Last updated: September 26, 2023
Welcome to STOR.
These Terms of Use govern your access to and use of the STOR Platform, including any content, functionality, and services (collectively, the “Services”) offered on or through our websites, www.storpartners.com and www.storholdings.com, and other sites and subdomains (collectively, the “Platform” or “STOR Platform”) owned and operated by STOR Management LLC ( “we”, “us”, “our” or the “Company”). By accessing the Platform, you confirm that you understand and agree to these terms and conditions, together with any documents that may be expressly referred to and are incorporated by reference (the “Terms”).
The Platform, owned and operated by the Company, serves as a dynamic marketplace where users can explore and invest in various Series LLCs that are part of a broader Series structure. The Company also assumes the role of the LLC manager for the main Series LLC, overseeing the operations and ensuring the smooth functioning of the individual Series LLCs within the structure. Each Series LLC owns a distinct self-storage facility, offering a unique investment opportunity. On our platform, you have the ability to scrutinize the details of these Series LLCs and make informed decisions to purchase units. These units are represented by digital tokens, each corresponding to an interest in a specific self-storage facility owned by a Series LLC.
The Platform retains the right, although not obligated, to intervene or take necessary actions in the event of disputes between users on the Platform including but not limited to, disagreements regarding investment terms or conditions.
The Platform reserves the right to amend or modify these Terms at any given time, solely at our discretion. You acknowledge and agree that by accessing or utilizing the Platform, subsequent to any modifications to these Terms, you are consenting to comply with the updated Terms.
To participate on the STOR Platform, each purchaser must qualify as an accredited investor in accordance with Regulation D, Rule 506(c) of the United States Securities Act. By using our platform, you represent and warrant that you meet the criteria for being an accredited investor as defined by the Securities and Exchange Commission (SEC). It is imperative that all users adhere to this requirement, as participation on the platform is strictly limited to accredited investors who have verified their accredited status in compliance with the necessary regulatory provisions. Failure to meet or maintain this status may result in restrictions or termination of your access to and use of the platform. The Platform reserves the right to conduct due diligence to verify the accredited investor status of each user, and by agreeing to these terms, you consent to such verification processes.
To acquire digital tokens that represent interests in each Series, you will need a blockchain address and a third-party wallet to access the Platform. Your account on the Platform (“Account”) will be associated with your blockchain address; you can also add additional information, such as a profile picture, to your Account.
Your Account on the Platform will be associated with your linked blockchain address. By using your Ethereum wallet (“Wallet”) in connection with the Services, you agree that you are using that wallet under the terms and conditions of the applicable provider of the wallet. Wallets are not operated by, maintained by, or affiliated with the Platform, and the Platform does not have custody or control over the contents of your wallet and has no ability to retrieve or transfer its contents. The Platform accepts no responsibility for, or liability to you, in connection with your use of a wallet and makes no representations or warranties regarding how the Services will operate with any specific wallet. You are solely responsible for keeping your wallet secure and you should never share your wallet credentials or seed phrase with anyone. If you discover an issue related to your wallet, please contact your wallet provider. Likewise, you are solely responsible for your Account and any associated wallet and we are not liable for any acts or omissions by you in connection with your Account or as a result of your Account or wallet being compromised. You agree to immediately notify us at the partners@storpartners.com or via the Platform Help Center if you discover or otherwise suspect any security issues related to the Services or your Account.
Transactions that take place on the Platform are managed and confirmed via the Ethereum network. You understand that your Ethereum Network public address will be made publicly visible whenever you engage in a transaction on the Platform. We neither own nor control Ethereum Network or any other third-party site, product, or service that you might access, visit, or use for the purpose of enabling you to use the various features of the Platform. We will not be liable for the acts or omissions of any such third parties, nor will we be liable for any damage that you may suffer as a result of your transactions or any other interaction with any such third parties.
Transactions in general. Our website does not support direct token purchasing or payment mechanisms. Instead, investors interested in transactions will engage in direct communication with us. Once an investor arranges and completes a payment, typically through methods like wire transfers, we will confirm and verify the received payment. After successful verification, we will initiate a transfer of the equivalent token value to the investor's wallet through storholdings.com. To facilitate this process and ensure a seamless interface with each user, the Company employs the services of Securitize. The platform utilizes an API that facilitates the token transfer to the investor's wallet by interfacing directly with the Securitize account.
