Effective Date: March 26, 2017
Welcome to CrossCompute! Please read this Terms of Service agreement carefully before accessing or using CrossCompute.
The “Service” refers to the applications, software, products, and services provided by CrossCompute.
The “Website” refers to CrossCompute’s website located at https://crosscompute.com and all content, services, and products provided by CrossCompute at or through the Website.
“The User,” “You,” and “Your” refer to the individual person, company, or organization that has visited or is using the Website or Service; that accesses or uses any part of the account; or that directs the use of the account in the performance of its functions. A User must be at least 13 years of age. Special terms may apply for business or government accounts (See Additional Terms).
“CrossCompute,” “We,” and “Us” refer to CrossCompute, Inc., as well as our affiliates, directors, subsidiaries, contractors, licensors, officers, agents, and employees.
“Content” refers to content featured or displayed through the Website, including without limitation text, data, articles, images, photographs, graphics, software, applications, designs, features, and other materials that are available on the Website or otherwise available through the Service. “Content” also includes Services. “User-Generated Content” is Content, written or otherwise, created or uploaded by our Users.
EXCEPT IF YOU OPT-OUT AND EXCEPT FOR CERTAIN TYPES OF DISPUTES DESCRIBED IN THE ARBITRATION SECTION BELOW, YOU AGREE THAT DISPUTES BETWEEN YOU AND CROSSCOMPUTE WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION AND YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.
You must provide a valid email address in order to complete the signup process. Any other information requested, such as your real name, is optional, unless you are accepting these terms on behalf of a legal entity (in which case we need more information about the legal entity) or if you purchase credits, in which case additional information will be necessary for billing purposes.
You must be a human to create an account. Accounts registered by “bots” or other automated methods are not permitted.
One person or legal entity may maintain no more than one free account.
You must be age 13 or older. CrossCompute does not target our Service to children under 13, and we do not permit any Users under 13 on our Service. If we learn of any User under the age of 13, we will terminate that User’s account immediately. If you are a resident of a country outside the United States, your country’s minimum age may be older; in such a case, you are responsible for complying with your country’s laws.
Your login may only be used by one person - i.e., a single login may not be shared by multiple people.
You shall not: (i) select or use as a username a name of another person with the intent to impersonate that person; (ii) use as a username a name subject to any rights of a person other than you without appropriate authorization; or (iii) use, as a username, a name that is otherwise offensive, vulgar or obscene.
You are responsible for keeping your account secure while you use our Service.
You are responsible for all content posted and activity that occurs under your account (even when content is posted by others who have accounts under your account).
You are responsible for maintaining the security of your account and password. CrossCompute cannot and will not be liable for any loss or damage from your failure to comply with this security obligation.
You will promptly notify CrossCompute if you become aware of any unauthorized use of, or access to, our Service through your account, including any unauthorized use of your password or account.
In some situations, third parties' terms may apply to your use of CrossCompute. For example, you may be a member of an organization on CrossCompute with its own terms or license agreements. Please be aware that while these Terms are our full agreement with you, other parties' terms govern their relationships with you.
If you are a government User or otherwise accessing or using any CrossCompute Service in a government capacity, this Government Amendment to CrossCompute Terms of Service applies to you, and you agree to its provisions.
Your use of the Website and Service must not violate any applicable laws, including copyright or trademark laws, export control laws, or other laws in your jurisdiction. You are responsible for making sure that your use of the Service is in compliance with laws and any applicable regulations.
You agree that you will not under any circumstances transmit, distribute, post, store, link, or otherwise traffic in Content, information, software, or materials on or through the Service that
While using CrossCompute, you agree that you will not under any circumstances:
You shall not (directly or indirectly): (i) decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Service (including without limitation any application), except to the limited extent applicable laws specifically prohibit such restriction, (ii) modify, translate, or otherwise create derivative works of any part of the Service, or (iii) copy, rent, lease, distribute, or otherwise transfer any of the rights that you receive hereunder. You shall abide by all applicable local, state, national and international laws and regulations.
We reserve the right to access, read, preserve, and disclose any information as we reasonably believe is necessary to (i) satisfy any applicable law, regulation, legal process or governmental request, (ii) enforce these Terms of Service, including investigation of potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to user support requests, or (v) protect the rights, property or safety of us, our users and the public.
