Terms Of Service
Latest revised on 17th June 2020
Welcome to the Terms of Service (these “Terms”) for the website, featured.market (the “Website”), and the related mobile applications (the “App”) operated on behalf of Binance Investments Co., Ltd. (“Company”, “we” or “us”). The Website and any content, tools, features and functionality offered on or through our Website and the App are collectively referred to as the “Services”.
These Terms govern your access to and use of the Services. Please read these Terms carefully, as they include important information about your legal rights. By accessing and/or using the Services, you are agreeing to these Terms. If you do not understand or agree to these Terms, please do not use the Services. For purposes of these Terms, “you” and “your” means you as the user of the Services. If you use the Services on behalf of a company or other entity then “you” includes you and that entity, and you represent and warrant that (a) you are an authorized representative of the entity with the authority to bind the entity to these Terms, and (b) you agree to these Terms on the entity’s behalf.
Section 9 or Section 10, as applicable, contains an arbitration clause and class action waiver. By agreeing to these Terms, you agree (a) to resolve all disputes with us related to the Services through binding individual arbitration, which means that you waive any right to have those disputes decided by a judge or jury, and (b) to waive your right to participate in class actions, class arbitrations, or representative actions in connection with your use of the Services. You have the right to opt out of arbitration as explained in Sections 9 and 10.
The Services provides users with the opportunity to create (or as we call it, mint), sell, purchase, collect, trade and showcase digital blockchain collectibles represented as a non-fungible token (“NFT”) that are linked with certain digital media and art (“NFT Media”), and where the transactions regarding the creation and sale of such NFTs are recorded on a blockchain, such as on the Binance Smart Chain. Company is acting as a platform via its provision of the Services to you. The Company facilitates transactions between the buyer and seller of NFTs, but Company is not a party to any agreement between buyer and seller of an NFT. Company collects revenue on the Services via transaction fees and other fees we display when you interact with the Services. Company is not a broker, financial institution, or creditor.
In certain cases, the Company may help to evaluate or provide you with information about a seller of an NFT. However, such information is provided for informational purposes only. You bear full responsibility for verifying the authenticity, legitimacy, identity of NFTs and other offerings you purchase on the Services. Company makes no guarantees or promises about the identity, legitimacy, or authenticity of NFTs or other offerings on the platform.
You must be at least 13 years of age or older to use the Services. Children under the age of 13 are not permitted to use the Services. Minors under the age of majority in their jurisdiction but that are at least 13 years of age are only permitted to use the Services if the minor’s parent or guardian accepts these Terms on the minor’s behalf prior to use of the Services. By using the Services, you represent and warrant that you meet this requirement.
To use certain of the Services, you may need to connect your third-party electronic wallets (“Wallets”) to the Services in order to create a profile (“Profile”). You are solely responsible for any activity on your Wallet or Profile. We are not liable for any acts or omissions by you in connection with your Wallet or Profile.
You agree to provide us with accurate, complete and updated information for your Profile. The Company may require you to provide additional information and documents regarding your use of the Services, including at the request of any competent authority or in case of application of any applicable law or regulation, including laws related to anti-money laundering, or for counteracting financing of terrorism. Company may also require you to provide additional information and documents in cases where it has reasons to believe that:
- Your Profile or your Wallet is being used for illegal money laundering or for any other illegal activity;
- You have concealed or reported false identification information and other details; or
- Transactions effected via your use of the Services were made in breach of these Terms.
The Services may permit you to purchase and sell NFTs and certain other products or services through the Services, including NFTs of third parties that are offered through the Services (“Offerings”). All purchases of Offerings via the Service are non-refundable unless specified by the applicable seller of the Offering. You acknowledge and agree that all payment information you provide with regards to a purchase of Offerings, is accurate, current and complete. When you purchase Offerings, you agree to pay the price for such Offerings as set forth in the applicable listing for the Offering, and all processing fees, network fees (including gas fees) and handling charges and all applicable taxes in connection with your purchase (the “Full Purchase Amount”). All fees and charges are payable in accordance with payment terms in effect at the time the fee or the charge becomes payable. You must pay for your purchase via the currency set forth by Company, which may be in dollars or cryptocurrency. In certain cases, your transaction may not be successful due to an error with the blockchain that is recording the transaction. We accept no responsibility or liability to you for any such failed transactions, or any transaction or gas fees that may be incurred by you in connection with such failed transactions.
