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Terms of Service

Last updated: April 7, 2026

Please read these terms carefully. These terms contain a mandatory arbitration provision that, as further set forth below, requires the use of arbitration on an individual basis to resolve disputes. This means that you and Purple Hull are each giving up the right to sue each other in court or in class actions of any kind. In arbitration there is no judge or jury and there is less discovery and appellate review than in court.

Welcome to SolClaw. These terms of service (“Terms,” “Terms of Service” or “Agreement”), together with the accompanying privacy policy at solclaw.ai/privacy (“Privacy Policy”) govern the use and access to the SolClaw platform at SolClaw.ai (“Site”) and the associated collection, use, and disclosure of personal data in the course of its services, tools, and related offerings (“Services”).

The Services are exclusive of outside websites or platforms which may be linked or interconnected to the Services. Such outside platforms may have their own terms of service, which control for all transactions on such platforms.

Before using the Services, make sure that you read and understand all of these Terms and our Privacy Policy. Your use of the Services in any way, whether through our Site or a third-party platform, signifies that you agree and are bound to all of these Terms of Service, and these Terms will remain in effect while you use the Services. Purple Hull may make changes to the Terms from time to time. You understand and agree that if you use the Services or access the Site, Purple Hull will treat your continued use of the Services or access of the Site as acceptance of the updated Terms.

SolClaw (“SolClaw,” “we,” and “us”) by Purple Hull LLC, is an AI agent platform for the Solana blockchain. The Service enables users to execute over sixty (60) onchain actions across thirty-four (34) protocols through WhatsApp or Telegram messaging interfaces. The Service includes AI-powered transaction assistance, protocol integrations, and credit-based billing for compute and AI usage.

We’ve aimed to keep this document as readable as possible, but in some cases for legal reasons, some of the language is necessarily “legalese.” By using the Site, you are agreeing to these terms.

1. Definitions

1.1Affiliate means any entity which directly or indirectly controls, is controlled by, or is under common control with a party to this Agreement. For purposes of this definition, control means direct or indirect ownership or control of more than 50% of the voting interests of the subject entity.

1.2Authorized Payment Method means a payment method accepted by us, as may be updated from time to time.

1.3Confidential Information means all confidential information disclosed by a party or its Affiliates (“Disclosing Party”) to another party (“Receiving Party”), whether orally or in writing, that is designated as confidential, or a reasonable person would consider confidential. Confidential Information includes all information concerning: the Disclosing Party’s past, present or proposed products, marketing plans, engineering and other designs, technical data, business plans, business opportunities, finances, research, development, and the terms and conditions of this Agreement. Confidential Information does not include any information that (i) is or becomes generally known to the public without breach of any obligation owed to the Disclosing Party, (ii) was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party, (iii) is received from a third party without breach of any obligation owed to the Disclosing Party, or (iv) was independently developed by the Receiving Party. Subject to the foregoing exclusions, User Data will be considered Confidential Information under this Agreement regardless of whether or not it is designated as confidential.

1.4Cookies are small pieces of data stored on your device (computer or mobile device).

1.5Credits means the units of value purchased by you through the Services and used to pay for compute resources, AI usage, and other metered Services as described on the Site.

1.6Data Controller means the natural or legal person who (either alone or jointly or in common with other persons) determines the purposes for which and the manner in which any personal information are, or are to be, processed. For the purpose of the SolClaw Terms of Service and Privacy Policy, we are a Data Controller of your Personal Data.

1.7Data Processor (or Service Provider) means any natural or legal person who processes the data on behalf of the Data Controller. We may use the services of various Service Providers in order to process your data more effectively.

1.8Data Subject (or User) is any living individual who is using our Services and is the subject of Personal Data.

1.9Feedback means feedback, suggestions, or recommendations regarding the Services.

1.10Personal Data means data about a living individual who can be identified from those data (or from those and other information either in our possession or likely to come into our possession).

1.11Purple Hull means Purple Hull LLC.

1.12SolClaw Content means all information, data, text, messages, software, documentation, sound, video, photographs, graphics, images, and tags that we incorporate into the Services or the Site.