You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service without CrossCompute’s express written permission.
Misuse of CrossCompute Users' Personal Information is prohibited.
If we determine your bandwidth usage to be significantly excessive in relation to other CrossCompute customers, we reserve the right to suspend your account or throttle your file hosting until you can reduce your bandwidth consumption.
You agree not to engage in activity that significantly harms our Users. We will resolve disputes in favor of protecting our Users as a whole.
In using the Service, Users must comply with, and refrain from violations of, any right of any other person, entity, law, or contractual duty, including without limitation the laws of the United States and the laws of New York, and including without limitation those laws forbidding: (a) distribution of child pornography, (b) forgery, identity theft, misdirection or interference with electronic communications, © invasion of privacy, (d) unlawful sending of commercial electronic messages or other marketing or electronic communications, (e) collection of excessive user data from children, or other improper data collection activities, (f) securities violations, wire fraud, money laundering, or terrorist activities, or (f) false advertising, propagating or profiting from frauds and unfair schemes. Users will also comply with the affirmative requirements of law governing use of the Service, including but not limited to: (i) disclosure requirements, including those regarding notification of security breaches, (ii) records maintenance for regulated industries, and (iii) financial institution safeguards.
Users shall not use any method to circumvent the provisions of these Terms of Service, or to obtain Service in excess of those for which they contract with CrossCompute. Users shall not use any mechanism to exceed the amount of resources assigned to them through the Service, or to conceal such activities.
Users may not use the Service to distribute, receive communications or data gleaned from, or execute any action directed by any type of injurious code, including but not limited to: (i) trojans, (ii) key loggers, (iii) viruses, (iv) malware, (v) botnets, (vi) denial of service attacks, (vii) flood or mail bombs, (viii) logic bombs, or (ix) other actions which CrossCompute reserves the sole right to determine to be malicious in intent.
Users shall not send bulk email utilizing their resources on the Service unless they maintain a double-authorized list of subscribed members including IP addresses and relevant contact information, along with following guidelines for including removal links with all sent emails according to the such legislation. Users shall comply with all laws regarding the sending of commercial electronic messages or other marketing or electronic communications. Users are forbidden from taking any action that would result in their IP addresses, or any IP address associated with CrossCompute or other Users, being placed on the Spamhaus.org blacklist. CrossCompute reserves the sole and absolute right to determine whether an email violation has occurred.
Users may not use the Service in a manner that would violate the lawful privacy rights of any person, or to publish or republish defamatory or libelous statements, or to harass or embarrass, which shall be determined in CrossCompute’s sole and absolute discretion.
Users may not use the Service in violation of the copyrights, trademarks, patents or trade secrets of third parties, nor shall they utilize the Service to publish such materials in a manner that would expose them to public view in violation of the law. The provisions of the Digital Millennium Copyright Act of 1998 (as required under 17 U.S.C. §512) and all other applicable international trademark, copyright, patent or other intellectual property laws will apply to issues presented by allegations of copyright violations by third parties. CrossCompute will, in appropriate circumstances, terminate the accounts of repeat violators. If a third party believes that a User of CrossCompute is violating its intellectual property rights, it should notify us by email at firstname.lastname@example.org. A notification should include information reasonably sufficient to permit CrossCompute to locate the allegedly infringing material, such as the IP address or URL of the specific online location where the alleged infringement is occurring. Please see our Copyright Infringement and DMCA Policy.
User shall comply with all applicable export and import control laws and regulations in its use of the Service, and, in particular, User shall not utilize the Service to export or re-export data or software without all required United States and foreign government licenses. User assumes full legal responsibility for any access and use of the Service from outside the United States, with full understanding that the same may constitute export of technology and technical data that may implicate export regulations and/or require export license. Should such a license be required, it shall be User’s responsibility to obtain the same, at User’s sole cost and expense, and in the event of any breach of this duty resulting in legal claims against CrossCompute, User shall defend, indemnify and hold CrossCompute harmless from all claims and damages arising therefrom.