NFTs may be sold on the Services as part of an auction. As soon as you place and confirm your bid amount, you agree that you may not be able to amend, retract or revoke your bid. Company is not responsible for any errors made in your bidding. Company reserves the right to be the final decision maker on any disputes arising from purchases via the Services, including in connection with any auctions.
We may offer certain promotional codes, referral codes, discount codes, coupon codes or similar offers (“Promotional Codes”) that may be redeemed for discounts on future Offerings, or other features or benefits related to the Services, subject to any additional terms that the Company establishes. You agree that Promotional Codes: (a) must be used in a lawful manner; (b) must be used for the intended audience and purpose; (c) may not be duplicated, sold or transferred in any manner, or made available by you to the general public (whether posted to a public forum, coupon collecting service or otherwise), unless expressly permitted by the Company; (d) may be disabled or have additional conditions applied to them by the Company at any time for any reason without liability to the Company; (e) may only be used pursuant to the specific terms that the Company establishes for such Promotional Code; (f) are not valid for cash or other credits or points; and (g) may expire prior to your use.
Tangible and/or digital gift cards containing stored money value may be offered by us for the purchase of Offerings (“Gift Cards”). You acknowledge that the Company does not make any warranties with respect to your Gift Card balance and is not responsible for any unauthorized access to, or alteration, theft, or destruction of a Gift Card or Gift Card code that results from any action by you or a third party. You also acknowledge that we may suspend or prohibit use of your Gift Card if your Gift Card or Gift Card code has been reported lost or stolen, or if we believe your Gift Card balance is being used suspiciously, fraudulently, or in an otherwise unauthorized manner. If your Gift Card code stops working, your only remedy is for us to issue you a replacement Gift Card code. By purchasing a Gift Card, you represent and warrant to the Company that use of the Gift Card will comply with these Terms and all applicable laws, rules and regulations, and the Gift Card will not be used in any manner that is misleading, deceptive, unfair or otherwise harmful to consumers. Gift Cards cannot be used to purchase other gift cards, reloaded, resold, used for payment outside of the Services, used for unauthorized marketing, sweepstakes, advertising, or other promotional purposes, redeemed for more than face value, transferred for value, redeemed for cash, or returned for a cash refund (except to the extent required by law). Gift Cards do not expire, and the Company will not assess a service fee or dormancy fee with respect to a Gift Card.
We hereby permit you to use the Services for your personal non-commercial use only, provided that you comply with these Terms in connection with all such use. If any software, content or other materials owned or controlled by us are distributed to you as part of your use of the Services, we hereby grant you, a personal, non-assignable, non-sublicensable, non-transferable, and non-exclusive right and license to download, execute and display such software, content and materials provided to you as part of the Services (and right to download a single copy of the App onto your applicable equipment or device), in each case for the sole purpose of enabling you to use the Services as permitted by these Terms. Your access and use of the Services may be interrupted from time to time for any of several reasons, including, without limitation, the malfunction of equipment, periodic updating, maintenance or repair of the Service or other actions that Company, in its sole discretion, may elect to take.