1.13Usage Data is data collected automatically either generated via use of the Service or from the Service infrastructure itself (for example, the duration of a page visit).

1.14User Data means all information that you input via the Services or make available to Purple Hull in the course of the Services. User Data does not include SolClaw Content.

1.15Supported Protocols means the blockchain protocols and decentralized applications accessible through the Services, as identified and updated from time to time on the Site.

1.16You, your or User means the person or entity using the Services and identified in the applicable account record, billing statement, online subscription process, or Order Form as the User and your Affiliates included in the scope of your purchase.

2. Use of Services and Standards

2.1 Eligibility

Subject to these Terms, Purple Hull gives you the non-transferable permission to use the Services. All Users need to agree to these Terms in order to use the Services. For avoidance of doubt, use of the Services or the Site constitutes acceptance of these Terms. To be eligible to use the Services, you must be at least 18 years old. You will need to complete certain verification procedures before you are permitted to use the Services, which may include linking a supported messaging account. You may no longer use the Services if Purple Hull revokes your access.

2.2 Access

We will provide Users access to use the Services as described in these terms. This includes the right to use the software associated with the Services as part of your authorized use. The rights granted to you in this section are non-exclusive, non-sublicensable and non-transferable. You must ensure that all access, use and receipt is subject to and in compliance with these terms.

2.3 Restrictions

You may not use or try to use anyone else’s account on the Services without their specific permission. You may not break the law while using the Services, and you agree and acknowledge that you bear full responsibility to be appraised of the laws of your jurisdiction with regard to any User activity, including without limitation all applicable laws and regulations governing digital assets, virtual currencies, and blockchain transactions. If we determine that you have broken the law, your access will be revoked. Except as otherwise expressly permitted in this Agreement, you will not:

  1. reproduce, modify, adapt or create derivative works of the Services, or remove any marks showing proprietary ownership from materials you download from the Services;
  2. rent, lease, distribute, sell, sublicense, transfer or provide access to the Services to an unauthorized third party;
  3. use the Services for the benefit of any third party;
  4. incorporate any of the Services into a product or service you provide to a third party;
  5. disable, interfere with or otherwise circumvent mechanisms in the Services intended to limit your use;
  6. reverse engineer, disassemble, decompile, translate or otherwise seek to obtain or derive the source code, underlying ideas, algorithms, file formats or non-public APIs to the Services, except to the extent expressly permitted by applicable law (and then only upon advance notice to us);
  7. remove or obscure any proprietary or other notices contained in the Services;
  8. impersonate others through the Services;
  9. strain infrastructure of the Services with an unreasonable volume of requests, or requests designed to impose an unreasonable load on information systems we use to provide the Services;
  10. use the Services for competitive analysis or to build competitive products;
  11. use the Services to develop, train, or improve any machine learning model or artificial intelligence system, except as expressly permitted by the Services;
  12. use the Services to engage in market manipulation, wash trading, front-running, or any other form of fraudulent or deceptive trading activity;
  13. use the Services to facilitate money laundering, terrorist financing, sanctions evasion, or any other illicit financial activity;
  14. use the Services to interact with any protocol, token, or smart contract that you know or reasonably should know to be fraudulent, malicious, or in violation of applicable law; or
  15. encourage or assist any third party to do any of the foregoing.

Further, by agreeing to these Terms you declare that you are (i) not subject to sanctions or otherwise designated on any list of prohibited or restricted parties, including but not limited to the lists maintained by the United Nations Security Council, the U.S. Government (i.e., the Specially Designated Nationals List and Foreign Sanctions Evaders List of the U.S. Department of Treasury and the Entity List of the U.S. Department of Commerce), the European Union or its Member States, the United Kingdom, or other applicable government authority; and (ii) not located in any country subject to a comprehensive sanctions program implemented by the United States.

2.4 Content Standards

You may not engage in conduct or submit content to the Services that is illegal, offensive, or otherwise harmful to others. This includes conduct or content that is harassing, inappropriate, or abusive. You may not engage in conduct or submit content to the Services that violates the law, infringes anyone’s intellectual property rights, violates anyone’s privacy, or breaches agreements you have with others. You may not submit content to the Services containing malicious computer code, such as computer viruses or spyware. You may not submit content to the Services as a mere placeholder to hold a particular address, username, or other unique identifier. You may not redistribute content from the Services unless such content is specifically designated for redistribution.