Users are responsible for the acts of others utilizing their access to the Service, and will be held responsible for violations of the Service by their sub-users or persons who gain access to the Service using the User’s access codes. Any activity that a User is prohibited from performing by these Terms of Service is equally prohibited to anyone using the access to the Service of the User.
Users shall utilize proper security protocols, such as setting strong passwords and access control mechanisms, safeguarding access to all logins and passwords.
Users shall notify CrossCompute if and when they learn of any security breaches regarding the Service, and shall aid in any investigation or legal action that is taken by authorities and/or CrossCompute to cure the security breach.
You may create User-Generated Content while using the Service. You are solely responsible for the content of, and any harm resulting from, any User-Generated Content that you post, upload, link to or otherwise make available via the Service, regardless of the form of that Content. We are not responsible for any public display or misuse of your User-Generated Content.
You retain ownership of and responsibility for Content you create. If you’re posting anything you did not create yourself, you agree that you will only submit Content that you have the right to post, and you will fully comply with any third party licenses relating to Content you post.
We do not pre-screen User-Generated Content, but we have the right (though not the obligation) to refuse or remove any User-Generated Content that, in our sole discretion, violates any CrossCompute terms or policies.
Your Content belongs to you, and you are responsible for Content you post even if it does not belong to you. However, we need the legal right to do things like host it, publish it, and share it. You grant us and our legal successors the right to store, display, and execute your Content, charge users to execute your Content, and make incidental copies as necessary to render the Website and provide the Service.
That means you’re giving us the right to do things like reproduce your content (so we can do things like copy it to our database and make backups); display it (so we can do things like show it to you and other users); modify it (so our server can do things like parse it into a search index); distribute it (so we can do things like share it with other users); execute it (when it has code like a notebook or tool); and perform it (when your content is something like music or video).
By submitting Your Content to the Website, excluding privately transmitted User Content, you hereby do and shall grant us a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, fully paid, sublicensable and transferable license to use, aggregate, reproduce, distribute, prepare derivative works of, display, perform, and otherwise fully exploit such User Content in connection with the Website, the Service and our (and our successors' and assigns') businesses, including without limitation for promoting and redistributing part or all of the Website or the Service (and derivative works thereof) in any media formats and through any media channels (including, without limitation, third party websites and feeds), and including after your termination of your Account or the Service.
Any Content you post that is not Secret, including notebooks, tools, and results, may be viewed by others. By setting your Content to be not Secret, you agree to allow others to view and execute it (this means that others may make their own copies of your Content).
If you set your notebooks, tools, and results to be not Secret, you grant each User of CrossCompute a nonexclusive, worldwide license to access your Content through the CrossCompute Service, and to use, display, execute, and perform your Content, and to reproduce your Content solely on CrossCompute as permitted through CrossCompute’s functionality. You may grant further rights if you adopt a license.
You also hereby do and shall grant each user of the Website and/or the Service a non-exclusive, perpetual license to access any of your User Content that is available to such user on the Website, and to use, reproduce, distribute, prepare derivative works of, display and perform such User Content, including after your termination of your Account or the Service. By submitting any User Content to the Service other than on the Website, you hereby do and shall grant us a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, fully paid, sublicensable and transferable license to use, aggregate, reproduce, distribute, prepare derivative works of, display, and perform such User Content solely for the purpose of providing the Service. For clarity, the foregoing licenses granted to us and our users does not affect your other ownership or license rights in your User Content, including the right to grant additional licenses to your User Content, unless otherwise agreed in writing. You represent and warrant that you have all rights to grant such licenses to us without infringement or violation of any third party rights, including without limitation, any privacy rights, publicity rights, copyrights, trademarks, contract rights, or any other intellectual property or proprietary rights.
You retain all moral rights to Content you upload, publish, or submit to any part of the Service, including the rights of integrity and attribution. However, you waive these rights and agree not to assert them against us, to enable us to reasonably exercise the rights granted in the License Grant to Us, but not otherwise. You understand that you will not receive any payment for any of the rights granted in this Section.
To the extent such an agreement is not enforceable by applicable law, you grant CrossCompute a limited, worldwide, non-exclusive, royalty-free, fully paid up right to (1) use the Content without attribution strictly as necessary to render the Website and provide the Service; and (2) make reasonable adaptations of the Content as provided in this Section. We need these rights to allow basic functions like search to work.