You may not do any of the following in connection with your use of the Services unless applicable laws or regulations prohibit these restrictions or you have our written permission to do so:
- download, modify, copy, distribute, transmit, display, perform, reproduce, duplicate, publish, license, create derivative works from, or offer for sale any information contained on, or obtained from or through, the Services, except for temporary files that are automatically cached by your web browser for display purposes, or as otherwise expressly permitted in these Terms;
- duplicate, decompile, reverse engineer, disassemble or decode the Services (including any underlying idea or algorithm), or attempt to do any of the same;
- use, reproduce or remove any copyright, trademark, service mark, trade name, slogan, logo, image, or other proprietary notation displayed on or through the Services;
- use automation software (bots), hacks, modifications (mods) or any other unauthorized third-party software designed to modify the Services or facilitated automated transactions on the Services;
- access or use the Services in any manner that could disable, overburden, damage, disrupt or impair the Services or interfere with any other party’s access to or use of the Services or use any device, software or routine that causes the same;
- attempt to gain unauthorized access to, interfere with, damage or disrupt the Services, profiles registered to other users, or the computer systems or networks connected to the Services
- circumvent, remove, alter, deactivate, degrade or thwart any technological measure or content protections of the Services;
- use any robot, spider, crawlers or other automatic devices, process, software or queries that intercept, “mines,” scrapes or otherwise accesses the Services to monitor, extract, copy or collect information or data from or through the Services, or engage in any manual process to do the same;
- introduce any viruses, trojan horses, worms, logic bombs or other materials that are malicious or technologically harmful into our systems;
- use the Services for illegal, harassing, unethical, or disruptive purposes;
- violate any applicable law or regulation in connection with your access to or use of the Services; or
- access or use the Services in any way not expressly permitted by these Terms
You are responsible for providing the mobile device, wireless service plan, software, Internet connections and/or other equipment or services that you need to download, install and use the App. We do not guarantee that the App can be accessed and used on any particular device or with any particular service plan. We do not guarantee that the App or will be available in, or that orders for Offerings can be placed from any particular geographic location. As part of the Services and to update you regarding the status of deliveries, you may receive push notifications, local client notifications, text messages, picture messages, alerts, emails or other types of messages directly sent to you in connection with the App (“Push Messages”). You acknowledge that, when you use the App, your wireless service provider may charge you fees for data, text messaging and/or other wireless access, including in connection with Push Messages. You have control over the Push Messages settings and can opt-in or out of these Push Messages through the Services or through your mobile device’s operating system (with the possible exception of infrequent, important service announcements and administrative messages). Please check with your wireless service provider to determine what fees apply to your access to and use of the App, including your receipt of Push Messages from the Company. You are solely responsible for any fee, cost or expense that you incur to download, install and/or use the App on your mobile device, including for your receipt of push messages from the Company.
The Services, including their “look and feel” (e.g., text, graphics, images, logos), proprietary content, information and other materials, are protected under copyright, trademark and other intellectual property laws. You agree that the Company and/or its licensors own all right, title and interest in and to the Services (including any and all intellectual property rights therein) and you agree not to take any action(s) inconsistent with such ownership interests. We and our licensors reserve all rights in connection with the Services and its content (other than Your Content), including, without limitation, the exclusive right to create derivative works.
The Company’s name, the Company’s logo and all related names, logos, product and service names, designs and slogans are trademarks of the Company or its affiliates or licensors. Other names, logos, product and service names, designs and slogans that appear on the Services are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by us.
We welcome feedback, comments and suggestions for improvements to the Services (“Feedback”). You acknowledge and expressly agree that any contribution of Feedback does not and will not give or grant you any right, title or interest in the Services or in any such Feedback. All Feedback becomes the sole and exclusive property of the Company, and the Company may use and disclose Feedback in any manner and for any purpose whatsoever without further notice or compensation to you and without retention by you of any proprietary or other right or claim. You hereby assign to the Company any and all right, title and interest (including, but not limited to, any patent, copyright, trade secret, trademark, show-how, know-how, moral rights and any and all other intellectual property right) that you may have in and to any and all Feedback.
