Terms of service

Last Updated December 20, 2021

 

I. INTRODUCTION

Welcome to Cointelli! These Terms of Service (“Terms”), together with our Privacy Policy and Disclaimer, constitutes a written contract (the “Agreement”) between you and Cointelli, Inc. (“Cointelli,” “we,” or “us”) governing your use of our website and or any mobile application, or software where these Terms appeal or are linked (collectively, the “Service”). By accessing or using the Service, you (“you” or “your”) agree to be bound by Agreement. We encourage you to print the Agreement or save it to your computer for reference. 

If you do not understand this Agreement, or do not agree to be bound by it, our Privacy Policy, or our Disclaimer, you may not access or use the Service, and you must immediately cease accessing or using the Service. 

These terms contain an arbitration provision that requires the use of arbitration on an individual basis to resolve disputes, rather than jury trials or class actions, and also limits the remedies available to you in the event of a dispute. See Section IV (Dispute Resolution) for full details. You understand that we facilitate the tracking and consolidation of information, such as transaction data from exchanges, wallets, and other crypto services and provide you with documents and information related to your cryptocurrency tax reporting; we do not provide, and should not be a substitute for, professional, legal, tax, financial, audit, investment, or accounting advice.

 

II. PRIVACY POLICY 

By using the Service, you represent and warrant that you have read and understood, and agree to be bound by, this Agreement and Cointelli’s Privacy Policy (the “Privacy Policy”), which is incorporated into this Agreement by reference. The Privacy Policy is available here. Cointelli encourages you to frequently check the Privacy Policy for any changes. 

 

III. ELIGIBILITY

By accessing and/or using the Service, including by doing so after accessing this Agreement, you represent and warrant that you are at least 18 years old, and are otherwise legally qualified to enter into and form contracts under applicable law. If you are using the Service on behalf of a company, you further represent and warrant that you are authorized to act and enter into contracts on behalf of that company. 

 

IV. DISPUTE RESOLUTION

THIS SECTION SIGNIFICANTLY AFFECTS HOW ANY DISPUTES THAT MAY ARISE BETWEEN YOU AND COINTELLI MUST BE RESOLVED.

a. Binding Arbitration. If you and Cointelli cannot resolve a dispute or other claim through negotiations, the dispute or claim shall be finally and exclusively resolved by binding arbitration. This arbitration agreement is reciprocal, and any election to arbitrate by one party shall be final and binding on the other(s). The language in this Agreement shall be interpreted in accordance with its fair meaning and not strictly for or against either party. The Federal Arbitration Act governs the interpretation and enforcement of this agreement to arbitrate. The arbitration shall be commenced and conducted through JAMS (www.jamsadr.com) under the Streamlined Arbitration Rules and Procedures, as modified by this agreement to arbitrate. All remedies available to the parties under applicable federal, state, or local laws shall remain available in arbitration. The parties shall each participate in the selection of a neutral arbitrator pursuant to the Streamlined Arbitration Rules and Procedures. Unless you and Cointelli agree otherwise in writing, the final arbitration hearing shall take place in person at the JAMS facility located in or nearest to your city of residence. The arbitrator’s award will consist of a written statement stating the disposition of each claim. The award will also provide a concise written statement of the essential findings and conclusions on which the award is based. The arbitrator must follow applicable law, and any award may be challenged if the arbitrator fails to do so. Either party may litigate to compel arbitration in a Court of Competent Jurisdiction, to stay proceedings pending arbitration, or to modify, confirm, vacate, or enter judgment on the award entered by the arbitrator. You acknowledge that you are forfeiting your right to sue in court with a jury trial.