Users may have Secret Content, which allow the User to control access to Content. CrossCompute employees only access Secret Content when access is required for security or maintenance or for support reasons, and then only with the consent of the content owner. Because we respect your privacy in Secret Content, you must respect the Terms of Service in your Secret Content. If we have reason to believe the Secret Content is in violation of the law or of these Terms, we have the right to remove them.
The Service may permit you to link to other websites, services or resources on the Internet, and other websites, services or resources may contain links to the Service. When you access third party resources on the Internet, you do so at your own risk. These other resources are not under our control, and you acknowledge that we are not responsible or liable for the content, functions, accuracy, legality, appropriateness or any other aspect of such websites or resources. The inclusion of any such link does not imply our endorsement or any association between us and their operators. You further acknowledge and agree that we shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such website or resource. It is your responsibility to protect your system from such items as viruses, worms, Trojan horses and other items of a destructive nature.
If you believe that content on our website violates your copyright, please contact us in accordance with our Digital Millennium Copyright Act Policy. If you are a copyright owner and you believe that content on CrossCompute violates your rights, please contact us by emailing email@example.com. There may be legal consequences for sending a false or frivolous takedown notice. Before sending a takedown request, you must consider legal uses such as fair use and licensed uses.
We will terminate the accounts of repeat infringers of this policy.
You may not use, frame or utilize framing techniques to enclose any CrossCompute trademark, logo or other proprietary information, including the images found at the Website, the content of any text or the layout/design of any page or form contained on a page without CrossCompute’s express written consent. Except as noted above, you are not conveyed any right or license by implication, estoppel, or otherwise in or under any patent, trademark, copyright, or proprietary right of CrossCompute or any third party.
You understand and agree that CrossCompute is not liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to damages for loss of profits, goodwill, use, data or other intangible losses (even if CrossCompute has been advised of the possibility of such damages), resulting from your use of the API or third-party products that access data via the API.
Abuse or excessively frequent requests to CrossCompute via the API may result in the temporary or permanent suspension of your account’s access to the API. CrossCompute, in our sole discretion, will determine abuse or excessive usage of the API. We will make a reasonable attempt to warn you via email prior to suspension.
You may not share API tokens to exceed CrossCompute’s rate limitations.
You may not use the API to download data or Content from CrossCompute for spamming purposes, including for the purposes of selling CrossCompute users' personal information, such as to recruiters, headhunters, and job boards.
We reserve the right at any time to modify or discontinue, temporarily or permanently, your access to the API or any part of it with or without notice.
CrossCompute notebooks and tools are intended to host Content. You may include static images, links, and promotional text in the README documents associated with your notebooks and tools, but they must be related to the project you are hosting on CrossCompute.
Advertising Content, like all Content, must not violate the law or these Terms of Service, for example through excessive bulk activity such as spamming. We reserve the right to remove any advertisements that, in our sole discretion, violate any CrossCompute terms or policies.
We use third-party payment processors to bill you through a payment account linked to your Account on the Service for use of the paid Service. The processing of payments may be subject to the terms, conditions and privacy policies of the Payment Processors in addition to this Agreement. We are not responsible for error by the Payment Processors. By choosing to use paid Service, you agree to pay us, through the Payment Processors, all charges at the prices then in effect for any use of such paid Service in accordance with the applicable payment terms and you authorize us, through the Payment Processors, to charge your chosen payment provider. You agree to make payment using that selected Payment Method. We reserve the right to correct any errors or mistakes that it makes even if it has already requested or received payment.
Our pricing and payment terms are available at https://crosscompute.com/pricing. Prices are subject to change without notice.
There will be no refunds for credits purchased.
In order to treat everyone equally, no exceptions will be made.
By agreeing to these Terms, you are giving us permission to charge your on-file credit card, PayPal account, or other approved methods of payment for fees that you authorize for CrossCompute.
You are responsible for all fees, including taxes, associated with your use of the Service. By using the Service, you agree to pay CrossCompute any charge incurred in connection with your use of the Service. If you dispute the matter, contact CrossCompute Support. You are responsible for providing us with a valid means of payment.
