MARKETPLACE TERMS & CONDITIONS
IF YOU DO NOT AGREE TO THESE TERMS & CONDITIONS, YOU MUST NOT USE OR ACCESS OUR PLATFORM AND SERVICES. ANY CHANGES TO THESE TERMS & CONDITIONS WILL BE IN EFFECT AS OF THE LAST REVISED DATE. YOU ACKNOWLEDGE AND AGREE THAT THE FORM AND NATURE OF THE MARKETPLACE, AND ANY PART OF IT, MAY CHANGE FROM TIME TO TIME WITHOUT PRIOR NOTICE TO YOU, AND THAT WE MAY ADD NEW OR REMOVE EXISTING FEATURES AND CHANGE ANY PART OF THE MARKETPLACE.
IF ANY PROVISION OF THESE TERMS & CONDITIONS OR ANY FUTURE CHANGES ARE UNACCEPTABLE TO YOU, DO NOT USE OR CONTINUE TO USE THE MARKETPLACE. YOUR CONTINUED USE OF THE MARKETPLACE FOLLOWING THE POSTING OF ANY NOTICE OF ANY CHANGE TO THESE TERMS OF SERVICE SHALL CONSTITUTE YOUR ACCEPTANCE AND AGREEMENT TO SUCH CHANGE.
1.The Augmented Life Studio LLC (ALS) is a blockchain company which makes available to users certain software services accessible at metapromarket.com (the Marketplace) or through API or SDK (if made available). All of the services provided by Augmented Life Studio LLC we identify in this document as ‘Services’ or “Service”. ALS provides a peer-to-peer web3 service that helps users discover and directly interact with each other and NFTs available on public blockchains. We do not have custody or control over the NFTs or blockchains you are interacting with and we do not execute or effectuate purchases, transfers, or sales of NFTs. To use our Service, you may use a third-party wallet or Metapro Wallet which allows you to engage in transactions on blockchains.
2.We facilitate transactions between buyer and seller, but we are not a party to any agreement between buyer and seller on the Marketplace. The ALS reserves the right to (but is not required or obligated to be) take any action in relation to any disputes arising from purchases via the Marketplace, including in connection with any auctions or other purchase methods.
3.For purposes of these Terms:
a.Assets - text, graphics, images, files, file properties, database objects, music, software, audio, video, works of authorship of any kind, and information or other materials that are posted, generated, provided, or otherwise made available through the Services by the user or available at metapromarket.com.
b.NFT Meta Asset (NFT) - Assets minted in the form of NFT and irreversibly distributed in the decentralized network for security and constant availability for the use in games, applications or other fields of use chosen by the User.
c.Virtual Currencies - is a digital representation of value that functions as a medium of exchange, a unit of account, and/or a store of value.
d.Marketplace – a platform which is part of Services and allows for importing, storing, sharing , viewing, sending, creating, selling and buying of Assets and NFTs.
e.Services – all current and future products and services offered by the ALS through the Marketplace.
f.Metapro Protocol - a decentralized database of Assets which can be accessed and viewed with the use of the Marketplace and Services.
g.Terms and Conditions (T&C) - these regulations governing the contractual relationship between Augmented Life Studio LLC as a provider of a service and its user.
4.By using the Services, you accept Terms and Conditions.
5.By agreeing to the Terms, you represent that you:
a.are at least 18+ years old and
b.can enter into a legally binding agreement with Augmented Life Studio LLC.
c.possess a device that meets the Service's system and compatibility requirements, which may change from time to time; working Internet access; and compatible software, as specified on our website.
6.You assume responsibility for any actions or abandonments performed regarding the Services.
7.You are responsible for providing accurate and true information in the Marketplace application whenever asked for. You are responsible for any mistakes or errors resulting in providing wrongful or erroneous information.
8.By using the Marketplace you irrevocably agree that any Asset or fraction/ part of it can be stored, cataloged, shared, grouped, archived irreversibly and for indefinite period of time. The User shall not make any claims in the event of accidental damage, modification, or loss of the Assets by Augmented Life Studio LLC during the performance of the activities indicated above.