b. Payment of Fees. If you initiate arbitration against Cointelli, you will be required to pay an initial fee of $250 (unless you qualify for a waiver), and all other arbitration costs (including any remaining JAMS Case Management Fee and all professional fees for the arbitrator’s services) shall be paid as determined by the arbitrator. If Cointelli initiates arbitration against you, Cointelli shall pay all costs associated with the arbitration. If JAMS is unavailable to arbitrate a dispute or claim, you and Cointelli agree to arbitrate using an alternative arbitral forum. Regardless of the outcome of the arbitration, you and Cointelli will each pay our own attorneys’ fees and costs unless an award of attorneys’ fees is available under applicable statute.

c. Restrictions Against Joinder of Claims. You and Cointelli agree that any arbitration shall be limited to each claim individually. You and Cointelli agree that each may only bring claims against the other in your or Cointelli’s individual capacity and not as a plaintiff or class member in any purported class or representative proceeding. If this specific provision is found to be unenforceable in a Court of Competent Jurisdiction, the claim will still be finally and exclusively resolved by binding arbitration upon the election of either party, and any election to arbitrate by one party shall be final and binding on the other(s). In addition: (1) no arbitration shall be joined with any other arbitration, and (2) there is no right for any claim to be arbitrated on a class-action basis or to employ class action procedures, and (3) there is no right of authority for any dispute to be brought in a purported representative capacity on behalf either of the general public or any other individuals.

d. Remedies in Aid of Arbitration; Equitable Relief. This agreement to arbitrate will not preclude you or Cointelli from seeking provisional remedies in aid of arbitration, including without limitation orders to stay a court action, compel arbitration, or confirm an arbitral award, from a Court of Competent Jurisdiction. Furthermore, this agreement to arbitrate will not preclude you or Cointelli from applying to a Court of Competent Jurisdiction for a temporary restraining order, preliminary injunction, or other interim or conservatory relief, as necessary. "Court of Competent Jurisdiction" means any federal or state court: (1) that has jurisdiction over the subject matter; and (2) that is located in New York, New York.

e. Governing Law and Location. This Agreement, including without limitation this Agreement's interpretation, shall be treated as though this Agreement were executed and performed in the State of New York, and shall be governed by and construed in accordance with the laws of the State of New York without regard to its conflict of law principles. The language in this Agreement shall be interpreted in accordance with its fair meaning and not strictly for or against either party. The proper venue for any judicial action arising out of, relating to, or in connection with this Agreement will be the state and federal courts located in or nearest to New York, New York. The parties stipulate to, and agree to waive any objection to, the personal jurisdiction and venue of such courts, and further expressly submit to extraterritorial service of process.

 

V. ABOUT THE SERVICE

a. What We Do. Cointelli facilitates the tracking and consolidation of information such as transaction data from exchanges, wallets, and other crypto services. We use that information to provide you with documents and information related to your cryptocurrency tax reporting and estimates of your tax liability based on the data you provide. Cointelli may also provide a list third-party tax professionals and associated platforms.

b. What We Don’t Do. Cointelli may offer a list of tax advisors who may be able to advise you on tax reporting solely for your convenience, but we do not endorse any particular tax advisor or professionals. It is solely your decision and responsibility whether to use one of the tax professionals associated with the Service. We assume no responsibility or liability for any loss based on your tax advisor’s work or your relationship with your advisor. You are solely responsible for choosing your own advisor. We do not sell, recommend, or manage any cryptocurrency or other investments. We do not provide or act as a substitute for legal, tax, financial, audit, investment, or accounting advice. Please review our Disclaimer for more information.

 

VI. YOUR USE OF THE SERVICE

a. License to Use the Service. Subject to your compliance with these Terms of Service, Cointelli grants you a non-exclusive, non-sublicensable, revocable as stated in this Agreement, non-transferable license to access the Cointelli website and to use the Service. No part of the Service, including the website, may be reproduced, duplicated, copied, modified, sold, resold, distributed, transmitted, or otherwise exploited for any commercial purpose without the prior express written consent of Cointelli. All rights not expressly granted in this Agreement are reserved by Cointelli. Without limitation, this Agreement grants you no rights to the intellectual property of Cointelli or any other party, except as expressly stated in this Agreement. The license granted in this section is conditioned on your compliance with this Agreement. Your rights under this section will immediately terminate if, in the sole judgment of Cointelli, you have breached any provision of this Agreement.