It is your responsibility to properly cancel your account with CrossCompute. You can cancel your account at any time by contacting us at firstname.lastname@example.org.
We will retain and use your information as necessary to comply with our legal obligations, resolve disputes, and enforce our agreements.
Upon request, we will make a reasonable effort to provide an account owner with a copy of your lawful, non-infringing account contents after account cancellation or termination. You must make this request within 90 days of cancellation or termination.
CrossCompute has the right to suspend or terminate your access to all or any part of the Website at any time, with or without cause, with or without notice, effective immediately. CrossCompute reserves the right to refuse service to anyone for any reason at any time.
All provisions of this Agreement which by their nature should survive termination will survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.
For contractual purposes, you (1) consent to receive communications from us in an electronic form via the email address you have submitted or via the Service; and (2) agree that all Terms of Service, agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that those communications would satisfy if they were on paper. This section does not affect your non-waivable rights.
Communications made through email or CrossCompute Support’s messaging system will not constitute legal notice to CrossCompute or any of its officers, employees, agents or representatives in any situation where notice to CrossCompute is required by contract or any law or regulation. Legal notice to CrossCompute must be in writing and served on CrossCompute’s legal agent.
CrossCompute only offers support via email, in-Service communications, and electronic messages. We do not offer telephone support.
CrossCompute provides the Website and the Service “as is” and “as available,” without warranty of any kind. Without limiting this, we expressly disclaim all warranties, whether express, implied or statutory, regarding the Website and the Service including without limitation any warranty of merchantability, fitness for a particular purpose, title, security, accuracy and non-infringement.
CrossCompute does not warrant that the Service will meet your requirements; that the Service will be uninterrupted, timely, secure, or error-free; that the information provided through the Service is accurate, reliable or correct; that any defects or errors will be corrected; that the Service will be available at any particular time or location; or that the Service is free of viruses or other harmful components. You assume full responsibility and risk of loss resulting from your downloading and/or use of files, information, content or other material obtained from the Service.
In no event shall we, nor our directors, employees, agents, partners, suppliers or content providers, be liable under contract, tort, strict liability, negligence or any other legal or equitable theory with respect to the Service for
The User acknowledges that the fees paid by him or her reflect the allocation of risk set forth in this agreement and that CrossCompute would not enter into this agreement without these limitations. The User hereby waives any and all claims against CrossCompute arising out of user’s purchase or use of the services, or any conduct of CrossCompute’s directors, officers, employees, agents or representatives. Your sole and exclusive right and remedy in case of dissatisfaction with the services or any other grievance shall be your termination and discontinuation of access to or use of the services.
In addition, you agree that CrossCompute is not responsible for any data compiled by our services and that CrossCompute will not be liable, in any manner, as a result of your exposure to any defamatory, libelous, threatening, unlawfully harassing, obscene or otherwise unlawful content or data. In no event shall CrossCompute, or any third party provider of any component of the services or of any information delivered as part of the services, be liable to you and/or any party for any damages of any kind, including but not limited to direct, indirect, special, exemplary, punitive, consequential or similar damages arising out of or related to the services, content, products, the use or inability to use this website, or any linked website, including without limitation, lost profits, loss of use, business interruption, or other economic losses, loss of programs or other data, whether in an action of contract, negligence or other tortious action, even if CrossCompute is advised of the possibility of such damages, including liability associated with any viruses which may infect your computer equipment.
If you have a dispute with one or more Users, you agree to release CrossCompute from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes.
You agree to indemnify us, defend us, and hold us harmless from and against any and all claims, liabilities, and expenses, including attorneys' fees, arising out of your use of the Website and the Service, including but not limited to your violation of this Agreement, provided that CrossCompute (1) promptly gives you written notice of the claim, demand, suit or proceeding; (2) gives you sole control of the defense and settlement of the claim, demand, suit or proceeding (provided that you may not settle any claim, demand, suit or proceeding unless the settlement unconditionally releases CrossCompute of all liability); and (3) provides to you all reasonable assistance, at your expense.