You may purchase an STOR Tokens with ETH, the native cryptocurrency of the Ethereum Network.
For our Services, the Platform may receive certain fees (“Fees”). We reserve the right to change, modify or increase the Fees from time to time and we will use reasonable efforts to provide notice of such changes on our Platform. If you enter into any transaction on the Platform following such modification, you are deemed to have accepted the increased fees regardless of whether you have effectively read or understood said notification. Subject to applicable laws, we will not issue a refund or a credit for the Fees collected.
You agree and understand that all cryptocurrency payments and fees are transferred, processed, or initiated directly through one or more of the smart contracts on the Ethereum Network (the “Smart Contract”). By transacting on the Platform and by using the Smart Contract, you hereby acknowledge, consent to, and accept all automated payments and fees for the purchase of the tokens on the Platform. You hereby consent to and agree to be bound by the Smart Contract’s execution and distribution of the payment and fees. You hereby waive any entitlement to payment made to or fees paid to the Platform by operation of the Smart Contract.
The Platform does not set, collect, or determine other applicable costs, fees, and expenses associated with buying and selling STOR Tokens, including but not limited to any creator earnings, gas, or transaction fees. These costs, fees, and expenses are paid directly to the seller, creator, payment processor, blockchain validator, or other third party, as applicable. Because these costs, fees, and expenses are not collected by the Platform, we cannot refund them.
You are responsible for paying any and all sales, use, value-added and other taxes, duties, and assessments now or hereafter claimed or imposed by any governmental authority, associated with your use of the Platform, including, without limitation, any taxes that may become payable as the result of Your ownership, transfer, purchase, sale of any STOR Tokens.
The Platform does not provide investment, tax, or legal advice, and you are solely responsible for assessing whether any transaction you enter into on the Platform is appropriate for you based on your personal objectives, financial circumstances and risk tolerance. The Platform may provide educational information about each Series, in order to assist users in learning more about each Series. The information provided by the Platform does not constitute any other sort of advice, and you should not treat any of this content as such.
You are hereby granted a limited, nonexclusive, nontransferable, non-sublicensable, and personal license to access and use the Services provided, however, such license is subject to your compliance with these Terms.
The Company name, the Company logo, and all related names, logos, product and service names, designs, and slogans are trademarks of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. All other names, logos, product and service names, designs, and slogans on this Platform are the trademarks of their respective owners.
The Platform has sole and absolute discretion to allow or disallow your access to the Platform.
By agreeing to these Terms, you represent and warrant that:
If you breach or we reasonably believe that you have breached any of your representations and warranties, we may, at our sole and absolute discretion, without notice or liability to you, and without limiting any of our other rights or remedies at law or in equity, immediately suspend or terminate your account.
You expressly understand and agree that your access to and use of the Platform is at your sole risk, and that the Platform is provided "as is" and "as available" without warranties of any kind, whether express or implied. To the fullest extent permissible pursuant to applicable law, we, our subsidiaries, affiliates, and licensors make no express warranties and hereby disclaim all implied warranties regarding the Platform and any part of it (including, without limitation, the site, any smart contract, or any external websites), including the implied warranties of merchantability, fitness for a particular purpose, non-infringement, correctness, accuracy, or reliability. Without limiting the generality of the foregoing, we, our subsidiaries, affiliates, and licensors do not represent or warrant to you that: (i) your access to or use of the Platform will meet your requirements, (ii) your access to or use of the Platform will be uninterrupted, timely, secure or free from error, (iii) usage data provided through the Platform will be accurate, (iii) the Platform or any content, services, or features made available on or through the app are free of viruses or other harmful components, or (iv) that any data that you disclose when you use the Platform will be secure. Some jurisdictions do not allow the exclusion of implied warranties in contracts with consumers, so some or all of the above exclusions may not apply to you.
You accept the inherent security risks of providing information and dealing online over the internet and agree that we have no liability or responsibility for any breach of security unless it is due to our gross negligence.
