opening pane
1. ELIGIBILITY
You must be legally capable of entering into a binding agreement to use ProofStack.
If you use ProofStack on behalf of a business, employer, organization, client, or other party, you represent that you have authority to use the Services on their behalf and to perform the activities you conduct through ProofStack.
You must have authorization to install ProofStack on any computer or system on which you install it.
You may not use ProofStack where doing so is prohibited by applicable law.
2. WHAT PROOFSTACK DOES
ProofStack is software intended to assist users with software-development workflows involving tools such as:
- AI coding agents;
- terminals;
- command-line interfaces;
- repositories;
- source-code files;
- development environments;
- remote development tools;
- Git;
- third-party APIs;
- artificial-intelligence services;
- automated development tools.
ProofStack may allow you to monitor, coordinate, instruct, prompt, re-prompt, or otherwise interact with software-development agents and tools.
ProofStack is a development productivity tool.
ProofStack is not a substitute for professional engineering judgment, human code review, cybersecurity review, testing, backups, version control, access controls, or independent verification.
3. LICENSE TO USE PROOFSTACK
Subject to these Terms and payment of applicable subscription fees, ProofStack grants you a limited, revocable, non-exclusive, non-transferable, and non-sublicensable license to use ProofStack for lawful personal and commercial purposes.
Unless otherwise stated at checkout, you may install ProofStack on devices that you own, control, or have permission to use.
Your subscription gives you permission to use ProofStack.
It does not give you ownership of ProofStack.
You may not:
- sell ProofStack itself;
- sublicense ProofStack;
- rent or lease ProofStack;
- redistribute ProofStack except where expressly authorized;
- rebrand ProofStack and represent it as your own software;
- falsely claim ownership of ProofStack;
- remove copyright, trademark, attribution, or proprietary notices;
- circumvent ProofStack licensing or payment systems;
- bypass authentication or security restrictions;
- reverse engineer proprietary portions of ProofStack except where applicable law expressly gives you that right;
- use ProofStack to violate applicable law;
- intentionally interfere with the Services;
- use ProofStack to obtain unauthorized access to systems or information.
All rights not expressly granted remain reserved.
4. YOUR CODE AND CONTENT
As between you and ProofStack, you retain your rights in your:
- source code;
- files;
- repositories;
- prompts;
- documents;
- projects;
- configurations;
- data;
- other material you provide or work with through ProofStack.
Collectively, these materials are referred to as "User Content."
Using ProofStack does not by itself transfer ownership of your source code to ProofStack.
You represent that you have the rights and permissions necessary to access, process, modify, transmit, or otherwise use User Content through ProofStack.
You are solely responsible for determining whether generated or modified code may lawfully be used, copied, licensed, distributed, published, sold, merged, deployed, or commercialized.
ProofStack does not guarantee that AI-generated, agent-generated, or modified content is:
- unique;
- original;
- accurate;
- secure;
- non-infringing;
- free of vulnerabilities;
- legally compliant;
- compatible with a particular software license.
5. AUTOMATED AGENTS CAN TAKE REAL ACTIONS
THIS SECTION IS IMPORTANT.
ProofStack may interact with software agents, AI systems, terminals, command-line tools, repositories, computers, development environments, and third-party services capable of taking real actions.
Depending on the permissions you provide, an agent or connected service may be capable of:
- reading files;
- creating files;
- changing files;
- overwriting files;
- renaming files;
- moving files;
- deleting files;
- executing terminal commands;
- executing scripts;
- installing software;
- removing software;
- installing packages;
- removing packages;
- changing dependencies;
- modifying configuration files;
- modifying databases;
- accessing APIs;
- using credentials;
- using secrets or access tokens;
- interacting with networks;
- changing repositories;
- creating Git commits;
- switching branches;
- pushing code;
- triggering deployments;
- interacting with cloud services;
- consuming API credits;
- consuming AI tokens;
- incurring third-party fees;
- introducing software bugs;
- introducing security vulnerabilities;
- exposing confidential information;
- damaging development environments;
- causing data loss or service interruptions.