3. Links

3.1 Third-Party Links and Content

Use of the Services may automatically produce search results that reference or link to third party websites throughout the Internet. We have no control over these sites or the content within them. We cannot guarantee, represent or warrant that the content contained in these third-party sites is accurate, legal and/or inoffensive. We do not endorse the content of any third-party site, nor do we warrant that they will not contain viruses or otherwise impact your computer systems. By accessing or using our Services, you agree and understand that you may not make any claim against us for any damages or losses, whatsoever, resulting from your access and use of the Services to obtain search results or to link to another site. If you experience a problem with a link from the Services, please use the contact method provided on our Site or within your user dashboard to notify us.

4. Violation of the Terms

4.1 Remedies for Violations

We, in our sole discretion, and without prior notice, may terminate your access and use of the Services, or exercise any other remedy available to us. You agree that monetary damages may not provide a sufficient remedy to us for violations of these Terms and you consent to injunctive or other equitable relief for such violations. We may release your Personal Information by operation of law if the information is necessary to address an unlawful or harmful activity against the Services. We are not required to provide any refund to you if you are suspended from the Services.

5. Fees

5.1 Fees

A description of the way fees and Credits are calculated can be found on our website. By using the Services, you agree to pay all applicable fees, including fees for Credits consumed through onchain actions, AI usage, and messaging-based interactions. While Purple Hull reserves the right to adjust its pricing, fees, and Credit rates and any applicable waivers at any time, we may provide at least thirty (30) days’ prior notice of certain changes to our pricing schedule, or terms, conditions and policies. We will also notify you of the applicable rates for Credits and any subscription fees at the time you authorize a purchase.

5.2 Payment Terms

You must initiate payment for the charges provided through the Services or operator when submitting the order. If you do not complete the payment to our satisfaction, we will cancel your offer to conclude the purchase.

5.3 Authorized Payment Methods

You can use any available and the most convenient Authorized Payment Method as shown on our website at the time of the intended purchase. However, we do not guarantee the availability of any payment method at any moment. We may add, remove or suspend any payment method temporarily or permanently by its own discretion.

5.4 Your Representations

You represent and warrant that: (i) the payment information you supply to us is true, correct and complete; (ii) you are duly authorized to use the payment method you provide; (iii) charges incurred by you will be honored by the issuer of your payment method; and (iv) you will pay charges incurred by you at the posted prices, including all applicable taxes, if any, regardless of the amount quoted on the website at the time of your order.

5.5 No Refunds or Credits

Unless otherwise required by applicable law, we have no obligation to provide a refund or a credit. Due to the nature of the Services as a digital product, no refunds are granted without clear, justified and legitimate reasons. We will assess any refund request for Fees payable in advance on its merits and in the manner set forth in these Terms of Service.

5.6 Sales Tax

All fees are exclusive of taxes, which we will charge as applicable. You agree to pay any national, state, or local sales, use, value added or other tax, tariff, duty, or assessment levied or imposed by the United States, or any foreign governmental authority arising out of or related to any of the transactions contemplated by this Agreement, other than taxes based upon Purple Hull’s income. User must pay directly, or reimburse Purple Hull for the amount of such sales, use, value added or other tax, tariff, duty, or assessment which Purple Hull is at any time obligated to pay or collect.

6. Term and Termination

6.1 Term and Renewal

Upon any access of the Services, these Terms of Service will be in full force and effect in respect of such access or use. Your subscription, if applicable, will be specified in your Order Form. Unless otherwise specified in your Order Form, your subscription will automatically renew for the shorter of the same duration as your prior term or one year. To prevent renewal of your subscription, either party must provide thirty (30) days’ written notice of non-renewal, unless otherwise specified in your Order Form.

6.2 Early Cancellation

You may choose to cancel your subscription early at your convenience provided that we will not provide any refunds.