1.We may modify the T&C at any time at our sole discretion. If we do so, we’ll let you know either by posting the modified Terms on the Site, by providing you a notice through the Marketplace , or through other methods of communication which we deem reasonable. The modified Terms will be effective at the time indicated in the announcement. It’s important that you review the Terms whenever we modify them because if you continue to use the Services after we have modified the Terms, you are agreeing to be bound by the modified Terms. If you don’t agree to be bound by the modified Terms, then you may not use the Services. Because our Services are evolving over time we may change or discontinue all or any part of the Services, at any time and without notice, at our sole discretion.
9.None of the services offered by the Service is a financial service and cannot be considered as such.
1.Augmented Life Studio LLC has created means for users to use the Marketplace and Services available online.
2.The Service may offer the following:
a.Login to the Marketplace with the use of peer-2-peer web3 technology allowing for authentication of the Virtual currencies address holder with the use of Third Party wallets or MetaproWallet.
b.connect to third party services and use them within the Marketplace;
c.access and use the Services online through our web page;
d.view, sell, buy, transfer, move, share, or create Assets and NFTs;
e.use third party Services offered within the Marketplace;
f.Download Assets and use them in games, applications, etc.
3.The Service may consist of third party Services allowing, among others to
a.Connect a Third Party wallet or Metpro Wallet to the Marketplace
b.Register yourself or other users as well as provide relevant data to Third Party Services
c.Storing Assets or providing other storage, maintenance or upkeep services crucial for the operations of the ALS or Services.
d.Using different Blockchain technology to make use of the Services.
4.You can use and connect Wallet Connect (https://walletconnect.com ) with the use of Metapro Wallet. You agree to abide by the Terms of Service of Wallet Connect and to comply with all Marketplace applicable laws and regulations. If you do not agree with those Terms of Service, you are prohibited from using or accessing WalletConnect website or using any other services provided by WalletConnect. The Marketplace can also provide its own implementation of WalletConnect in which case this Terms and Conditions will be applicable.
5.Augmented Life Studio LLC provides the Services which include blockchain technology created and controlled by other Third parties. Thus, it does not have any control over any of the Virtual Currencies, in particular it doesn’t bear risk of wrongful execution of the transactions or inoperability of those blockchains.
6.We may provide third-party libraries to You as part of the solutions but shall not be considered to be the owner or licensor of the third-party libraries.
7.Augmented Life Studio LLC retains the exclusive right to add, to modify, or cancel the availability of any Third Party Service and shall not be held for erroneous working of those services.
9.You also understand and acknowledge that creating, importing, sharing, transferring or moving of Assets into the Marketplace cannot be undone, reversed, cancelled and is limited only by the time of functioning of the Services.
10.You warrant and represent that you have the right and authority to submit your Assets or any part thereof does not infringe the intellectual property rights or any other rights of any third party.
11.Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable license to use the Marketplace for the purposes of accessing and using the Services in accordance with these Terms and to download, sell, buy, move, transfer, share, view, copy, display and print the Assets solely in connection with your permitted use of the Services.
12.You acknowledge that, in certain instances, where you have removed the Assets to which you have access to, by specifically deleting it, some of the content that you have created (distributed Assets, posts or comments you make) may not be completely removed and copies of it may continue to exist within the Services or with Third Parties. We are not responsible or liable for the removal or deletion of (or the failure to remove or delete) any of such content or Assets.
13.You may not download the Marketplace or use the Services if:
a.you are in, under the control of, or a national or resident of Cuba, Iran, North Korea, Sudan, or Syria or any other country subject to United States embargo, UN Security Council Resolutions (“UNSCR”), HM Treasury's financial sanctions regime, or if you are on the U.S. Treasury Department's Specially Designated Nationals List or the U.S. Commerce Department's Denied Persons List, Unverified List, Entity List HM Treasury's financial sanctions regime; or
b.you intend to supply any Services to Cuba, Iran, North Korea, Sudan or Syria or any other country subject to United States embargo or HM Treasury's financial sanctions regime (or a national or resident of one of these countries), or to a person on the Specially Designated Nationals List, Denied Persons List, Unverified List, Entity List, or HM Treasury's financial sanctions regime.
