enforce any provision of the Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.Severability.
If any portion of this Agreement is held invalid or unenforceable, that portion shall be construed in a manner to reflect, as nearly as possible, the original intention of the parties, and the remaining portions shall remain in full force and effect.Export Control.
You may not use, export, import, or transfer the Services except as authorized by U.S. law, the laws of the jurisdiction in which you obtained the Services, and any other applicable laws. In particular, but without limitation, the Services may not be exported or re-exported (a) into any United States embargoed countries, or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Department of Commerce's Denied Person's List or Entity List. By using the Services, you represent and warrant that you are not, and you will not access or use any Services on behalf of or in connection with any person or entity that is (i) 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/or (ii) listed on any U.S. Government list of prohibited or restricted parties. You also will not use the Services for any purpose prohibited by U.S. law, including the development, design, manufacture or production of missiles, nuclear, chemical or biological weapons. You acknowledge and agree that products, services or technology provided by Moon Mortgage are subject to the export control laws and regulations of the United States. You shall comply with these laws and regulations and shall not, without prior U.S. government authorization, export, re-export, or transfer Moon Mortgage products, services or technology, either directly or indirectly, to any country in violation of such laws and regulations.Consumer Complaints.
In accordance with California Civil Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210.Entire Agreement.
The Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.