Cuverse Limited, Reg.-No. 76541636 7/F, MW Tower, 1 Bonham Strand, Sheung Wan, Hong Kong
Effective from: [DATE]
Effective from: [DATE]
Preamble
This Agreement governs the purchase of Mining Hardware from Cuverse and the related hosting services in Hosting Mode or Cloud Infrastructure Mode. Customers acquiring Service Packages (Virtual Mining, Mining Packages) without the purchase of physical equipment are subject to a separate Mining Service Agreement.(A) Cuverse. Cuverse Limited, Reg.-No. 76541636, is a limited liability company incorporated under the laws of Hong Kong, with its registered office at 7/F, MW Tower, 1 Bonham Strand, Sheung Wan, Hong Kong (“Cuverse”). Cuverse sells computing equipment (“Mining Hardware”) suitable for the mining of Bitcoin and other crypto-assets within the meaning of Art 3(1)(5) of Regulation (EU) 2023/1114 on markets in crypto-assets (MiCAR) (“Crypto Assets”), and provides corresponding hosting services in its own data centres.(B) Customer. The purchaser (the “Customer”) acquires Mining Hardware from Cuverse and concurrently instructs Cuverse to install and operate that equipment in a Cuverse data centre. Customers may be either B2B Customers or B2C Customers (consumers).(C) Hosting Modes. Cuverse offers the Customer two modes for the placement of Mining Hardware: Hosting Mode and Cloud Infrastructure Mode. Both modes constitute a single legal model — the sale of Mining Hardware combined with the provision of Hosting Services — but differ in their commercial parameters. The differences are set out in § 2(2). The Customer selects the mode at the time of placing the order, and the selected mode is recorded in the Order Specification.(D) Services. Cuverse provides the Customer with a comprehensive service: the sale of Mining Hardware, its installation and operation in a data centre, its connection to the Mining Pool selected by the Customer, technical maintenance, repair and support. For the avoidance of doubt, Cuverse does not provide crypto-asset services within the meaning of Art 3(1)(16) MiCAR, and in particular does not provide the service of custody and administration of crypto-assets within the meaning of Art 3(1)(17) MiCAR.(E) Platform. The website cuverse.com, the mobile applications, the dashboard and the related technical infrastructure (the “Platform”) are operated by a separate legal entity — Cuverse Technologies Limited, Reg.-No. 78270910, with its registered office at Unit 1603, 16/F, The L. Plaza, 367–375 Queen’s Road Central, Sheung Wan, Hong Kong (“Cuverse Technologies”). Use of the Platform is governed by separate Platform Terms of Use. Cuverse Technologies does not provide the Customer with services relating to mining, hosting or the sale of Mining Hardware.(F) Framework Agreement. These terms (the “Agreement”) constitute a framework agreement governing all purchases of Mining Hardware. Each individual purchase is recorded in an Order Specification. The Agreement is accepted by the Customer once, on the first purchase or upon registration of an Account.§ 1. Definitions
TermMeaning
AccountThe Customer’s user account on the Platform.
AgreementThis Mining Hardware Hosting Agreement.
B2B CustomerA Customer acquiring Mining Hardware for commercial purposes.
B2C CustomerA consumer Customer within the meaning of Art 2(1) Directive 2011/83/EU.
Cloud Infrastructure ModeThe mode for the placement of Mining Hardware with immediate activation from Cuverse’s existing fleet, extended warranties and fixed terms (see § 2(2)).
Crypto AssetsCrypto-assets within the meaning of Art 3(1)(5) MiCAR.
Customer WalletAn external Bitcoin wallet controlled exclusively by the Customer.
Custom PoolA mining pool connected on the basis of the Customer’s individual configuration.
CuverseCuverse Limited, Hong Kong.
Cuverse TechnologiesCuverse Technologies Limited, Hong Kong, the operator of the Platform.
Data CenterA data centre operated by Cuverse or its partners.
ECO ModeThe operating mode of Mining Hardware with a target uptime of 60% (Hosting Rate B).
Extended WarrantyAn additional warranty acquired by the Customer for an additional fee (see § 3(12)).
Hash RateThe computing power of Mining Hardware, expressed in TH/s.
Hosting FeeThe fee for hosting services calculated at the applicable Hosting Rate.
Hosting ModeThe mode for the placement of Mining Hardware involving the physical procurement and delivery of the device dedicated to the Customer, with baseline warranties and annual renewal terms (see § 2(2)).