6.3 Termination for Cause

Either party may terminate this Agreement for cause, as to the Services: (i) upon thirty (30) days’ notice to the other party of a material breach if such breach remains uncured at the expiration of such period, or (ii) immediately, if the other party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, cessation of business, liquidation or assignment for the benefit of creditors. We may also terminate this Agreement for cause on thirty (30) days’ notice if we determine that you are acting, or have acted, in a way that has or may negatively reflect on or affect us, our prospects, or our customers.

6.4 Suspension for Non-Payment

We will provide you with notice of non-payment of any amount due. Unless the full amount has been paid, we may suspend your access to the Services ten (10) days after such notice. We will not suspend the Services while you are disputing the applicable charges reasonably and in good faith and are cooperating diligently to resolve the dispute.

6.5 Effect of Termination or Expiration

Upon termination or expiration of this Agreement, you will stop all use of the Services. If you terminate this Agreement for cause, we will promptly refund any prepaid but unused fees covering use of the Services after termination. If we terminate this Agreement for cause, you will promptly pay all unpaid fees due through the end of your subscription. Fees are otherwise non-refundable. Any unused Credits remaining in your account at the time of termination or expiration shall be forfeited and are non-refundable unless otherwise required by applicable law. For the avoidance of doubt, any onchain transactions executed through the Services prior to termination or expiration are irreversible and Purple Hull shall have no obligation or ability to reverse, modify, or refund any such transactions. The terms and conditions of this Agreement shall survive the expiration or termination of this Agreement to the full extent necessary for their enforcement and for the protection of the party in whose favor they operate. For instance, should this Agreement between you and us terminate, any dispute raised after you stop accessing or using the Services will be subject to the applicable provisions of this Agreement if that dispute relates to your prior access or use.

6.6 Data Export

Upon termination or expiration of this Agreement, Purple Hull shall make User Data, including transaction history and account records, available for export for a period of thirty (30) days following the effective date of termination or expiration (“Export Period”). You are solely responsible for exporting all such data during the Export Period. Following the expiration of the Export Period, Purple Hull shall have no obligation to maintain or provide access to any User Data or transaction records, and may permanently delete all data associated with your account without further notice or liability. For the avoidance of doubt, onchain transaction records maintained on the Solana blockchain are not within Purple Hull’s control and are not subject to this provision.

7. User Data

7.1 User's Proprietary Rights

You own and retain all rights to the User Data. This Agreement does not grant us any ownership rights to User Data. However, you consent to our use of User Data in any manner that is consistent with the purpose of your use of the Services or that otherwise facilitates providing the Services to you. You grant permission to us to use the User Data only as necessary to provide the Services to you. If you are using the Services on behalf of another party, then you represent and warrant that you have all sufficient and necessary rights and permissions to do so. More information on how we use User Data can be found in the Privacy Policy.

7.2 Usage Data

We may collect information about Users when you interact with the Services as permitted by the Agreement. More information on how we use Usage Data can be found in the Privacy Policy.

8. Intellectual Property

8.1 Ownership of Services and SolClaw Content

This is an agreement for access to and use of the Services, and you are not granted a license to any software by this Agreement. We retain all intellectual property rights to the SolClaw Content and the Services.

8.2 User Outputs

As between you and Purple Hull, you shall retain all right, title, and interest in and to any outputs, transaction records, or other work product generated through your use of the AI agent within the Services (“User Outputs”), subject to the following: (i) User Outputs do not include any SolClaw Content, underlying models, algorithms, or pre-existing intellectual property of Purple Hull or its third-party licensors, all of which remain the sole property of their respective owners; (ii) Purple Hull makes no representation or warranty regarding the accuracy, completeness, or suitability of any User Outputs, including without limitation any transaction recommendations or onchain actions; (iii) you are solely responsible for evaluating and verifying all User Outputs before authorizing any onchain transaction, and you acknowledge that blockchain transactions are generally irreversible once confirmed; and (iv) you are solely responsible for compliance with all applicable laws and regulations governing digital assets and blockchain transactions in your jurisdiction. For the avoidance of doubt, nothing in this Agreement shall be construed as granting you any right, title, or interest in or to the AI models, training data, or proprietary technology used to generate User Outputs.