We will not be responsible or liable to you for any loss and take no responsibility for, and will not be liable to you for, any use of STOR Tokens, content, and/or content linked to or associated with STOR Tokens, including but not limited to any losses, damages, or claims arising from: (a) user error, incorrectly constructed transactions, or mistyped addresses; (b) server failure or data loss; (c) unauthorized access or use; (d) any unauthorized third-party activities, including without limitation the use of viruses, phishing, bruteforcing or other means of attack against the services or STOR Tokens.
TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COMPANY, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE PLATFORM, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE PLATFORM OR SUCH OTHER WEBSITES, INCLUDING ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF OPPORTUNITY, LOSS OF REPUTATION, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF THE PLATFORM ARISING OUT OF OR IN ANY WAY RELATED TO THESE TERMS, THE ACCESS TO AND USE OF THE SERVICES, CONTENT, STOR TOKENS, OR THE PLATFORM EXCEED THE GREATER OF (A) $100 OR (B) THE AMOUNT RECEIVED BY THE PLATFORM FOR ITS SERVICES TO YOU DIRECTLY RELATING TO THE ITEMS THAT ARE THE SUBJECT OF THE CLAIM. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
YOU ACKNOWLEDGE AND AGREE THAT WE HAVE MADE THE PLATFORM AVAILABLE TO YOU AND ENTERED INTO THESE TERMS IN RELIANCE UPON THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY SET FORTH HEREIN, WHICH REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN THE PARTIES AND FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN US. WE WOULD NOT BE ABLE TO PROVIDE THE PLATFORM TO YOU WITHOUT THESE LIMITATIONS.
THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
You will defend, indemnify, and hold the Platform, including each of Our respective affiliates, subsidiaries, parents, successors and assigns, and each of their respective officers, directors, employees, agents, shareholders, service providers, contractors, suppliers, licensors and licensees, harmless from any claims, actions, suits, losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of your purchase, resale or possession of the STOR Tokens and/or your access or use of the Platform, including:
This indemnity shall be applicable without regard to the negligence of any party, including any indemnified person.
You agree that we will have control of the defense or settlement of any such claims.
You accept and acknowledge each of the following:
These Terms shall remain in full force and effect so long as you access and use our Platform. You have the right to terminate your use of our Platform and delete your account at any time and for any or no reason. We may terminate your access to or use of the Platform at any time without prior notice if you breach any of these Terms or take any suspected fraudulent, abusive, or illegal activity, and termination of your account will be in addition to any other remedies we may have in law or equity.
Please refer to our Privacy Policy for information about how we collect, use, and share information from and/or about you. By submitting your information through our Services, you agree to the terms of our Privacy Policy and you expressly consent to the collection, use, and disclosure of your information in accordance with the Privacy Policy.
Any term of these Terms which is wholly or partially void or unenforceable is severed to the extent that it is void or unenforceable. The validity of the remainder of these Terms is not affected.
These Terms and your access to and use of the Platform shall be governed by and construed in accordance with the laws of the state of Delaware, without giving effect to any choice or conflict of law provisions.
PLEASE READ THIS SECTION CAREFULLY. IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT. ALL DISPUTES ARISING OUT OF OR RELATED TO THESE TERMS OF USE OR ANY ASPECT OF THE RELATIONSHIP BETWEEN YOU AND US, WHETHER BASED IN CONTRACT, TORT, STATUTE, FRAUD, MISREPRESENTATION, OR ANY OTHER LEGAL THEORY, WILL BE RESOLVED THROUGH FINAL AND BINDING ARBITRATION BEFORE A NEUTRAL ARBITRATOR INSTEAD OF IN A COURT BY A JUDGE OR JURY, AND YOU AGREE THAT THE COMPANY AND YOU ARE EACH WAIVING THE RIGHT TO SUE IN COURT AND TO HAVE A TRIAL BY A JURY. YOU AGREE THAT ANY ARBITRATION WILL TAKE PLACE ON AN INDIVIDUAL BASIS; CLASS ARBITRATIONS AND CLASS ACTIONS ARE NOT PERMITTED AND YOU ARE AGREEING TO GIVE UP THE ABILITY TO PARTICIPATE IN A CLASS ACTION.
These Terms constitute the entire agreement between you and the Platform relating to your access to and use of the Platform and the Services. These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you without the prior written consent of the Platform, and the Platform’s failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. The section headings used herein are for reference only and shall not be read to have any legal effect.