Hosting Rate A / Hosting Rate BThe hosting rates set out in § 4(2).
Hosting ServicesThe hosting services set out in § 4(1).
Loyalty ProgramThe Cuverse loyalty programme governed by separate Loyalty Program Terms.
MAX ModeThe operating mode of Mining Hardware with a target uptime of 99.5% (Hosting Rate A).
Mining HardwareThe computing equipment acquired by the Customer from Cuverse.
Mining PoolA public mining pool to which Mining Hardware is connected.
Mining RewardsThe rewards generated by Mining Hardware and credited to the Customer Wallet.
Order SpecificationThe document recording the parameters of a specific purchase.
PlatformThe website, the mobile applications, the dashboard and the related infrastructure.
Purchase PriceThe purchase price of Mining Hardware.
Service PrepaymentThe Customer’s prepayment in respect of Hosting Services, see § 6(4).
Standard WarrantyThe baseline warranty included in the Purchase Price (see § 3(12)).
TermThe term during which Hosting Services are provided, see § 9(1).
US CustomerA Customer who is a U.S. resident, a U.S. citizen or a U.S. tax resident (see § 16).
§ 2. General
(1) Scope. Cuverse sells, and the Customer purchases, Mining Hardware on the website cuverse.com in one of two placement modes: Hosting Mode or Cloud Infrastructure Mode. In both cases, the Customer acquires title to the Mining Hardware and Cuverse installs, operates and maintains it in the Data Center for the duration of the Term.(2) Hosting Modes. The differences between Hosting Mode and Cloud Infrastructure Mode are set out in the table below:ParameterHosting ModeCloud Infrastructure Mode
Mining Hardware activationFollowing procurement of equipment dedicated to the Customer and its delivery to the Data CenterImmediate — allocation of a unit of equipment from Cuverse’s existing fleet
Term12 months36 months
Hosting Rate fix periodFor the duration of the current Term, with revision upon renewalFor the entire Term without revision
Standard Warranty12 months36 months
Extended Warranty options+12 / +24 months for an additional feeNot applicable (Standard Warranty is already 36 months)
Guaranteed MAX Mode uptimeNo less than 95% per calendar yearNo less than 99% per calendar year
Guaranteed ECO Mode uptimeNo less than 50% per calendar yearNo less than 60% per calendar year
§ 3. Purchase of Mining Hardware
(1) Mining Hardware. Cuverse offers a selection of equipment suitable for mining on the website. The Hash Rate, energy consumption and other characteristics of each device are set out on the relevant product page.(2) Conclusion. The display of Mining Hardware on the website constitutes an invitation to make offers (invitatio ad offerendum). The Customer submits an offer for the purchase of the selected Mining Hardware and the related Hosting Services by completing the required information, selecting the placement mode and confirming the order by clicking the “Buy” button or any analogous button.(3) Hosting Bundling. The Customer acknowledges that, with each purchase of Mining Hardware, the Customer agrees to the placement of the acquired equipment at a Cuverse Data Center in the selected mode.(4) Acceptance. Upon receipt of the Customer’s offer, Cuverse confirms acceptance by email or by other appropriate means. Cuverse provides the Customer with an Order Specification recording the parameters of the purchase.(5) Purchase Price. The purchase price of the Mining Hardware (the “Purchase Price”) is set out on the relevant product page on the website. The Purchase Price may vary depending on the selected placement mode and options. The Purchase Price includes delivery to the Data Center, the related customs duties and the costs of installation.(6) Advance Payment. The Customer pays the Purchase Price in full in the manner specified at the time of placing the order. Cuverse is not obliged to commence the provision of Hosting Services prior to full payment of the Purchase Price.(7) Payment Methods. The available methods of payment are set out on the website. As a general rule, payment may be made in USD, EUR, BTC, USDC or USDT, or by such other means as Cuverse may accept, at the exchange rate determined by Cuverse at the time of payment confirmation and displayed to the Customer prior to the confirmation of payment. The exchange rate is fixed for 15 minutes from the time of display.(8) Fees and Charges. In the case of a B2B Customer, all payment provider fees relating to the payment, return or refund of the Purchase Price are borne by the Customer.(9) Retention of Title. Title to the Mining Hardware is retained by Cuverse until the Purchase Price has been paid in full. Upon full payment, title passes to the Customer.(10) Sales Prohibition. The Customer shall not sell or otherwise dispose of the Mining Hardware during the Term without the prior written consent of Cuverse. Cuverse does not provide Hosting Services in respect of Mining Hardware sold by the Customer to third parties without such consent. Cuverse shall not unreasonably withhold such consent. In the event of a disposal without consent, Cuverse shall be entitled to terminate the provision of Hosting Services in respect of the disposed Mining Hardware.(11) VAT. The Customer is solely responsible for compliance with all applicable tax obligations in respect of VAT, accounting and tax reporting.(12) Warranty. Cuverse provides a warranty in respect of the Mining Hardware in accordance with the following rules:- Standard Warranty (Hosting Mode). Where Hosting Mode is selected, Cuverse provides a baseline warranty for a period of 12 (twelve) months from the date of installation of the Mining Hardware in the Data Center. The Standard Warranty is included in the Purchase Price.