8.3 Feedback

We encourage Users to submit Feedback. If you submit Feedback, you hereby assign all rights, title, and interest in and to the Feedback to Purple Hull. To the extent that any such rights cannot be assigned, you grant Purple Hull an irrevocable, worldwide, perpetual, royalty-free, and fully transferable license to use, modify, distribute, and incorporate the Feedback into the Services or any other products, offerings, or services without any compensation or obligation to you. You acknowledge and agree that Purple Hull has no obligation to implement any Feedback and that any use of Feedback is at its sole discretion.

8.4 Restrictions on Use of Intellectual Property

Neither you nor any User will use the Services in any manner or for any purpose other than as expressly permitted by this Agreement. Except as otherwise expressly permitted, neither you nor any User will, or will attempt to (a) modify, distribute, alter, tamper with, repair, or otherwise create derivative works of any Content included in the Services; (b) reverse engineer, disassemble, or decompile the Services or apply any other process or procedure to derive the source code of any software included in the Services (except to the extent applicable law doesn’t allow this restriction); (c) access or use the Services in a way intended to avoid incurring fees or exceeding usage limits or quotas; (d) use scraping techniques to mine or otherwise scrape data except as permitted by a plan; or (e) resell or sublicense the Services unless otherwise agreed in writing. You will not use SolClaw Content unless you obtain our prior written consent. You will not misrepresent or embellish the relationship between us and you. You will not imply any relationship or affiliation between us and you except as expressly permitted by this Agreement.

9. Confidentiality

9.1 Obligations

The Receiving Party will: (i) protect the confidentiality of the Confidential Information of the Disclosing Party using the same degree of care that it uses to protect the confidentiality of its own confidential information of like kind, but in no event less than reasonable care; (ii) not use any Confidential Information of the Disclosing Party for any purpose outside the scope of this Agreement; (iii) not disclose Confidential Information of the Disclosing Party to any third party; and (iv) limit access to Confidential Information of the Disclosing Party to those of its and its Affiliates’ employees, contractors and agents who need such access for purposes consistent with this Agreement and who have signed confidentiality agreements with the Receiving Party containing protections no less stringent than those herein.

9.2 Certain Disclosures

The Receiving Party may disclose Confidential Information of the Disclosing Party if required to do so under any federal, state, or local law, statute, rule or regulation, subpoena or legal process; provided, however, that (i) the Receiving Party will provide the Disclosing Party with prompt notice of any request that it disclose Confidential Information, sufficient to allow the Disclosing Party to object to the request and/or seek an appropriate protective order or, if such notice is prohibited by law, the Receiving Party will disclose the minimum amount of Confidential Information required to be disclosed under the applicable legal mandate; (ii) the Receiving Party will refer the request to the Disclosing Party and will provide reasonable assistance to the Disclosing Party, at the Disclosing Party’s cost, in opposing such disclosure or seeking a protective order, unless the Receiving Party is explicitly prohibited from doing so by law or court order; and (iii) in no event will the Receiving Party disclose Confidential Information to a party other than a government agency except under a valid order from a court having jurisdiction requiring the specific disclosure.

10. Disclaimers

10.1 Disclaimer of Warranties and Liability

We do not make any assurances that the Services will be error-free, uninterrupted, or provide specific results from use of the Services or any content, search or link therein. The Services are provided on an “as-is” and “as-available” basis. We do not make any assurances that files accessed or downloads from the Services will be free of viruses or contamination or destructive features. We disclaim all warranties, express or implied including also any implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We will not be liable for any damages of any kind arising from the access and use of the Services, including without limitation, direct, indirect, vicarious, incidental, special, punitive, loss of business or loss of profits or consequential damages. We disclaim any and all liability for the acts, omissions and conduct of any third party, advertisers and sponsors of the Services, in connection with the Services or otherwise related to your access and use of the Services.