In connection with your use of the Services, you may be able to post, upload, or submit content to be made available through the Services, including NFT Media that is tied to NFTs you wish to sell on the Services as a seller, and any content associated with your NFTs (“Your Content”). You retain all rights to Your Content you post, upload, submit, or otherwise made available through the Services, except for rights expressly granted herein. In order to operate the Service, we must obtain from you certain license rights in Your Content so that actions we take in operating the Service are not considered legal violations. Accordingly, by using the Service and uploading Your Content or otherwise made Your Content available, you grant us a license to access, use, host, cache, store, copy, reproduce, transmit, display, publish, distribute, adapt and modify (for technical purposes, e.g., making sure content is viewable on smartphones as well as computers and other devices) Your Content in any and all media or distribution methods (now know or later developed) but solely as required to be able to operate and provide the Services. You agree that this license includes the right for us to provide, promote, and improve the Services and to make Your Content available to other companies, organizations or individuals for the distribution, promotion or publication of Your Content on other media and services. You agree that these rights and licenses are royalty-free, transferable, sub-licensable, worldwide and irrevocable (for so long as Your Content is stored with us), and include a right for us to make Your Content available to, and pass these rights along to, others with whom we have contractual relationships related to the provision of the Services, solely for the purpose of providing such Services, and to otherwise permit access to or disclose Your Content to third parties if we determine such access is necessary to comply with our legal obligations. As part of the foregoing license grant, you agree that the other users of the Services shall have the right to comment on and/or tag Your Content and/or to use, publish, display, modify or include a copy of Your Content as part of their own use of the Services; except that the foregoing shall not apply to any of Your Content that you post privately for non-public display on the Services. By posting or submitting Your Content through the Services, you represent and warrant that you have, or have obtained, all rights, licenses, consents, permissions, power and/or authority necessary to grant the rights granted herein for Your Content. You agree that Your Content will not contain material subject to copyright or other proprietary rights unless you have the necessary permission or are otherwise legally entitled to post the material and to grant us the license described above.
Unless otherwise specified by the seller of an NFT in writing, your purchase of an NFT does not give you the right to publicly display, perform, distribute, sell or otherwise reproduce the NFT or its related NFT Media for any commercial purpose. You further agree that you are not receiving any copyright interest in the NFT or its related NFT Media. Any commercial exploitation of the NFT or its related NFT Media could subject you to claims of copyright infringement. If you sell an NFT, you agree that you will not have any claims against Company for any breach of these Terms by a purchaser, including if they make commercial use of the related NFT Media in breach of these Terms.
We have the right to remove or refuse to post any of Your Content, including NFTs, (a) for any or no reason in our sole discretion; and (b) take any action with respect to Your Content that we deem necessary or appropriate in our sole discretion, including if we believe that Your Content violates these Terms, infringes any intellectual property right of any person or entity, threatens the personal safety of users of the Services or the public, or could create liability for Company or its users.
Company may, but is not obligated to, monitor the NFTs, NFT Media and Your Content uploaded to the Services for any infringement of a third party’s intellectual property rights. However, Company cannot undertake to review all such content before it is posted on the Service, and cannot ensure prompt removal of objectionable content after it has been posted. Accordingly, Company assume no liability for any action regarding transmissions, communications, or content provided by any user or third party. If you believe that any text, graphics, photos, audio, videos or other materials or works uploaded, downloaded or appearing on the Services have been copied in a way that constitutes copyright infringement, you may submit a notification to our copyright agent in accordance with 17 USC 512(c) of the Digital Millennium Copyright Act (the “DMCA”), by providing the following information in writing:
- identification of the copyrighted work that is claimed to be infringed;
- identification of the allegedly infringing material that is requested to be removed, including a description of where it is located on the Service;
- information for our copyright agent to contact you, such as an address, telephone number and e-mail address;
- a statement that you have a good faith belief that the identified, allegedly infringing use is not authorized by the copyright owners, its agent or the law;
- a statement that the information above is accurate, and under penalty of perjury, that you are the copyright owner or the authorized person to act on behalf of the copyright owner; and
- the physical or electronic signature of a person authorized to act on behalf of the owner of the copyright or of an exclusive right that is allegedly infringed
Notices of copyright infringement claims should be sent by e-mail to [email protected]. It is our policy, in appropriate circumstances and at our discretion, to disable the use of Services via the Profiles or third-party Wallets connected to the Profiles of users who repeatedly infringe copyrights or intellectual property rights of others. A user of the Services who has uploaded or posted materials identified as infringing as described above may supply a counter-notification pursuant to sections 512(g)(2) and (3) of the DMCA. When we receive a counter-notification, we may reinstate the posts or material in question, at our sole discretion. To file a counter-notification with us, you must provide a written communication (by fax or regular mail or by email) that sets forth all of the items required by sections 512(g)(2) and (3) of the DMCA. Please note that you will be liable for damages if you materially misrepresent that content or an activity is not infringing the copyrights of others.