b. User Account. To access and use certain parts of the Service, you may be asked to create a user account ("Account"), and to provide information that personally identifies you ("Personal Information"). You represent and warrant that all user information you provide in connection with your Account and your use of the Service is current, complete, and accurate, and you agree that you will update that information as necessary to maintain its completeness and accuracy. You agree that you will not submit any fake content (including without limitation any Account, username, or likeness) to willfully impersonate another person, whether actual or fictitious. If Cointelli believes in its sole discretion that the information you provide is not current, complete, or accurate, Cointelli has the right to refuse your access to the Service, or to terminate or suspend your access at any time, or both.

c. Account Security. You will be asked to provide an email address, username, password, and possibly other information to secure your Account. You are entirely responsible for maintaining the confidentiality of your password. You may not use the username or password of any other person, nor may you share your username and password, nor may you circumvent any authentication mechanism requiring the entry of usernames, passwords, or any other information to gain unauthorized access to the Service. You agree to notify Cointelli immediately of any unauthorized use of your Account. Cointelli shall not be liable for any loss that you incur because of someone else using your Account, either with or without your knowledge. You may be held liable for any losses incurred by Cointelli, its affiliates, officers, directors, employees, consultants, agents, and representatives due to someone else's use of your Account.

i. Access by Your Accountant, CPA, or Tax Professional. You may invite and/or grant limited access to your Account to your accountant, CPA or other tax professional. Their access may include, but is not limited to, the ability to import your transactional data from exchanges, wallets, and other cryptocurrency services as well as view any documents or information related to your tax reports. You are solely responsible for keeping your Account information secure, including instructing your tax professional to maintain the confidentiality and security of your Account. You agree to notify Cointelli immediately of any unauthorized use of your Account and Cointelli shall not be liable for any loss that may occur because of your tax professional’s access to your Account.

d. Your Content. As a user, you will have the ability to post information, comments, and knowledge (collectively, “Content”) to our Help Forum. You agree that you are solely responsible for your Content and represent and warrant that all Content posted by you is current, complete, and accurate, and that you have not misstated or embellished any statement of fact therein. You are required to use common sense and are prohibited from posting any Content that infringes on the intellectual property rights of others, is illegal, obscene, threatening, or defamatory, invades the privacy of others (e.g., doxing), contains a commercial solicitation or other form of “spam” messages, or otherwise violates our Prohibited Uses section. You understand and agree that we may monitor or review any Content, but under no circumstances will Cointelli be liable in any way for your Content. If you post inappropriate Content or otherwise violate the Prohibited Uses section, we may, in our sole discretion, remove your Content or terminate your Account. 
You are responsible for your Content and, as such, you agree to defend, indemnify, and hold harmless Conintelli from and against any and all claims, actions, demands, causes of action, and other proceedings including but not limited to legal costs and attorneys’ fees, arising out of or relating to your Content.

e. License to Display Your Content. You are always the owner of your Content; however, we require the following license from you to display your Content as expressly permitted by you. You hereby grant Cointelli an irrevocable, perpetual, non-exclusive, transferable, royalty-free, worldwide license (with the right to sublicense) to use, reproduce, modify, adapt, publish, perform, translate, create derivative works from, distribute and display your Content throughout the world in any media now existing or in the future created. Additionally, you grant Cointelli the right to use your name, likeness, and image for any purpose, including commercial or advertising, on or in connection with Cointelli or the promotion thereof. You represent and warrant that you have all rights and permissions to grant the foregoing licenses.