BY AUTHORIZING SUCH TOOLS, YOU EXPRESSLY ACKNOWLEDGE AND ACCEPT THESE RISKS.
You control which agents and tools you choose to connect and which permissions you provide to them.
You are responsible for configuring those permissions appropriately.
ProofStack does not guarantee that an agent will correctly interpret your instructions.
ProofStack does not guarantee that an agent will follow your instructions.
ProofStack does not guarantee that an automated action can be reversed.
6. ACTIVITY MONITORING
ProofStack may provide functionality showing or summarizing:
- files being accessed;
- files being changed;
- terminal commands;
- agent activity;
- current tasks;
- agent status;
- repository activity;
- development activity.
These features are provided to improve visibility and convenience.
They are not guaranteed security or auditing systems.
ProofStack does not guarantee that activity monitoring will:
- capture every agent action;
- capture every file change;
- capture every command;
- display every action immediately;
- accurately summarize every action;
- prevent unauthorized actions;
- prevent agents from conflicting with each other;
- identify every security risk;
- prevent data loss;
- prevent unintended changes.
You should independently review important activity.
7. HUMAN REVIEW IS YOUR RESPONSIBILITY
You are responsible for reviewing work performed through ProofStack before relying upon it.
You are responsible for:
- reviewing generated code;
- testing code;
- reviewing changes;
- cybersecurity testing;
- dependency review;
- software-license review;
- version control;
- backups;
- credential security;
- database changes;
- infrastructure modifications;
- deployment decisions;
- production changes;
- compliance;
- third-party service usage.
The final decision to execute, approve, merge, deploy, publish, distribute, or ship work remains yours.
8. BACKUPS
YOU ARE RESPONSIBLE FOR MAINTAINING CURRENT AND INDEPENDENT BACKUPS OF IMPORTANT DATA.
This includes:
- source code;
- repositories;
- files;
- databases;
- configurations;
- credentials;
- secrets;
- development environments.
ProofStack is not a backup service.
You should use version control and independent backups before permitting automated agents to modify important material.
To the maximum extent permitted by law, ProofStack is not responsible for data that becomes:
- lost;
- deleted;
- corrupted;
- overwritten;
- inaccessible;
- improperly modified;
- unrecoverable.
9. ACCOUNT AND CREDENTIAL SECURITY
You are responsible for protecting your:
- ProofStack login;
- passwords;
- API keys;
- SSH keys;
- access tokens;
- authentication tokens;
- Git credentials;
- cloud credentials;
- signing credentials;
- certificates;
- recovery codes;
- secrets.
You should use least-privilege access wherever reasonably possible.
No software system can be guaranteed completely secure.
ProofStack does not warrant that the Services will prevent:
- unauthorized access;
- credential compromise;
- malware;
- cyberattacks;
- vulnerabilities;
- security incidents;
- data exposure.
You should promptly contact ProofStack if you reasonably believe your ProofStack account has been compromised.
10. THIRD-PARTY SERVICES
ProofStack may integrate or interact with independent third-party products and services.
Examples may include:
- AI providers;
- coding agents;
- command-line tools;
- Git providers;
- cloud providers;
- authentication services;
- databases;
- development platforms;
- package registries;
- operating systems;
- APIs;
- payment processors.
ProofStack does not control those services.
Your use of third-party services may be governed by separate agreements between you and those providers.
ProofStack is not responsible for third-party:
- outages;
- interruptions;
- bugs;
- pricing;
- pricing increases;
- API changes;
- discontinued features;
- security incidents;
- account suspensions;
- model behavior;
- model output;
- rate limits;
- data practices;
- licensing restrictions;
- availability.
11. THIRD-PARTY CHARGES
Connected services may charge you independently.