- Standard Warranty (Cloud Infrastructure Mode). Where Cloud Infrastructure Mode is selected, Cuverse provides a baseline warranty for a period of 36 (thirty-six) months from the date of activation of the Mining Hardware. The Standard Warranty is included in the Purchase Price.
- Extended Warranty (Hosting Mode only). Where Hosting Mode is selected, the Customer may, at the time of placing the order, purchase an extended warranty (the “Extended Warranty”) for an additional period:
- Extended Warranty +12 months (total warranty period of 24 months);
- Extended Warranty +24 months (total warranty period of 36 months).
- The price of the Extended Warranty is set out on the relevant product page and is added to the Purchase Price. The Extended Warranty cannot be acquired after the order has been placed.
- Coverage. During the warranty period, Cuverse shall, at its own cost, repair or replace defective components of the Mining Hardware so as to ensure its effective operation, at no additional cost to the Customer. The warranty covers manufacturing defects and breakdowns arising from the normal operation of the Mining Hardware in Data Center conditions.
- Exclusions from Warranty. The warranty does not cover: (i) damage arising from force majeure (see § 13), including fires, floods, earthquakes, theft and other force majeure events; (ii) the natural decline in the performance of the Mining Hardware due to wear and tear and technological obsolescence; (iii) damage caused by the actions of the Customer or third parties; (iv) damage arising after the expiry of the warranty period.
- Repairs After Warranty Period. Following the expiry of the warranty period, the repair or replacement of defective components shall be carried out at the actual cost charged by Cuverse to the Customer.
- No Hash Rate Guarantee. No warranty is given as to any specific Hash Rate or any specific mining outcome.
§ 4. Hosting Services
(1) Hosting Services. Hosting Services include: (a) the receipt or allocation of Mining Hardware in the Data Center; (b) installation and connection; (c) the connection of the Mining Hardware to the Mining Pool selected by the Customer; (d) the provision of electricity and cooling; (e) 24/7 monitoring; (f) the repair and replacement of defective components during the warranty period (§ 3(12)).(2) Hosting Rates. Cuverse offers two hosting rates, distinguished by the target uptime of the Mining Hardware:- Hosting Rate A (MAX Mode) — the standard rate at a target uptime of 99.5%. The Mining Hardware operates continuously 24/7;
- Hosting Rate B (ECO Mode) — the alternative rate at a target uptime of 60%. The Mining Hardware operates only during periods of low load on the electricity grid.
- Hosting Mode. The Hosting Rate selected by the Customer is fixed for the duration of the current Term and may not be unilaterally changed by Cuverse. Upon the renewal of the Term, the Hosting Rates in effect at the time of renewal shall apply.
- Cloud Infrastructure Mode. The Hosting Rate selected by the Customer is fixed for the entire Term and may not be unilaterally changed by Cuverse during the Term.
- temporarily or permanently restrict the availability of ECO Mode at individual Data Centers if electricity market conditions render the mode commercially unviable;
- limit the number of new ECO Mode orders;
- suspend the acceptance of new Customers in ECO Mode upon reaching capacity limits;
- offer Customers in ECO Mode the option to switch to MAX Mode where the continued provision of services in ECO Mode is no longer possible, with no less than 30 days’ prior notice.