f. Other Users’ Content. Other users will also be able to share their Content on our Service. Other users’ Content belongs to the user who posted the Content. You do not have any rights in relation to other users’ Content, and you may only use other users’ Content to the extent that your use is consistent with our Service’s purpose of allowing use to communicate in the Help Forum. You may not copy other users’ Content or use other users’ Content for commercial purposes, to spam, to harass, or to make unlawful threats. We reserve the right to terminate your Account if you misuse other users’ Content.

g. DMCA Takedown Requests. Cointelli respects the intellectual property rights of others. We follow the notice and takedown procedures in the Digital Millennium Copyright Act ("DMCA"). Additionally, we will terminate the accounts of repeat infringers in appropriate circumstances. If you believe Content located on or linked to the Service violates your copyright, please immediately notify us by emailing us a DMCA takedown notice ("Infringement Notice"), providing the information described below. If we act in response to an Infringement Notice, we will make a good faith attempt to contact the person or entity who made the Content available at the most recent email address they provided to us. Under the DMCA, you may be held liable for damages based on material misrepresentations in your Infringement Notice. You must also make a good-faith evaluation of whether the use of your content is a fair use; fair uses are not infringing. If you are not sure if content located on or linked to by the Service infringes your copyright, you should first contact an attorney.The DMCA requires that all Infringement Notices must include the following: 

(a) a signature, electronic or physical, of the copyright owner or a person authorized to act on their behalf; 
(b) an identification of the copyright claimed to have been infringed; 
(c) a description of the nature and location of the material that you claim to infringe your copyright, in sufficient detail to permit Cointelli to find and positively identify that material; 
(d) your name, address, telephone number, and email address; and 
(e) a statement by you: (i) that you believe in good faith that the use of the material that you claim to infringe your copyright is not authorized by law, or by the copyright owner or such owner's agent; and, (ii) under penalty of perjury, that all of the information contained in your Infringement Notice is accurate, and that you are either the copyright owner or a person authorized to act on their behalf.

Infringement Notices should be sent to support@cointelli.com with the subject line "DMCA Notice."

Cointelli will respond to all DMCA-compliant Infringement Notices, including, as required or appropriate, by removing the offending material or disabling all links to the offending material.

h. Cointelli Referral Program. Cointelli’s Referral Program provides members with the opportunity to earn rewards for referring new users to the Cointelli Service. Only users who have not previously registered for the Cointelli Service will be considered a new user for purposes of the Referral Program. Cointelli may verify a new user’s identification based on its internal guidelines and governing regulations and deny incentives in its sole discretion. Rewards are not guaranteed, even upon successful verification of a user’s identification. Cointelli may update the terms and conditions for eligibility at any time, in its sole discretion. Please review our Referral Program Terms & Conditions for full details.

 

VII. PROHIBITED USES

Cointelli imposes certain restrictions on your use of the Service. By using or accessing the Service, you represent, warrant, and agree that you will not:

a. provide any false, misleading, or inaccurate information, create more than one Account, transfer your Account, create an Account for anyone other than yourself (unless you have been authorized to create an Account on behalf of that person), or create an Account without authorization;

b. do anything that could disable, overburden or impair the proper working order of the Service;

c. attempt to probe, scan, or test the vulnerability of the Service, or any associated system or network, or breaching security or authentication measures without proper authorization;

d. use any robot, spider, scraper or other automated means to access the Service;

e. send spam or any other unauthorized advertisements or solicitations through or using the Service;

f. harvest or otherwise collect or use information about users, including addresses, phone numbers or email addresses;

g. solicit private information (including social security numbers, credit card numbers and passwords) from users;

h. use the Service or your Account for any commercial purpose;

i. intimidate, bully, stalk, assault, harass, mistreat or defame any users;

j. post any Content that is considered hate speech, threatening, sexually explicit or pornographic, incites violence, or contains nudity or graphic or gratuitous violence;

k. post any Content that promotes racism, bigotry, hatred or physical harm of any kind against any group or individual;

l. do anything that is illegal, infringing, fraudulent, malicious or could expose us or users to harm or liability;

m. create another Account if we have already terminated your Account, unless you have Cointelli’s prior permission; or

n. attempt, encourage or facilitate any of the above.