These charges may include:
- AI-token fees;
- API usage;
- cloud-computing costs;
- storage;
- hosting;
- bandwidth;
- software licenses;
- development services.
You are responsible for charges incurred through third-party accounts, services, subscriptions, credentials, or APIs you connect to ProofStack.
ProofStack is not responsible for unexpected third-party charges.
You should configure budgets, billing alerts, rate limits, and usage controls with applicable third-party providers.
12. ACCEPTABLE USE
You may not knowingly use ProofStack to:
- violate applicable law;
- obtain unauthorized access to computers or accounts;
- steal information;
- steal credentials;
- intentionally distribute malware;
- intentionally damage another person's systems;
- commit fraud;
- unlawfully impersonate another person;
- unlawfully infringe intellectual-property rights;
- unlawfully circumvent security systems;
- conduct unlawful surveillance;
- intentionally expose confidential information without authorization;
- attack or interfere with ProofStack infrastructure.
You are responsible for making sure you have permission to access any computer, device, repository, account, system, or network used through ProofStack.
13. HIGH-RISK USE
ProofStack is not designed, certified, or intended to serve as the sole control mechanism for systems where software failure could reasonably lead to:
- death;
- serious bodily injury;
- catastrophic property damage;
- substantial environmental harm.
Without limitation, ProofStack should not serve as the sole control system for:
- medical equipment;
- life-support systems;
- nuclear facilities;
- aircraft-operation systems;
- emergency-response systems;
- weapons systems;
- safety-critical industrial systems.
Any such use is undertaken at your own risk to the maximum extent permitted by law.
14. ACCOUNT RESPONSIBILITY
You are responsible for activity conducted through your ProofStack account.
ProofStack may suspend, restrict, or terminate access if we reasonably believe there is:
- unauthorized access;
- fraudulent payment activity;
- abuse;
- a security risk;
- unlawful activity;
- a material violation of these Terms.
15. SUBSCRIPTION PRICING
ProofStack may offer monthly, annual, discounted, promotional, trial, or other subscription options.
Unless a different price is clearly displayed at checkout, ProofStack's standard pricing is:
Monthly Plan
$20 USD per month, billed monthly after the 7-day free trial when that offer is shown at checkout.
7-Day Monthly Free Trial
When the free-trial offer is shown at checkout, you must provide a valid payment method to start the trial. You will not be charged the subscription fee today. Unless you cancel before the trial ends, your payment method will be charged $20 USD plus applicable taxes when the trial ends, and the Monthly Plan will then renew monthly until canceled.
You may cancel at any time through your ProofStack account or the applicable payment provider. Canceling during the trial prevents the post-trial subscription charge, subject to applicable law and the checkout terms shown at purchase.
The Monthly Plan renews automatically each month until canceled.
Annual Plan
$180 USD per year, billed annually in advance.
The Annual Plan is equivalent to $15 USD per month when averaged over twelve months.
The full annual subscription amount is charged at the beginning of the annual billing period unless a different arrangement is clearly disclosed.
The Annual Plan automatically renews annually until canceled.
Discounts and Promotions
ProofStack may sometimes offer:
- discounts;
- promotional prices;
- coupons;
- introductory offers;
- referral promotions;
- free trials;
- limited-time pricing;
- special customer pricing.
Promotional pricing may differ from standard ProofStack pricing.
Promotions may have separate:
- eligibility requirements;
- expiration dates;
- limitations;
- renewal prices;
- conditions.
The price, billing frequency, discount, and renewal information clearly presented to you at checkout will control your purchase.
A temporary promotion does not require ProofStack to continue offering the same price or discount in the future.
Applicable taxes may be charged where required.
16. AUTOMATIC RENEWAL
PAID PROOFSTACK SUBSCRIPTIONS MAY AUTOMATICALLY RENEW UNTIL CANCELED.
By purchasing an automatically renewing subscription, you authorize ProofStack or its payment provider to charge your selected payment method for recurring subscription charges.