Certain Services may display, include or make available content, data, information, applications or materials from third parties (“Third Party Materials”) or provide links to certain third-party websites. By using the Services, you acknowledge and agree that the Company is not responsible for examining or evaluating the content, accuracy, completeness, availability, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect of such Third Party Materials or websites. We do not warrant or endorse and do not assume and will not have any liability or responsibility to you or any other person for any third-party services, Third Party Materials or third-party websites, or for any other materials, products, or services of third parties. Third-Party Materials and links to other websites are provided solely as a convenience to you.
Your access to and use of the Services are at your own risk. You understand and agree that the Services are provided to you on an “AS IS” and “AS AVAILABLE” basis. Without limiting the foregoing, to the maximum extent permitted under applicable law, the Company, its parents, affiliates, related companies, officers, directors, employees, agents, representatives, partners and licensors (the “the Company Entities”) DISCLAIM ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. The Company Entities make no warranty or representation and disclaim all responsibility and liability for (a) the completeness, accuracy, availability, timeliness, security or reliability of the Services; (b) the authenticity, legitimacy, accuracy, or safety of any NFTs or NFT Media, (c) any harm to your computer system, loss of data, or other harm that results from your access to or use of the Services; (d) the operation or compatibility with any other application or any particular system or device; (e) whether the Services will meet your requirements or be available on an uninterrupted, secure or error-free basis; and (f) the deletion of, or the failure to store or transmit, Your Content and other communications maintained by the Services. No advice or information, whether oral or written, obtained from the Company Entities or through the Services, will create any warranty or representation not expressly made herein.
TO THE EXTENT NOT PROHIBITED BY LAW, YOU AGREE THAT IN NO EVENT WILL THE COMPANY ENTITIES BE LIABLE (A) FOR DAMAGES OF ANY KIND, INCLUDING DIRECT, INDIRECT, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, LOSS OF USE, DATA OR PROFITS, BUSINESS INTERRUPTION OR ANY OTHER DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE SERVICES), HOWEVER, CAUSED AND UNDER ANY THEORY OF LIABILITY, WHETHER UNDER THESE TERMS OR OTHERWISE ARISING IN ANY WAY IN CONNECTION WITH THE SERVICES OR THESE TERMS AND WHETHER IN CONTRACT, STRICT LIABILITY OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) EVEN IF THE COMPANY ENTITIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE, OR (B) FOR ANY OTHER CLAIM, DEMAND OR DAMAGES WHATSOEVER RESULTING FROM OR ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE DELIVERY, USE OR PERFORMANCE OF THE SERVICES. SOME JURISDICTIONS (SUCH AS THE STATE OF NEW JERSEY) DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE EXCLUSION OR LIMITATION MAY NOT APPLY TO YOU. THE COMPANY ENTITIES’ TOTAL LIABILITY TO YOU FOR ANY DAMAGES FINALLY AWARDED SHALL NOT EXCEED THE AMOUNT OF ONE HUNDRED U.S. DOLLARS ($100.00) OR THE AMOUNT YOU PAID THE COMPANY ENTITIES, IF ANY, IN THE PAST SIX (6) MONTHS FOR THE SERVICES (OR OFFERINGS PURCHASED ON THE SERVICES) GIVING RISE TO THE CLAIM. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
By entering into these Terms and accessing or using the Services, you agree that you shall defend, indemnify and hold the Company Entities harmless from and against any and all claims, costs, damages, losses, liabilities and expenses (including attorneys’ fees and costs) incurred by the Company Entities arising out of or in connection with: (a) your violation or breach of any term of these Terms or any applicable law or regulation; (b) your violation of any rights of any third party; (c) your misuse of the Services; (d) Your Content, or (e) your negligence or wilful misconduct.