Cointelli reserves the right to investigate and/or terminate your Account without a refund of any purchases if you have violated this Agreement, misused the Service or behaved in a way that we regard, in our sole discretion, as inappropriate or unlawful, including actions or communications that occur on or off the Service.

To report violations of Prohibited conduct to Cointelli, you may contact us at support@cointelli.com. 

 

VIII. PAYMENTS & SUBSCRIPTION PLANS

a. Payments. You acknowledge and agree that Cointelli reserves the right to charge for access and use of the Service. All transmissions of payment information you provide through the Service are secured with Internet-standard SSL and HTTPS encryption. You agree to pay all fees, taxes, and other amounts due for any purchase(s), and you authorize collection of your related information, and transfer of the same for payment processing, for your purchase(s) through the Services; for example, Cointelli processes payments through Stripe, and you authorize use of Stripe for your purchase(s).

b. No Refunds. Due to the nature of the Service, there are no refunds, subject to our sole discretion to offer refunds on a case-by-case basis. If you are issued a refund, it will be posted to your original payment account within 5 to 7 business days. Please contact us at support@cointelli.com for more information.

 

IX. DISCLAIMER

NEITHER COINTELLI NOR THE SERVICE IS INTENDED TO PROVIDE LEGAL, TAX, FINANCIAL, AUDIT, INVESTMENT, OR ACCOUNTING ADVICE. COINTELLI IS NOT A FINANCIAL PLANNER, BROKER, AUDITOR, CPA, OR TAX ADVISOR. 
TO THE FULLEST EXTENT PERMITTED BY LAW, COINTELLI AND ITS OWNERS AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS AND IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. COINTELLI MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, AS TO THE SERVICE OR THE OPERATION OF ANY WEBSITE OR MATERIALS PROVIDED THROUGH THE SERVICE. COINTELLI DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS THAT THE SERVICE WILL BE ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVICE WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. COINTELLI DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING SUITABILITY, AVAILABILITY, ACCURACY, RELIABILITY, COMPLETENESS, OR TIMELINESS OF ANY ASPECT OF THE SERVICE OR MATERIALS. COINTELLI IS NOT RESPONSIBLE FOR ANY FAILURES CAUSED BY SERVER ERRORS, MISDIRECTED OR REDIRECTED TRANSMISSIONS, FAILED INTERNET CONNECTIONS, OR ANY COMPUTER VIRUS OR OTHER TECHNICAL DEFECTS, WHETHER HUMAN OR TECHNICAL IN NATURE. COINTELLI DISCLAIMS ALL LIABILITY ARISING FROM OR RELATED TO YOUR FAILURE TO KEEP ANY ACCOUNT CREDENTIALS OR OTHER DATA SECURE. COINTELLI OR SUPPLIERS MAY MAKE UPDATES AND CHANGES TO THE SEVICE AT ANY TIME. SOME JURISDICTIONS DO NOT ALLOW CERTAIN DISCLAIMERS OF WARRANTY, SO THE ABOVE DISCLAIMERS MAY NOT APPLY TO YOU.

Through your use of the Service, you acknowledge and agree that information provided by Cointelli, including any tax liability or tax loss harvesting information, is simply for general personal informational purposes only and should not be considered a substitute for legal advice, tax advice, financial advice, audit advice, accounting advice, or brokerage advice under the guidance of a licensed professional. Further, the information provided herein should not be taken as financial planning or investment advice. 

Cointelli offers its users their estimated tax liability for cryptocurrency transactions based solely on the information they provide. It is recommended that users consult an appropriate advisor, such as your own attorney, accountant, or other professional for legal, tax, or financial advice, including a review of any financial or tax decisions. Cointelli is not liable for inaccurate tax calculations, estimates, or audits. It is the users’ responsibility to ensure the accuracy of their data and corresponding tax documents. Your tax consequences and investment decisions depend on your particular circumstances, and there could be a change in law or interpretation of existing law that may adversely affect the information, either prospectively or retroactively.