For standard pricing:
Monthly Plan
$20 per month, automatically renewing monthly until canceled after any applicable trial period.
Annual Plan
$180 per year, automatically renewing annually until canceled.
Different promotional renewal pricing may apply where clearly disclosed.
17. CANCELLATION
You may cancel your subscription using the cancellation method made available through ProofStack, your account, your payment provider, or the platform through which you purchased ProofStack.
Cancellation prevents future renewals.
Unless otherwise required by law, cancellation does not ordinarily terminate access immediately.
You may generally continue using the paid Services through the end of the billing period already paid for.
If you purchased through a third-party platform, cancellation may need to be completed through that platform.
18. REFUNDS
Except where required by applicable law or expressly promised at the time of purchase, subscription payments are non-refundable after being charged.
Cancellation ordinarily does not entitle you to a prorated refund for unused subscription time.
Nothing in these Terms eliminates refund rights that applicable law does not allow you to waive.
ProofStack may voluntarily provide a refund, credit, extension, or accommodation.
Doing so in one situation does not require ProofStack to do the same in another situation.
19. PRICE CHANGES
ProofStack may change subscription prices.
Price changes affecting future renewals will be disclosed where required by applicable law.
A price change will not retroactively alter amounts already properly charged for completed billing periods.
20. PAYMENT PROCESSING
Payments may be processed by independent payment processors.
Those providers may have separate terms and privacy policies.
ProofStack may suspend paid functionality if payment is:
- declined;
- reversed;
- disputed;
- expired;
- otherwise unsuccessful.
Nothing in these Terms limits any non-waivable rights concerning unauthorized payments.
21. PROOFSTACK INTELLECTUAL PROPERTY
ProofStack retains all rights in the Services and ProofStack-owned materials, including:
- application software;
- proprietary source code;
- interfaces;
- designs;
- graphics;
- documentation;
- branding;
- product names;
- trademarks;
- logos.
This does not include User Content or third-party materials.
No ownership of ProofStack is transferred through your subscription.
22. FEEDBACK
If you voluntarily submit suggestions, ideas, feature requests, bug reports, recommendations, or feedback about ProofStack, you grant ProofStack a worldwide, perpetual, irrevocable, royalty-free right to use and incorporate that feedback without payment or obligation to you.
This does not transfer ownership of your unrelated code or User Content.
23. PRIVACY
Use of ProofStack may be subject to the ProofStack Privacy Policy.
You are responsible for determining whether your particular use of ProofStack complies with applicable:
- confidentiality requirements;
- contractual obligations;
- employment obligations;
- privacy requirements;
- data-protection laws.
You must not provide ProofStack or connected agents with information that you are not authorized to process.
24. SERVICE CHANGES
ProofStack may modify the Services over time.
This may include:
- adding features;
- modifying features;
- removing features;
- changing interfaces;
- changing integrations;
- modifying supported platforms;
- modifying technical requirements;
- discontinuing functionality.
ProofStack does not guarantee that a particular feature, AI provider, integration, interface, workflow, or service will remain available indefinitely.
25. SOFTWARE UPDATES
ProofStack may release:
- updates;
- patches;
- upgrades;
- security fixes;
- feature changes.
Some updates may be downloaded or installed automatically depending on your settings and operating system.
Older versions may eventually become unsupported.
Windows Build and SmartScreen Notice
The ProofStack Windows installer may not yet be digitally signed or recognized by Microsoft Windows. Windows Defender SmartScreen may therefore display “Windows protected your PC,” identify the publisher as unknown, or require you to select “More info” and “Run anyway.” This is a Windows publisher-trust warning and, by itself, does not mean that the installer is a virus.
ProofStack is not designed or intended to contain viruses, malware, or other malicious code. Download ProofStack only from official ProofStack sources and use your own antivirus and security tools. ProofStack does not warrant that every download, mirror, update, or third-party copy is free from malware.