If you are using the Services from within the United States, then this Section 9 will apply to any Claim (as defined below) relating in any way to your use of the Company’s services and/or products, including the Services, from within the United States.
You agree that in the event of any dispute between you and the Company Entities, you will first contact the Company and make a good faith sustained effort to resolve the dispute before resorting to more formal means of resolution, including without limitation, any court action.
After the informal dispute resolution process, any remaining dispute, controversy, or claim (collectively, “Claim”) relating in any way to your use of the Company’s services and/or products, including the Services, will be resolved by arbitration, including threshold questions of arbitrability of the Claim, except as permitted herein. You and the Company agree that any Claim will be settled by final and binding arbitration, administered by JAMS under its Comprehensive Arbitration Rules and Procedures and the JAMS Consumer Minimum Standards (together, the “JAMS Rules”) then in effect (those rules are deemed to be incorporated by reference into this section, and as of the date of these Terms). Arbitration will be handled by a sole arbitrator in accordance with the JAMS Rules. Judgment on the arbitration award may be entered in any court that has jurisdiction. You have a right to have the arbitration conducted via telephone, or as an in-person hearing in your hometown area (if you live in the United States) or another location that is reasonably convenient to you. Any arbitration will be conducted in the English language. The seat of the arbitration shall be Los Angeles, California.
You and Company agree that each party may bring Claims against the other party only in an individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding, including without limitation federal or state class actions, or class arbitrations. Accordingly, under the arbitration procedures outlined in this section, an arbitrator shall not combine or consolidate more than one party’s claims without the written consent of all affected parties to an arbitration proceeding. Without limiting the generality of the foregoing, you and Company agree that no dispute shall proceed by way of class arbitration without the written consent of all affected parties.
Payment for any and all reasonable JAMS filing, administrative and arbitrator fees will be in accordance with the JAMS Rules. If the value of your claim does not exceed $10,000, the Company will pay for the reasonable filing, administrative and arbitrator fees associated with the arbitration, unless the arbitrator finds that either the substance of your claim or the relief sought was frivolous or brought for an improper purpose, except that if you have initiated the arbitration claim, you will still be required to pay the lesser of $250 or the maximum amount permitted under the JAMS Rules for arbitration claims initiated by you. You are still responsible for all additional costs that you incur in the arbitration, including without limitation, fees for attorneys or expert witnesses.
YOU HAVE THE RIGHT TO OPT-OUT AND NOT BE BOUND BY THE ARBITRATION AND WAIVER OF CLASS PROVISIONS SET FORTH IN THESE TERMS BY SENDING WRITTEN NOTICE OF YOUR DECISION TO OPT-OUT TO 380 HAMILTON AVE, #1445PALO ALTO, CA 94301 OR TO THE U.S. MAILING ADDRESS LISTED IN THE “HOW TO CONTACT US” SECTION OF THESE TERMS. THE NOTICE MUST BE SENT TO THE COMPANY WITHIN THIRTY (30) DAYS OF YOUR REGISTERING TO USE THE SERVICES OR AGREEING TO THESE TERMS (OR IF THIS SECTION 9 IS AMENDED HEREAFTER, WITHIN 30 DAYS OF SUCH AMENDMENT BEING EFFECTIVE), OTHERWISE, YOU SHALL BE BOUND TO ARBITRATE DISPUTES IN ACCORDANCE WITH THESE TERMS, AND THE NOTICE MUST SPECIFY YOUR NAME AND MAILING ADDRESS. IF YOU OPT-OUT OF THESE ARBITRATION PROVISIONS, THE COMPANY ALSO WILL NOT BE BOUND BY THEM.