§ 5. Mining Pool and Mining Rewards
(1) Pool Selection. The Customer’s Mining Hardware is connected to the Mining Pool selected by the Customer from among the pools supported by Cuverse. F2Pool is offered as the default. The Customer may change the pool selection both at the time of purchase and at any time during the Term, subject to the limitations set out in § 5(3).(2) Custom Pool. The Customer may also connect a Custom Pool that is not among the pools supported by default. The connection of a Custom Pool is governed by a separate Custom Pool Addendum.(3) Pool Switching. Each switch between supported pools is followed by a 72-hour cooldown period during which a further switch is not available.(4) Mining Rewards Flow. Mining Rewards generated by the Customer’s Mining Hardware are transferred directly from the Mining Pool to the Customer Wallet, which is controlled exclusively by the Customer. At no time does Cuverse have access to the Customer’s Mining Rewards, hold, control or manage them. Cuverse does not have access to the Customer’s private keys and does not provide the service of custody or administration of crypto-assets within the meaning of Art 3(1)(17) MiCAR.(5) Customer Wallet Requirement. The Customer shall provide a valid Customer Wallet prior to the commencement of operation of the Mining Hardware. Without a valid Customer Wallet, the Mining Hardware will not be connected to a Mining Pool. The Customer is solely responsible for the accuracy of the address provided, the security of the private keys and the storage of the Mining Rewards received.(6) Pool Fees. The Mining Pool may charge its own fees. Such fees are set by the Mining Pool, are outside Cuverse’s control and may reduce the actual amount of Mining Rewards.§ 6. Account, Service Prepayment, and Billing
(1) Account. In order to acquire Mining Hardware and use the Hosting Services, the Customer is required to register and create an Account. The creation and use of the Account, and access to the Platform and the dashboard, are governed by separate Platform Terms of Use entered into with Cuverse Technologies.(2) Eligibility. In order to create an Account and enter into this Agreement, the Customer must satisfy the following criteria:- be at least 18 years of age;
- have the legal capacity to enter into legally binding contracts;
- complete the registration procedure by providing accurate and complete information;
- accept this Agreement, the Platform Terms of Use, the Privacy Policy and the Risk Disclosure Statement;
- provide a valid Customer Wallet controlled exclusively by the Customer;
- acquire Mining Hardware in their own name and on their own account;
- not be a resident of a jurisdiction or state in respect of which sanctions or restrictions apply that render the provision of Hosting Services impossible; the full list of such jurisdictions and states is maintained by Cuverse in the Acceptable Use Policy.
§ 7. Service Levels (SLA)
(1) General Principle. Cuverse uses commercially reasonable efforts to ensure the high availability of the Mining Hardware. The service may be interrupted as a result of scheduled maintenance work, unforeseen technical issues, electricity supply restrictions or external factors.(2) Uptime Targets. The target uptime levels of the Mining Hardware are:Operating ModeHosting Mode (target)Cloud Infrastructure Mode (target)
MAX Mode (Hosting Rate A)99.5%99.5%
ECO Mode (Hosting Rate B)60%65%
Operating ModeHosting Mode (minimum)Cloud Infrastructure Mode (minimum)
MAX Mode (Hosting Rate A)95%99%
ECO Mode (Hosting Rate B)50%60%
§ 8. Loyalty Program
(1) Participation. Cuverse offers a loyalty programme (the “Loyalty Program”), participation in which is granted automatically to all Customers with a valid Account, save for Customers excluded from the programme in accordance with the Loyalty Program Terms. The Loyalty Program applies equally to both placement modes, as well as to the products governed by the Mining Service Agreement.(2) Loyalty Program Terms. The terms of participation in the Loyalty Program are set out in a separate document, the Loyalty Program Terms, published on the website.(3) Application of Loyalty Benefits. Loyalty Program discounts are applied automatically to the Purchase Price. Cashback accrued upon the debiting of Hosting Fees is credited in the form of Loyalty Points.(4) Use of Loyalty Points. Loyalty Points may be used by the Customer for the payment of the Purchase Price and for the payment of Hosting Fees.(5) Modification of Loyalty Program. Cuverse reserves the right to unilaterally amend the terms of the Loyalty Program in accordance with the Loyalty Program Terms.§ 9. Term, Termination, and Hardware Disposition
(1) Term. The Hosting Services commence upon the installation or activation of the Mining Hardware in the Data Center and continue for a period of:- 12 (twelve) months in Hosting Mode;
- 36 (thirty-six) months in Cloud Infrastructure Mode,
- mining using the Customer’s Mining Hardware fails to be profitable for a continuous period of more than 3 (three) months;
- the Data Center operator terminates its agreement with Cuverse or becomes unable to provide the agreed services;
- applicable laws and regulations change in such a way that the operation of the Mining Hardware and the provision of the Hosting Services can no longer be carried on in compliance with the law;
- Cuverse ceases the provision of services in the operating mode selected by the Customer (ECO Mode) pursuant to § 4(5), and the Customer declines to switch to the alternative mode;
- one of the Parties commits a material breach of its obligations and fails to remedy the breach within 30 days of receipt of written notice;
- insolvency proceedings are commenced in respect of one of the Parties.