To the maximum extent permitted by applicable law, ProofStack is not responsible for damage to your computer, files, accounts, networks, or systems arising from downloading, installing, bypassing, or running the Windows build, including actions taken after a SmartScreen warning. See the EULA for additional software-specific disclaimers and limitations.
26. BETA AND EXPERIMENTAL FEATURES
ProofStack may offer functionality identified as:
- beta;
- preview;
- experimental;
- early access;
- pre-release.
These features may:
- contain bugs;
- behave unexpectedly;
- change significantly;
- be incomplete;
- be discontinued.
Use of such features is at your own risk.
27. NO GUARANTEE OF RESULTS
ProofStack does not guarantee that:
- an AI agent will successfully complete a task;
- generated code will work;
- generated code will compile;
- generated code will be secure;
- generated code will be free of vulnerabilities;
- generated code will satisfy your requirements;
- generated output will be accurate;
- output will be unique;
- output will be non-infringing;
- agents will behave consistently;
- terminal commands will succeed;
- repositories will remain unchanged;
- integrations will remain available;
- agents will not make mistakes;
- agents will not conflict with one another;
- activity monitoring will detect every action;
- remote access functionality will always be available;
- ProofStack will increase productivity;
- data will never be lost.
Marketing materials, demonstrations, examples, screenshots, documentation, or product descriptions do not create guarantees or warranties unless expressly stated in a written agreement.
28. WARRANTY DISCLAIMER
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PROOFSTACK AND THE SERVICES ARE PROVIDED "AS IS," "AS AVAILABLE," AND WITH ALL FAULTS.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, PROOFSTACK DISCLAIMS ALL EXPRESS, IMPLIED, STATUTORY, AND OTHER WARRANTIES, INCLUDING WARRANTIES OF:
- MERCHANTABILITY;
- FITNESS FOR A PARTICULAR PURPOSE;
- TITLE;
- NON-INFRINGEMENT;
- RELIABILITY;
- ACCURACY;
- AVAILABILITY;
- SECURITY;
- QUIET ENJOYMENT;
- SATISFACTORY QUALITY.
PROOFSTACK DOES NOT WARRANT THAT THE SERVICES WILL BE:
- ERROR-FREE;
- UNINTERRUPTED;
- SECURE;
- ACCURATE;
- COMPLETE;
- VIRUS-FREE;
- COMPATIBLE WITH EVERY DEVICE OR SERVICE.
Where applicable law does not permit a particular disclaimer, that disclaimer applies only to the maximum extent legally permitted.
29. EXCLUSION OF CONSEQUENTIAL DAMAGES
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PROOFSTACK AND THE PERSON OR PERSONS OPERATING PROOFSTACK, TOGETHER WITH ANY AFFILIATES, EMPLOYEES, CONTRACTORS, LICENSORS, SUPPLIERS, AND SERVICE PROVIDERS, WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES.
This includes damages related to:
- lost profits;
- lost revenue;
- lost customers;
- lost opportunities;
- lost business;
- lost goodwill;
- lost productivity;
- lost data;
- lost source code;
- deleted files;
- corrupted repositories;
- security incidents;
- credential compromise;
- downtime;
- replacement costs;
- AI-generated output;
- agent actions;
- terminal commands;
- deployments;
- infrastructure changes;
- database changes;
- software vulnerabilities;
- third-party charges;
- cloud charges;
- API fees.
This exclusion applies regardless of whether the claim is based on:
- contract;
- tort;
- negligence;
- statute;
- warranty;
- strict liability;
- another legal theory.
This limitation applies even if ProofStack knew or was advised that such damages were possible.