We reserve the right, at our sole discretion, to amend these Terms of Service at any time and will update these Terms of Service in the event of any such amendments. We will notify our Users of material changes to this Agreement, such as price changes, at least 30 days prior to the change taking effect by posting a notice on our Website. For non-material modifications, your continued use of the Website constitutes agreement to our revisions of these Terms of Service.
We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Website (or any part of it) with or without notice.
Any claim arising hereunder shall be construed in accordance with the substantive and procedural laws of the State of New York, without regard to principles of conflict of laws. Subject to the Mandatory Arbitration Agreement below, you agree that any dispute arising from or relating to the subject matter of these Terms of Service shall be governed by the exclusive jurisdiction and venue of the state and Federal courts of New York County, New York. User consents to service of process via email at the email address(es) provided by User, and waives any requirement under the Hague Convention or other judicial treaty requiring that legal process be translated into any language other than English.
Mindful of the high cost of litigation, you and CrossCompute agree to the following dispute resolution procedure: in the event of any controversy, claim, action or dispute arising out of or related to: (i) the Website; (ii) this Agreement; (iii) the Service; (iv) the breach, enforcement, interpretation, or validity of this Agreement; or (v) any other dispute between you and CrossCompute, the party asserting the dispute shall first try in good faith to settle such dispute by providing written notice to the other party describing the facts and circumstances (including any relevant documentation) of the dispute and allowing the receiving party 30 days in which to respond to or settle the dispute. Notice shall be sent (1) if to CrossCompute, Inc. at email@example.com or (2) if to you at your last-used email address. Both you and CrossCompute agree that this dispute resolution procedure is a condition precedent that must be satisfied prior to initiating any arbitration or filing any claim against the other party.
In the interest of resolving disputes between you and CrossCompute in the most expedient and cost effective manner, you and CrossCompute agree that every dispute arising in connection with these Terms will be resolved by binding arbitration. Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. This agreement to arbitrate disputes includes all claims arising out of or relating to any aspect of these Terms, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of these Terms. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND CROSSCOMPUTE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
Despite the provisions of this section, nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of either party to: (i) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (ii) seek injunctive relief in a court of law; or (iii) to file suit in a court of law to address an intellectual property infringement claim.
Any arbitration between you and CrossCompute will be settled under the Federal Arbitration Act, and governed by the Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes of the American Arbitration Association, as modified by these Terms, and will be administered by the American Arbitration Association.
A party who intends to seek arbitration must first send a written notice of the dispute to the other party by electronic mail. The notice must: (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought. The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within 30 days after the Notice is received, you or CrossCompute may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or CrossCompute must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. If the dispute is finally resolved through arbitration in your favor, CrossCompute will pay you the highest of the following: (i) the amount awarded by the arbitrator, if any; (ii) the last written settlement amount offered by CrossCompute in settlement of the dispute prior to the arbitrator’s award.
YOU AND CROSSCOMPUTE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and CrossCompute agree otherwise, 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 CrossCompute makes any future change to this arbitration provision, other than a change to CrossCompute’s address for Notice, you may reject the change by sending us written notice within 30 days of the change to CrossCompute’s address for Notice, in which case your account with CrossCompute will be immediately terminated and this arbitration provision, as in effect immediately prior to the changes you rejected will survive.
Neither you nor CrossCompute shall be liable for nonperformance of the terms herein to the extent that either you or CrossCompute are prevented from performing as a result of any act or event which occurs and is beyond your or CrossCompute’s reasonable control, including, without limitation, acts of God, war, unrest or riot, strikes, any action of a governmental entity, weather, quarantine, fire, flood, earthquake, explosion, utility or telecommunications outages, Internet disturbance, or any unforeseen change in circumstances, or any other causes beyond either party’s reasonable control. The party experiencing the force majeure shall provide the other party with prompt written notice thereof and shall use reasonable efforts to remedy effects of such force majeure.
If any part of this Agreement is held invalid or unenforceable, that portion of the Agreement will be construed to reflect the parties' original intent. The remaining portions will remain in full force and effect. Any failure on the part of CrossCompute to enforce any provision of this Agreement will not be considered a waiver of our right to enforce such provision. Our rights under this Agreement will survive any termination of this Agreement.