Cryptocurrency exchanges sometimes make updates to their API's that can change the transactional data in your Account. You should verify your data and reach out to our support team if there are any issues. 

The maximum liability Cointelli arising from or relating to your use of the Service is limited to the greater of one hundred ($100) US Dollars or the amount you paid to Cointelli in the last three months. This applies to any and all claims by you, including, but not limited to, lost profits or revenues, consequential or punitive damages, negligence, strict liability, fraud, or torts of any kind. 

Please see our full Disclaimer here.

 

X. WARRANTIES

THE COINTELLI SERVICE IS 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, COINTELLI SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND/OR NON-INFRINGEMENT. COINTELLI DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT ACCESS TO THE WEBSITE, ANY PART OF THE SERVICE, OR ANY OF THE MATERIALS CONTAINED THEREIN, WILL BE CONTINUOUS, UNINTERRUPTED, TIMELY, OR ERROR-FREE. EXCEPT FOR THE EXPRESS STATEMENTS SET FORTH IN THIS AGREEMENT, YOU HEREBY ACKNOWLEDGE AND AGREE THAT YOU HAVE NOT RELIED UPON ANY OTHER STATEMENT OR UNDERSTANDING, WHETHER WRITTEN OR ORAL, WITH RESPECT TO YOUR USE AND ACCESS OF THE SERICE AND COINTELLI WEBSITE. WITHOUT LIMITING THE FOREGOING, YOU HEREBY UNDERSTAND AND AGREE THAT COINTELLI WILL NOT BE LIABLE FOR ANY LOSSES OR DAMAGES ARISING OUT OF OR RELATING TO: (A) ANY INACCURACY, DEFECT OR OMISSION OF TAX LIABILITY DATA, (B) ANY ERROR OR DELAY IN THE TRANSMISSION OF SUCH DATA, OR (C) INTERRUPTION IN ANY SUCH DATA.

 

XI. LIMITATION OF LIABILITY 

To the fullest extent permitted by law, in no event shall Cointelli or its licensors or suppliers be liable to you for any claims arising from your use of the Service, including without limitation for special, incidental, or consequential damages, lost profits, lost data or confidential or other information, loss of privacy, costs of procurement of substitute goods or services, failure to meet any duty including without limitation of good faith or of reasonable care, negligence, or otherwise, regardless of the foreseeability of those damages or of any advice or notice given to Cointelli or its licensors and suppliers arising out of or in connection with your use of the Service. This limitation shall apply regardless of whether the damages arise out of breach of contract, tort, or any other legal theory or form of action. You agree that this limitation of liability represents a reasonable allocation of risk and is a fundamental element of the basis of the bargain between Cointelli and you. The Service would not be provided without such limitations.

 

XII. APPLICATION OF DISCLAIMERS 

Some states do not allow limitations on implied warranties or the exclusion or limitation of certain damages. If these laws apply to you, some or all of the above disclaimers, exclusions or limitations may not apply to you, and you might have additional rights. Cointelli’s licensors and suppliers are intended third-party beneficiaries of these disclaimers, waivers, and limitations. No advice or information, whether oral or written, obtained by you through the Service or otherwise shall alter any of the disclaimers or limitations stated in this section. 