30. MAXIMUM LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE TOTAL AGGREGATE LIABILITY OF PROOFSTACK AND THE PERSON OR PERSONS OPERATING PROOFSTACK FOR ALL CLAIMS ARISING FROM OR RELATING TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE GREATER OF:
- A. THE AMOUNT YOU ACTUALLY PAID DIRECTLY FOR PROOFSTACK DURING THE TWELVE MONTHS IMMEDIATELY BEFORE THE EVENT GIVING RISE TO THE CLAIM; OR
- B. $100 USD.
Multiple claims do not increase this maximum amount.
These liability limitations are a fundamental part of the basis upon which the Services are offered.
Nothing in these Terms excludes liability that applicable law does not permit to be excluded or limited.
31. ASSUMPTION OF RISK
You acknowledge that:
- artificial intelligence;
- coding agents;
- terminal commands;
- software development;
- repository modification;
- remote system access;
- automated actions;
- deployments;
- involve inherent risks.
You voluntarily assume risks associated with choosing to authorize such activities through ProofStack.
32. INDEMNIFICATION
To the maximum extent permitted by applicable law, you agree to defend, indemnify, and hold harmless ProofStack and the person or persons operating ProofStack, together with applicable employees, contractors, agents, licensors, and service providers, from claims, losses, liabilities, damages, judgments, costs, expenses, and reasonable attorneys' fees arising from or relating to:
- your unlawful use of ProofStack;
- your violation of these Terms;
- your intentional misconduct;
- your violation of another person's rights;
- User Content you provide;
- unauthorized systems you access;
- code or products you deploy or distribute;
- your misuse of third-party services;
- your violation of third-party agreements.
This provision applies only to the maximum extent permitted by applicable law.
33. THIRD-PARTY RESPONSIBILITY
To the maximum extent permitted by applicable law, ProofStack is not responsible for acts or omissions attributable solely to independent:
- AI providers;
- coding agents;
- APIs;
- cloud providers;
- development platforms;
- software tools;
- payment providers;
- other third-party services.
Nothing in these Terms waives rights that applicable law does not permit you to waive.
34. SUSPENSION AND TERMINATION
ProofStack may suspend or terminate access to the Services where reasonably necessary because of:
- violation of these Terms;
- nonpayment;
- payment fraud;
- unauthorized access;
- unlawful activity;
- abuse;
- security concerns;
- legal requirements;
- material risks to ProofStack or other users.
You may stop using ProofStack at any time.
Sections that by their nature should survive termination will remain effective, including provisions concerning:
- intellectual property;
- disclaimers;
- limitations of liability;
- indemnification;
- dispute resolution.
35. EXPORT AND SANCTIONS COMPLIANCE
You agree to comply with applicable United States export-control, sanctions, and trade laws.
You may not use ProofStack where prohibited by applicable trade restrictions.
36. INFORMAL DISPUTE RESOLUTION
Before starting arbitration, the party raising a dispute must first provide written notice describing:
- the dispute;
- the relevant facts;
- the requested resolution.
Notices to ProofStack must be sent electronically to: proofstack.remote@gmail.com
The parties agree to make a good-faith attempt to resolve the dispute informally for at least 60 days after receipt of a sufficiently detailed dispute notice.
To the extent legally permitted, applicable limitation periods will be tolled during this 60-day informal-resolution period.
This section governs contractual dispute notices only and does not alter any mandatory legal requirements governing formal service of process.
37. BINDING INDIVIDUAL ARBITRATION
PLEASE READ THIS SECTION CAREFULLY.
Except for disputes expressly excluded below, you and ProofStack agree that disputes arising out of or relating to:
- these Terms;
- the EULA;
- your subscription;
- payments;
- ProofStack software;
- the Services;
- ProofStack advertising;
- your relationship with ProofStack;
will be resolved through final and binding individual arbitration rather than litigation before a judge or jury.
The arbitration agreement is governed by the United States Federal Arbitration Act to the extent applicable.
Unless otherwise required by applicable law, arbitration will be administered by the American Arbitration Association ("AAA") under the applicable AAA rules.
Consumer disputes will be administered using applicable consumer-arbitration rules.