NOTWITHSTANDING ANYTHING IN THESE TERMS TO THE CONTRARY, YOU MAY INSTEAD ASSERT YOUR CLAIM IN “SMALL CLAIMS” COURT, BUT ONLY IF YOUR CLAIM QUALIFIES, YOUR CLAIM REMAINS ONLY IN SUCH COURT, AND YOUR CLAIM REMAINS ON AN INDIVIDUAL, NON-REPRESENTATIVE AND NON-CLASS BASIS. FURTHER, YOU AND THE COMPANY WILL HAVE THE RIGHT TO BRING AN ACTION IN A COURT OF PROPER JURISDICTION FOR INJUNCTIVE OR OTHER EQUITABLE OR CONSERVATORY RELIEF, OR IF THE CLAIM RELATES TO INTELLECTUAL PROPERTY INFRINGEMENT OR MISAPPROPRIATION.
IF YOU ARE USING THE SERVICES FROM OUTSIDE THE UNITED STATES, THEN THIS SECTION 10 WILL APPLY TO ANY CLAIM RELATING IN ANY WAY TO YOUR USE OF THE COMPANY’S SERVICES AND/OR PRODUCTS, INCLUDING THE SERVICES, FROM OUTSIDE THE UNITED STATES.
YOU AGREE THAT IN THE EVENT OF ANY DISPUTE BETWEEN YOU AND THE COMPANY ENTITIES, YOU WILL FIRST CONTACT THE COMPANY AND MAKE A GOOD FAITH SUSTAINED EFFORT TO RESOLVE THE DISPUTE BEFORE RESORTING TO MORE FORMAL MEANS OF RESOLUTION, INCLUDING WITHOUT LIMITATION, ANY COURT ACTION.
AFTER THE INFORMAL DISPUTE RESOLUTION PROCESS, ANY REMAINING CLAIM RELATING IN ANY WAY TO YOUR USE OF THE COMPANY’S SERVICES AND/OR PRODUCTS, INCLUDING THE SERVICES, WILL BE RESOLVED BY ARBITRATION, INCLUDING THRESHOLD QUESTIONS OF ARBITRABILITY OF THE CLAIM, EXCEPT AS PERMITTED HEREIN. YOU AND THE COMPANY AGREE THAT ANY CLAIM WILL BE SETTLED BY FINAL AND BINDING ARBITRATION, ADMINISTERED BY THE HONG KONG INTERNATIONAL ARBITRATION CENTRE (THE “HKIAC”) AND ADMINISTERED BY THE HKIAC ADMINISTERED ARBITRATION RULES (“HKIAC RULES”) THEN IN EFFECT (THOSE RULES ARE DEEMED TO BE INCORPORATED BY REFERENCE INTO THIS SECTION, AND AS OF THE DATE OF THESE TERMS). ARBITRATION WILL BE HANDLED BY A SOLE ARBITRATOR IN ACCORDANCE WITH THE HKIAC RULES. JUDGMENT ON THE ARBITRATION AWARD MAY BE ENTERED IN ANY COURT THAT HAS JURISDICTION. ANY ARBITRATION WILL BE CONDUCTED IN THE ENGLISH LANGUAGE. THE SEAT OF THE ARBITRATION SHALL BE HONG KONG.
YOU AND COMPANY AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER PARTY ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. YOU AND COMPANY FURTHER AGREE TO WAIVE ANY RIGHT FOR SUCH CLAIMS TO BE BROUGHT, HEARD, OR ARBITRATED AS A CLASS, COLLECTIVE, REPRESENTATIVE, OR PRIVATE ATTORNEY GENERAL ACTION, TO THE EXTENT PERMISSIBLE BY APPLICABLE LAW. ACCORDINGLY, UNDER THE ARBITRATION PROCEDURES OUTLINED IN THIS SECTION, AN ARBITRATOR SHALL NOT COMBINE OR CONSOLIDATE MORE THAN ONE PARTY’S CLAIMS WITHOUT THE WRITTEN CONSENT OF ALL AFFECTED PARTIES TO AN ARBITRATION PROCEEDING. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, YOU AND COMPANY AGREE THAT NO DISPUTE SHALL PROCEED BY WAY OF CLASS ARBITRATION WITHOUT THE WRITTEN CONSENT OF ALL AFFECTED PARTIES.