10.2 No Professional Advice; AI-Generated Outputs; Blockchain Risks

No information contained in the publicly available portions of the Services constitutes professional advice of any kind, including without limitation financial, investment, tax, legal, or business advice. The Services do not constitute a recommendation to buy, sell, hold, or otherwise transact in any digital asset or token. The Services provide AI-generated recommendations and facilitate onchain actions that may contain errors, inaccuracies, or unintended consequences, and you are solely responsible for reviewing and authorizing all transactions before execution. Blockchain transactions are generally irreversible once confirmed on the network, and Purple Hull shall have no ability or obligation to reverse, cancel, or modify any onchain transaction executed through the Services. Digital assets are volatile and subject to significant price fluctuations. You acknowledge and accept all risks associated with interacting with blockchain protocols and smart contracts, including without limitation the risk of loss of funds due to smart contract vulnerabilities, protocol exploits, network congestion, or regulatory action.

11. Release of Purple Hull; Indemnification

11.1 Release and Indemnification

If you have a dispute with one or more Users of the Services, you release Purple Hull, its Affiliates, and each of their respective officers, directors, agents, joint venturers, employees and representatives from any and all claims, demands and damages (actual and consequential) of every kind and nature arising out of or in any way connected with such disputes. You agree to indemnify and hold Purple Hull, its Affiliates, and each of its or their respective officers, directors, agents, joint venturers, employees and representatives, harmless from any claim or demand (including attorneys’ fees and any fines, fees or penalties imposed by any regulatory authority) arising out of or related to your breach of this Agreement or your violation of any law, rule or regulation, or the rights of any third party.

12. Limitation of Liability; No Warranty

12.1 Limitation of Liability

In no event shall Purple Hull, its Affiliates, or any of their respective officers, directors, agents, joint venturers, employees or representatives, be liable (i) for any amount greater than the total amounts paid or payable for the Services in the twelve (12)-month period preceding the event giving rise to a claim; (ii) for any amount greater than the total amounts paid to Purple Hull at the time of the event or circumstance giving rise to a claim; or (iii) any lost profits, loss of goodwill or reputation, loss of data, loss of digital assets or tokens, diminution in value or business opportunity, any loss, damage, corruption or breach of data or any other intangible property or any special, incidental, indirect, intangible, or consequential damages, whether based in contract, tort, negligence, strict liability, or otherwise, arising out of or in connection with any use of the Services, or this Agreement, even if Purple Hull has been advised of or knew or should have known of the possibility of such damages. Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation may not apply to you.

12.2 No Warranty

The Services are provided on an “as is” and “as available” basis without any representation or warranty, whether express, implied or statutory. To the maximum extent permitted by applicable law, we specifically disclaim any implied warranties of title, merchantability, fitness for a particular purpose and/or non-infringement. Purple Hull does not make any representations or warranties that access to the Services will be continuous, uninterrupted, timely, or error-free. Purple Hull does not guarantee that any onchain action will be executed successfully, that any AI-generated recommendation will be accurate, complete, or free of errors, that any integration with third-party protocols or messaging platforms will function without interruption, or that any digital asset transaction will achieve the intended result.

12.3 Essential Basis for the Bargain

You understand and agree that absent your agreement to this limitation of liability, we would not provide the Services to you.

13. Mandatory Arbitration and Class Action Waiver

13.1 Arbitration

If a dispute arises concerning the interpretation of these Terms or the performance of either Party under them, the Parties agree to first attempt resolution through good faith executive-level discussions. Either Party may initiate this process by delivering a written notice of dispute. If the Parties are unable to resolve the dispute within ten (10) business days, the matter shall be resolved by binding arbitration pursuant to the Commercial Arbitration Rules of the American Arbitration Association, as modified by this section, and in accordance with the Federal Arbitration Act (Title 9 of the United States Code).

The arbitration shall be administered by the AAA and decided by a panel of three (3) arbitrators. The legal seat of arbitration shall be Delaware, United States, but unless the Parties agree otherwise, the arbitration proceedings (including hearings) shall be conducted remotely by video conference or other virtual means. The arbitration must be initiated within a reasonable time after the dispute arises, and all statutes of limitation that would apply in a judicial proceeding shall apply. The arbitrators’ decision shall be final and binding, and judgment may be entered thereon in any court of competent jurisdiction. No arbitration may include any person or entity not a party to this Agreement without both Parties’ written consent. Each Party waives any right to appeal, review, or vacate the award, except as permitted under the Federal Arbitration Act.