 

XIII. ASSUMPTION OF RISK; INDEMNITY BY YOU

YOU KNOWINGLY AND EXPRESSLY AGREE THAT USE OF THE SERVICE IS AT YOUR OWN RISK. YOU, ON BEHALF OF YOURSELF, YOUR PERSONAL REPRESENTATIVES, AND YOUR HEIRS, VOLUNTARILY AGREE TO RELEASE, WAIVE, DISCHARGE, HOLD HARMLESS, DEFEND AND INDEMNIFY COINTELLI AND ITS OWNERS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES, CONSULTANTS, REPRESENTATIVES, SUBLICENSEES, SUCCESSORS, AND ASSIGNS FROM ANY AND ALL CLAIMS, ACTIONS, OR LOSSES FOR BODILY INJURY, PROPERTY DAMAGE, WRONGFUL DEATH, EMOTIONAL DISTRESS, LOSS OF PRIVACY, OR OTHER DAMAGES OR HARM, WHETHER TO YOU OR TO THIRD PARTIES, THAT MAY RESULT FROM YOUR USE OF THE SERVICE.  

 

XIV. TERMINATION 

This Agreement is effective until terminated. You agree that Cointelli, in its sole discretion, may terminate your Account and your use of the Service, and may remove and delete your Content, if we believe you have violated or acted inconsistently with these Terms of Service or for any other reason. Cointelli may also, in its sole discretion and at any time, terminate this Agreement or discontinue providing the Service, or any part thereof, with or without notice. You agree that Cointelli will not be liable to you or any third-party for any termination of access to the Service. If you wish to terminate this Agreement, you should stop using the Service. Sections regarding dispute resolution, refunds, limited warranties and disclaimer of warranties, limitation of liability, Third-Party Services, intellectual property, prohibited uses, indemnification, and miscellaneous terms will survive any termination. 

 

XV. INTELLECTUAL PROPERTY

Cointelli and/or its licensors own all right, title, and interest in and to its websites, products, and Service and all related technology and intellectual property and proprietary content, including all related copyrights and trademarks. Subject to your compliance with this Agreement and all applicable laws, Cointelli grants you a limited, revocable, non-exclusive, non-sublicensable, non-transferable license to access and use the Service solely in accordance with the Agreement for your personal use and as intended by Service. No part of the Service may be reproduced, duplicated, copied, modified, sold, resold, distributed, transmitted, or otherwise exploited for any commercial purpose without the prior express written consent of Cointelli. All rights not expressly granted in this Agreement are reserved by Cointelli. Your rights under this section will immediately terminate if, in the sole judgment of Cointelli, you have breached any provision of this Agreement. You represent and warrant that, when using the Service, you will obey all applicable laws and respect the intellectual property rights of others. Your use of the Service is at all times governed by and subject to copyright and other intellectual property laws. You agree not to upload, post, transmit, display, perform, or distribute any content, information, or other materials in violation of any third party's copyrights, trademarks, or other intellectual property or proprietary rights. Cointelli and its name, trade names, and logos (collectively, the "Cointelli Marks") are trademarks of Cointelli. Neither your use of the Service nor this Agreement grant you any right, title, or interest in, or any license to reproduce or otherwise use, the Cointelli Marks. All content and other materials available through the Service, including without limitation the Cointelli logo, design, text, graphics, and other files, and their selection, arrangement, and organization, are either owned by Cointelli or are the property of Cointelli’s licensors and suppliers. Except as explicitly provided, neither your use of the Service nor this Agreement grant you any right, title, or interest in any such materials. You will remain the owner of your Content, provided that by using the Service, you grant to Cointelli a worldwide, non-exclusive, transferable, sub-licensable, royalty-free, irrevocable license to copy, publish, edit, and display your Content, such as any reviews about us, in any media, including in relation to the Service, including for marketing Cointelli and the Service.