The arbitrator may award relief available to an individual claimant under applicable law, subject to lawful limitations contained in these Terms.
Proceedings may occur remotely where permitted by applicable rules.
Arbitration fees will be allocated according to applicable law and arbitration-provider rules.
38. SMALL-CLAIMS COURT
Either party may bring an individual claim in an appropriate small-claims court where the dispute qualifies.
The claim must remain an individual action.
39. INTELLECTUAL-PROPERTY AND SECURITY RELIEF
Either party may seek appropriate temporary or emergency judicial relief where reasonably necessary to address:
- intellectual-property infringement;
- unauthorized system access;
- credential misuse;
- trade-secret misappropriation;
- circumvention of security protections.
Seeking such limited relief does not necessarily waive arbitration of other claims.
40. CLASS-ACTION WAIVER
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU AND PROOFSTACK AGREE THAT CLAIMS WILL BE BROUGHT AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS.
You and ProofStack agree not to seek resolution through:
- class actions;
- collective actions;
- representative actions;
- consolidated proceedings involving unrelated claimants;
- except where applicable law or applicable arbitration rules require otherwise.
YOU WAIVE THE RIGHT TO PARTICIPATE IN A CLASS ACTION AGAINST PROOFSTACK TO THE MAXIMUM EXTENT PERMITTED BY LAW.
41. JURY-TRIAL WAIVER
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU AND PROOFSTACK KNOWINGLY AND VOLUNTARILY WAIVE THE RIGHT TO A TRIAL BY JURY FOR DISPUTES COVERED BY THESE TERMS.
42. ARBITRATION OPT-OUT
You may opt out of the arbitration requirement by sending an email to: proofstack.remote@gmail.com
within 30 days after the date you first accept these Terms.
The email must include:
- your full name;
- the email associated with your ProofStack account;
- a clear statement that you are opting out of the ProofStack arbitration agreement.
Properly opting out of arbitration does not invalidate the rest of these Terms.
43. GOVERNING LAW
Except where federal law applies or applicable law requires otherwise, these Terms will be governed by the laws of the:
State of Texas, United States of America
without regard to conflict-of-law principles.
Nothing in this section eliminates rights that cannot lawfully be waived.
44. COURT JURISDICTION
For disputes properly brought in court instead of arbitration or small claims, the parties consent to jurisdiction in an appropriate state or federal court located in Texas, United States of America, except where applicable law gives a party a non-waivable right to proceed elsewhere.
45. TIME LIMIT FOR CLAIMS
To the maximum extent permitted by applicable law, any claim arising from or relating to ProofStack, the Services, or these Terms must be brought within one year after the claim arose.
If applicable law does not allow a one-year contractual limitation for a particular claim, the shortest legally permitted limitation period will apply instead.
46. CHANGES TO THESE TERMS
ProofStack may update these Terms.
The Effective Date shown above identifies the current version.
Material changes will be communicated where required by applicable law.
ProofStack may require you to affirmatively accept revised Terms before continuing to use the Services.
Changes will not retroactively alter the treatment of a dispute for which ProofStack had already received formal written notice, except where legally permitted.
47. NO WAIVER
Failure to enforce a provision of these Terms does not permanently waive the right to enforce that provision later.
48. SEVERABILITY
If any provision of these Terms is held invalid or unenforceable, that provision will be enforced to the maximum extent permitted by law or severed as necessary.
The remaining provisions will continue in effect.
49. ASSIGNMENT
You may not assign or transfer your rights under these Terms without prior permission.
The rights and obligations relating to ProofStack may be assigned in connection with:
- the sale of ProofStack;
- transfer of the business;
- acquisition;
- merger;
- restructuring;
- financing;
- creation of a future legal entity to operate ProofStack.
50. FUTURE BUSINESS ENTITY
ProofStack may in the future be transferred to, owned by, or operated through an LLC, corporation, partnership, or other legal entity.