The prevailing Party, as determined by the arbitrators, shall be entitled to recover all costs and fees, including reasonable attorneys’ fees, arbitration and administrative fees, and out-of-pocket expenses.

13.2 Class Action Waiver

You and Purple Hull LLC agree that each party may bring claims against the other only in an individual capacity and not as a plaintiff or class member in any purported class or representative proceeding. Unless both parties agree otherwise in writing, the arbitrator may not consolidate more than one person’s claims and may not otherwise preside over any form of a representative or class proceeding. If this specific provision is found to be unenforceable, then the entirety of this arbitration provision shall be null and void.

14. Miscellaneous

14.1 Governing Law and Jurisdiction

These Terms will be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of laws principles. You and Purple Hull LLC agree that any legal action or proceeding arising under or related in any way to these Terms will be brought in the state or federal courts of competent jurisdiction located in the State of Delaware and venue will be proper in that court.

14.2 Compliance with Laws

We will comply with all U.S. state and federal, or foreign laws in our provision of the Services. We reserve the right at all times to disclose any information as necessary to satisfy any law, regulation, legal process or governmental request.

14.3 Export Compliance

You will not directly or indirectly export, re-export, or transfer the Services to prohibited countries or individuals or permit use of the Services by prohibited countries or individuals.

14.4 Severability

If any part of this Agreement is determined to be invalid or unenforceable by applicable law, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision, and the remainder of this Agreement will continue in effect.

14.5 Notices

You may send notices to us by using the contact form or support channel available on our Site. Notices will be deemed delivered as of the date of actual receipt by us. We reserve the right to designate an alternative method or address for legal notices by updating this section or providing instructions on the Site. We may provide general notices via the Services or specific notices to you via the email address or phone number listed in your account information. You are responsible for keeping all contact information associated with your account current.

14.6 Entire Agreement

This Agreement (including any and all appendixes) along with our Privacy Policy is the entire agreement between us for the Services and supersedes all other proposals and agreements, whether electronic, oral or written, between us. We object to and reject any additional or different terms proposed by you. Our obligations are not contingent on the delivery of any future functionality or features of the Services or dependent on any oral or written comments made by us regarding future functionality or features of the Services.

14.7 Assignment

You will not assign or transfer this Agreement without our prior written consent, except that you may assign this Agreement to a successor by reason of merger, reorganization, sale of all or substantially all of your assets, change of control or operation of law, provided such successor is not a competitor of ours. We may assign this Agreement in the event of merger, reorganization, sale of all or substantially all of our assets, change of control, or operation of law.

14.8 No Third-Party Beneficiaries

Nothing in this Agreement, express or implied, is intended to or will confer upon any third-party person or entity any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.

14.9 Contract for Services

This Agreement is a contract for the provision of services and not a contract for the sale of goods. The provisions of the Uniform Commercial Code (UCC), the Uniform Computer Information Transaction Act (UCITA), or any substantially similar legislation as may be enacted, will not apply to this Agreement. If you are located outside of the territory of the United States, the parties agree that the United Nations Convention on Contracts for the International Sale of Goods will not govern this Agreement or the rights and obligations of the parties under this Agreement.

14.10 Authority

Each party represents and warrants to the other that it has full power and authority to enter into this Agreement and that it is binding upon such party and enforceable in accordance with its terms. You further warrant and represent that you have the authority to procure your Affiliates’ compliance with the terms of this Agreement.

14.11 Survival

All provisions of this Agreement which by their nature extend beyond the expiration or termination of this Agreement, including, without limitation, sections pertaining to suspension or termination, debts owed to Purple Hull, general use of the Services, disputes with Purple Hull, and general provisions, shall survive the termination or expiration of this Agreement.

14.12 Counterparts

This Agreement may be executed in one or more counterparts, each of which will for all purposes be deemed an original and all of which will constitute the same instrument.