YOU HAVE THE RIGHT TO OPT-OUT AND NOT BE BOUND BY THE ARBITRATION AND WAIVER OF CLASS PROVISIONS SET FORTH IN THESE TERMS BY SENDING WRITTEN NOTICE OF YOUR DECISION TO OPT-OUT TO 380 HAMILTON AVE, #1445 PALO ALTO, CA 94301. THE NOTICE MUST BE SENT TO THE COMPANY WITHIN THIRTY (30) DAYS OF YOUR REGISTERING TO USE THE SERVICES OR AGREEING TO THESE TERMS (OR IF THIS SECTION 10 IS AMENDED HEREAFTER, WITHIN 30 DAYS OF SUCH AMENDMENT BEING EFFECTIVE), OTHERWISE, YOU SHALL BE BOUND TO ARBITRATE DISPUTES IN ACCORDANCE WITH THESE TERMS, AND THE NOTICE MUST SPECIFY YOUR NAME AND MAILING ADDRESS. IF YOU OPT-OUT OF THESE ARBITRATION PROVISIONS, THE COMPANY ALSO WILL NOT BE BOUND BY THEM.
Certain portions of the Services may allow us to contact you via telephone or text messages, such as to send you user verification codes. You agree that the Company may contact you via telephone or text messages (including by an automatic telephone dialling system) at any of the phone numbers provided by you or on your behalf in connection with your use of the Services, including for marketing purposes. You understand that you are not required to provide this consent as a condition of purchasing any Offerings. You also understand that you may opt-out of receiving text messages from us at any time by replying with the word “STOP” or such other means that we may designate.
We may modify these Terms from time to time in which case we will update the “Last Revised” date at the top of these Terms. If we make changes that are material, we will use reasonable efforts to attempt to notify you, such as by e-mail and/or by placing a prominent notice on the first page of the Website. However, it is your sole responsibility to review these Terms from time to time to view any such changes. The updated Terms will be effective as of the time of posting, or such later date as may be specified in the updated Terms. Your continued access or use of the Services after the modifications have become effective will be deemed your acceptance of the modified Terms.
If you breach any of the provisions of these Terms, all licenses granted by the Company will terminate automatically. Additionally, the Company may suspend, disable, or delete your Profile and/or the Services (or any part of the foregoing) with or without notice, for any or no reason. If the Company deletes your Profile for any suspected breach of these Terms by you, you are prohibited from creating a new Profile for the Services by connecting to a different Wallet. In the event of Profile deletion for any reason, the Company may, but is not obligated to, delete any of Your Content, including any listings you may have submitted for NFTs. The Company shall not be responsible for the failure to delete or deletion of Your Content. All sections which by their nature should survive the termination of these Terms shall continue in full force and effect subsequent to and notwithstanding any termination of this Agreement by the Company or you. Termination will not limit any of the Company’s other rights or remedies at law or in equity.
You agree that a breach of these Terms will cause irreparable injury to the Company for which monetary damages would not be an adequate remedy and the Company shall be entitled to equitable relief in addition to any remedies it may have hereunder or at law without a bond, other security or proof of damages.
If you are a California resident, in accordance with Cal. Civ. Code § 1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112 Sacramento, CA 95834, or by telephone at (800) 952-5210.
If any provision of these Terms shall be unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions. These Terms and the licenses granted hereunder may be assigned by the Company but may not be assigned by you without the prior express written consent of the Company. 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. The Services are operated by us in the United States. Those who choose to access the Services from locations outside the United States do so at their own initiative and are responsible for compliance with applicable local laws. If you are located within the United States, these Terms are governed by the laws of the State of California, without regard to conflict of laws rules, and the proper venue for any disputes arising out of or relating to any of the same will be the arbitration venue set forth in Section 9, or if arbitration does not apply, then the state and federal courts located in the State of California. If you are located outside of the United States, these Terms are governed by the laws of Hong Kong, without regard to conflict of laws rules, and the proper venue for any disputes arising out of or relating to any of the same will be the arbitration venue set forth in Section 10. You and the Company agree that the United Nations Convention on Contracts for the International Sale of Goods will not apply to the interpretation or construction of these Terms.