- Mid-Term Buyback — the buyback by Cuverse of the Customer’s Mining Hardware prior to the end of the Term;
- Mid-Term Exchange — the exchange of the current Mining Hardware for new equipment under a new Order Specification;
- Mid-Term Shipping — the early shipping of the Mining Hardware to the Customer, which simultaneously constitutes early termination of the Hosting Services.
- Shipping — the shipping of the Mining Hardware to the Customer’s address;
- Cuverse Right of First Refusal — the buyback of the Mining Hardware by Cuverse at the price proposed;
- Exchange — the exchange of the Mining Hardware for new equipment on the terms proposed;
- Extension — the extension of the Hosting Services for an additional period on the terms proposed.
- Storage Initiation. Where Mining Hardware is transferred to storage pursuant to § 9(5), Cuverse shall notify the Customer of the transfer, the date of commencement of storage and the applicable timelines.
- Storage Fees. The cost of storage is USD 4.95 per unit of equipment per day and is borne by the Customer.
- Pickup or Disposition. Within 90 (ninety) days from the commencement of storage, the Customer shall collect the Mining Hardware at the Customer’s own cost or agree with Cuverse one of the options pursuant to § 9(6).
- Disposal of Uncollected Hardware. If the Mining Hardware is not collected within 180 days from the commencement of storage notwithstanding no fewer than 3 (three) notices having been given to the Customer (at the commencement of storage, on the expiry of 90 days, and 30 days before disposal), Cuverse shall be entitled, at its option, to: (a) sell the Mining Hardware on the open market and remit the proceeds, less the accrued Storage Fees and the costs of sale, to the Customer; or (b) where a sale is not possible, dispose of the equipment. The Customer expressly consents to such actions by accepting this Agreement.
- Outstanding Storage Fees. Accrued storage fees are payable by the Customer regardless of the option selected.
§ 10. Risk Disclosure
A detailed disclosure of risks is set out in a separate document, the Risk Disclosure Statement, which forms an integral part of this Agreement. By accepting this Agreement, the Customer confirms that the Customer has reviewed the Risk Disclosure Statement.In particular, the Customer acknowledges:(1) No Custody. Cuverse does not provide crypto-asset services within the meaning of MiCAR. Customers are solely responsible for the custody of their crypto-assets.(2) Volatility. Crypto-asset markets are highly volatile. Cuverse does not guarantee any form of profit.(3) Mining Difficulty. Mining difficulty may increase, reducing the volume of crypto-assets mined.(4) Regulatory Risk. Changes in applicable laws may affect the operation of the Mining Hardware.(5) Blockchain Risks. Mining is dependent on the functioning of the underlying blockchain network.(6) Pool Risks. The Customer bears the risks associated with the Mining Pool selected by the Customer.(7) No Profit Guarantee. Cuverse does not guarantee any profit from the operation of the Mining Hardware.§ 11. Liability
(1) General Liability. Cuverse is liable only for losses caused intentionally or by gross negligence. Liability for slight negligence is excluded, save in cases of breach of material contractual obligations (cardinal obligations), in which case Cuverse’s liability is limited to the typical, foreseeable damage. The provisions of this paragraph do not affect mandatory consumer protection rules applicable to B2C Customers under the law of their place of residence. Cuverse’s liability is capped at the amount of the Purchase Price paid by the Customer under the relevant Order Specification.(2) Indirect Damages. Cuverse is not liable for any indirect, incidental or consequential damages, including loss of profit.(3) Third Parties. Cuverse is not liable for the actions of Mining Pool operators, Mining Hardware manufacturers and payment providers.(4) Personal Injury. The exclusions and limitations of liability do not apply to cases of injury to life, health or physical integrity.§ 12. Insurance
Cuverse is not the owner of the Data Centers in which the Mining Hardware is placed — the Data Centers are operated by partner operators. Accordingly, Cuverse does not procure or maintain insurance cover for buildings, infrastructure or property of the Data Centers in its own name. In selecting partner Data Centers, Cuverse uses reasonable efforts to confirm that the operators hold standard property insurance covering typical risks (fire, natural disasters); however, Cuverse does not guarantee the existence, scope or continuity of such insurance.Cuverse does not provide individual insurance cover for the Customer’s Mining Hardware. The risks of theft, fire, flood, earthquake and other force majeure events fall within force majeure (§ 13) and are not covered by either the Standard Warranty or the Extended Warranty. The Customer is responsible for managing such risks itself and may, where appropriate, procure insurance cover through third parties.§ 13. Force Majeure