To the extent permitted by applicable law, these Terms and ProofStack's contractual rights may be assigned to such successor entity.
Use of ProofStack today does not represent that such an entity currently exists.
51. NO PARTNERSHIP, EMPLOYMENT, OR AGENCY
Your use of ProofStack does not create an:
- employment relationship;
- partnership;
- joint venture;
- fiduciary relationship;
- franchise;
- agency relationship;
between you and ProofStack.
52. FORCE MAJEURE
To the maximum extent permitted by applicable law, ProofStack is not responsible for failure or delay caused by circumstances outside reasonable control, including:
- internet outages;
- electricity failures;
- cloud outages;
- third-party provider failures;
- natural disasters;
- fires;
- floods;
- severe weather;
- war;
- terrorism;
- governmental actions;
- civil unrest;
- labor disruptions;
- telecommunications failures;
- major cyberattacks.
53. ENTIRE AGREEMENT
These Terms, together with applicable:
- EULA terms;
- Privacy Policy;
- checkout disclosures;
- subscription terms;
- documents expressly incorporated by reference;
constitute the agreement governing your use of ProofStack.
They supersede prior discussions or understandings concerning the same subject matter unless another valid written agreement expressly controls.
54. ORDER OF PRECEDENCE
If applicable ProofStack agreements directly conflict, the following order generally applies:
- specific purchase or checkout terms;
- the ProofStack EULA for desktop-software licensing matters;
- these Terms;
- incorporated policies.
A separately executed written agreement may expressly provide a different order.
55. ELECTRONIC ACCEPTANCE
You consent to receive agreements, notices, receipts, disclosures, and other communications electronically where permitted by law.
Clicking an acceptance checkbox or button may constitute your electronic acceptance of these Terms.
ProofStack may maintain records of:
- the account accepting the Terms;
- acceptance date and time;
- the version accepted;
- the method of acceptance;
- applicable subscription information.
56. CONTACT
Questions, contractual notices, or support requests relating to these Terms may be sent to:
ProofStack
Email: proofstack.remote@gmail.com
No physical mailing address is designated by these Terms.
This does not modify any legal requirements that may apply to formal service of legal process.
57. ACKNOWLEDGMENT
BY CLICKING "I AGREE," CREATING AN ACCOUNT, PURCHASING A SUBSCRIPTION, DOWNLOADING, INSTALLING, ACCESSING, OR USING PROOFSTACK, YOU ACKNOWLEDGE THAT:
- YOU HAVE READ AND UNDERSTAND THESE TERMS;
- YOU AGREE TO BE LEGALLY BOUND BY THEM;
- YOU UNDERSTAND THAT PROOFSTACK IS A SOFTWARE/SERVICE NAME AND IS NOT REPRESENTED IN THESE TERMS AS A CURRENTLY REGISTERED LLC OR CORPORATION;
- YOU UNDERSTAND THAT AUTOMATED AGENTS MAY EXECUTE COMMANDS, MODIFY FILES, DELETE FILES, ACCESS SYSTEMS, AND TAKE OTHER ACTIONS;
- YOU ARE RESPONSIBLE FOR REVIEWING AND BACKING UP YOUR WORK;
- YOU ACCEPT THE RISKS ASSOCIATED WITH AUTOMATED DEVELOPMENT TOOLS;
- YOU UNDERSTAND THE WARRANTY DISCLAIMERS;
- YOU UNDERSTAND THE LIMITATION OF LIABILITY;
- YOU UNDERSTAND THE INDIVIDUAL ARBITRATION REQUIREMENT UNLESS YOU PROPERLY OPT OUT;
- YOU UNDERSTAND THE CLASS-ACTION AND JURY-TRIAL WAIVERS;
- YOU UNDERSTAND THAT PAID PROOFSTACK SUBSCRIPTIONS MAY AUTOMATICALLY RENEW UNTIL CANCELED.