 

XVI. THIRD PARTY SERVICES

Third-party tax advisors, content, products, materials, information, websites, and services (“Third-Party Service(s)”) may be available via or linked from the Service. Third parties are exclusively responsible for their own Third-Party Services, regardless of whether Third-Party Services are linked from, referenced in, or made available by Cointelli. Cointelli does not represent that any Third-Party Services will be available, reliable, error free, or the best offer, or satisfy your expectations. We are not responsible for examining the content or accuracy of, and we will have no liability or responsibility for, any Third-Party Services. We are not liable for any harm or damages related to the purchase or use of or transactions related to Third-Party Services. Complaints or questions regarding Third-Party Services should be directed to the respective third-party. Third parties may have their own terms and privacy policies, and you should review the same before using Third-Party Services. Cointelli expressly disclaims all representations and warranties, express and implied, including implied warranties of fitness, merchantability, non-infringement, and course of dealing, arising from or related to Third-Party Services. Company will not be liable or responsible for any direct, indirect, consequential, punitive, or other damages or loss arising from or related to Third-Party Services. You hereby release Company and its owners, employees, and agents from any and all claims, damages, and loss of every kind and nature arising out of or related to Third-Party Services. 

 

XVII. CONSENT TO RECEIVE ELECTRONIC COMMUNICATIONS FROM COINTELLI

By registering for the Service and providing your name, email, postal or residential address, and/or phone number through the Service, you expressly consent to receive electronic communications from Cointelli, over the short term and periodically, including email communications. These communications will be about the Service, new product offers, promotions, and other matters. You may opt out of receiving electronic communications at any time by following the unsubscribe instructions contained in each communication or changing your subscription settings on our Settings page. You agree that these electronic communications satisfy any legal requirements that communications or notices to you be in writing.

 

XVIII. CHANGES TO THE TERMS AND PRIVACY POLICY

Internet technology and the applicable laws, rules, and regulations change frequently. Cointelli reserves the right to change this Agreement and its Privacy Policy at any time upon notice to you (including by posting a new version on the Cointelli website or sending you a change notice). It is your responsibility to review this Agreement and the Privacy Policy periodically. If at any time you find either this Agreement or the Privacy Policy unacceptable, you must immediately cease accessing Service. Unless Cointelli obtains your express consent or as required by law, any revised Privacy Policy will apply only to information collected by Cointelli after the revised Privacy Policy takes effect, and not to information collected under any earlier versions of the Privacy Policy.

 

XIX. GENERAL TERMS

a. Entire Agreement. This Agreement constitutes the entire agreement between Cointelli and you concerning your use of the Service.

b. Partial Invalidity. Should any part of this Agreement be declared invalid, void, or unenforceable by a Court of Competent Jurisdiction, such decision shall not affect the validity of any remaining portion of this Agreement, which shall remain in full force and effect, and the parties acknowledge and agree that they would have executed the remaining portion without including the part so declared by a Court of Competent Jurisdiction to be invalid, void, or unenforceable.

c. Amendments. This Agreement may only be modified by a written amendment signed by an authorized executive of Cointelli, or by the unilateral amendment of this Agreement by Cointelli along with the posting by Cointelli of that amended version.

d. No Waiver. A waiver by either party of any term or condition of this Agreement, or any breach, in any one instance, will not waive that term or condition or any later breach.

e. Assignment. This Agreement and all your rights and obligations under it will not be assignable or transferable by you without the prior written consent of Cointelli. This Agreement will be binding upon and will inure to the benefit of the parties, their successors, and permitted assigns.

f. Independent Contractors. Cointelli is an independent contractor, and no agency, partnership, joint venture, or employee-employer relationship is intended or created by this Agreement. Additionally, no fiduciary relationship has been created between you and Cointelli.

g. No Third-Party Beneficiaries. Except where expressly stated herein, there are no third-party beneficiaries to this Agreement.

h. Injunctive Relief. You acknowledge and agree that any actual or threatened breach of this Agreement or infringement of proprietary or other third-party rights by you would cause irreparable injury to Cointelli and Cointelli's licensors and suppliers and would therefore entitle Cointelli or Cointelli's licensors or suppliers, as the case may be, to injunctive relief.

i. Headings. The headings in this Agreement are for convenience only and shall have no legal or contractual effect.

 

XX. CONTACT INFORMATION

If you have feedback, or general questions, you may contact us at:
support@cointelli.com.

 

 

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