Cuverse is not liable for any failure to perform its obligations as a result of circumstances beyond its reasonable control, including natural disasters, acts of war, acts of terrorism, strikes, electricity supply outages, acts of governmental authorities, unforeseen and material changes in blockchain protocols which objectively render the continuation of mining on the affected blockchain impossible or commercially unviable, and epidemics. In the event of force majeure, Cuverse shall notify the Customer within 15 days. If the circumstances continue for more than 30 days, each Party shall be entitled to terminate the Agreement.§ 14. Confidentiality and Data Protection
The Parties undertake to keep confidential all confidential information. The processing of the Customer’s personal data is carried out in accordance with the Privacy Policy.§ 15. Governing Law and Jurisdiction
(1) Governing Law. This Agreement is governed by the substantive law of Hong Kong, without regard to its rules of private international law.(2) Venue. Any disputes shall be subject to the exclusive jurisdiction of the competent court of Hong Kong. In the case of B2C Customers, this shall apply only to the extent that it does not contradict mandatory consumer protection rules on jurisdiction.(3) Special Rules for US Customers. In respect of US Customers, the provisions of this § 15 apply subject to the additional rules set out in § 16.§ 16. US Customer Provisions
This § 16 applies exclusively to Customers who are U.S. residents, U.S. citizens or U.S. tax residents (the “US Customers”), and supplements, and to the extent expressly stated replaces, the corresponding provisions of this Agreement.(1) Scope and Eligibility for US Customers. Cuverse makes available to US Customers the option to acquire Mining Hardware in Hosting Mode and Cloud Infrastructure Mode, provided that the US Customer is not a resident of a state excluded from service under the Acceptable Use Policy. The products governed by the Mining Service Agreement (Service Packages, Virtual Mining) are not offered to US Customers.(2) US Customer Representations. By accepting this Agreement, a US Customer further represents and warrants the following:- the Customer is not a person included on the Specially Designated Nationals and Blocked Persons List maintained by the U.S. Department of the Treasury Office of Foreign Assets Control (“OFAC”), or on any other applicable U.S. sanctions list;
- the Customer is not a resident of a jurisdiction subject to comprehensive U.S. sanctions (including, without limitation, Cuba, Iran, North Korea, Syria and the occupied territories of Ukraine);
- the Customer is not acquiring Mining Hardware for the purpose of transfer to a person subject to U.S. sanctions;
- the Customer will comply with all applicable U.S. federal laws, including export control, sanctions and anti-money laundering legislation.
- under current Internal Revenue Service (IRS) guidance, Mining Rewards are treated as ordinary income at the time of receipt, at fair market value at the time of receipt;
- Mining Rewards may also be subject to capital gains taxation upon their subsequent sale or exchange;
- the US Customer is solely responsible for the determination, reporting and payment of all applicable federal, state and local taxes;
- Cuverse does not provide tax advice, and the US Customer is strongly advised to consult a qualified tax adviser prior to acquiring Mining Hardware.
- Seat of Arbitration. The seat of arbitration is the city of Wilmington, Delaware, USA, unless the Parties agree otherwise in writing. The arbitration may be conducted by videoconference at the request of the US Customer.
- Number of Arbitrators. The arbitration shall be conducted by a sole arbitrator.
- Language. The language of the arbitration shall be English.
- Confidentiality. The arbitration proceedings and their outcome are confidential, save where disclosure is required by applicable law.
- Injunctive Relief Exception. Either Party may apply to a competent court for injunctive relief to protect its intellectual property rights or confidential information.
- Enforcement. The arbitrator’s award is final and binding and may be enforced in any court of competent jurisdiction in accordance with the Federal Arbitration Act, 9 U.S.C. § 1 et seq.