14.ALS has devised a technology to safely store
15.You expressly acknowledge that ALS cannot guarantee removal of Assets from its Database due to technical reasons laying outside ALS control.
16.Marketplace can offer different rights and features within the Services, which may require accepting additional agreements (for example Content Creator agreement). Such documents create an integral part of this terms.
17.You bear full responsibility for verifying the identity, legitimacy, and authenticity of NFTs that you purchase from third-party sellers using the Service and we make no claims about the identity, legitimacy, functionality, or authenticity of users or NFTs (and any content associated with such NFTs) visible on the Service.
18.Assets (including NFTs) may be a subject of specific local jurisdiction requirements. You are solely obliged to check, verify, and comply to such regulations. You are solely responsible for obtaining any necessary approvals, confirmations, licenses, rights and any other certificates or acknowledgements related to Assets you are creating, sharing, or transferring to the Marketplace.
19.You can download and use Assets, by accessing services through the API/ SDK, in your own applications, solutions, games or other software you create, manage, modify, manufacture, write, re-engineer, or develop. We shall not be held responsible for any problems, errors or failures related with implementation of the Asset into your software.
20.You acknowledge and agree that Assets are divided into chunks (with the use of the method devised by ALS) and distributed and decentralized among Third Party service providers (POD providers).
21.You accept that authorship of any Assets created, shared, transferred, or brought to metapromarket.com in any other way, can only be verified, authenticated, or checked by the creators’ Virtual currency address. You also accept that this is the only way on how ALS can decide or authenticate the publisher of Asset. You agree that all consequences (under applicable Law) resulting from such authentication are binding and can be disputed according to these terms.
TERM AND TERMINATION
1.This User Agreement commences on the Effective Date and shall continue until terminated by you or MARKETPLACE/ ALS in accordance with these MARKETPLACE User Terms.
2.We may terminate this User Agreement or close your Account at any time, or by providing you with at least 1 weeks’ advance notice.
3.Either Party may terminate this User Agreement with immediate effect by giving written notice to the other Party if:
a.the other Party commits a material breach of any term of this User Agreement and (if such breach is remediable) fails to remedy such breach within a period of thirty (30) days after being notified in writing to do so;
b.to the extent permitted by applicable law, the other party takes any step or action in connection with its entering administration, provisional liquidation or any composition or arrangement with its creditors (other than in relation to a solvent restructuring), obtaining a moratorium, being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of its assets or ceasing to carry on business or, if the step or action is taken in another jurisdiction, in connection with any analogous procedure in the relevant jurisdiction; or
c.the other party suspends or ceases, or threatens to suspend or cease, carrying on all or a substantial part of its business.
4.Notwithstanding any other provision of this User Agreement, we may Marketplaceo immediately suspend your account with MARKETPLACE or terminate this User Agreement on written notice to you in the event:
a.we determine at our reasonable discretion that you or your use of the Services present any fraud risk, credit risk, or any other material risk to MARKETPLACE, MARKETPLACE’s other customers or the Services;
b.you use the Services in a prohibited manner or otherwise do not materially comply with any of the terms of this User Agreement;
c.we are required to do so by any applicable law or regulatory authority;
d.you take any step or action in connection with you entering administration, provisional liquidation or any composition or arrangement with your creditors (other than in relation to a solvent restructuring), being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of your assets or ceasing to carry on business or, if the step or action is taken in another jurisdiction, in connection with any analogous procedure in the relevant jurisdiction; or
e.you suspend, threaten to suspend, cease or threaten to cease to carry on all or a substantial part of your business.
5.On termination of this User Agreement for any reason:
a.all licenses and rights granted under this User Agreement shall immediately terminate and you shall immediately cease all use of the Services;
b.each party shall return and make no further use of any equipment, property, documentation and other items (and all copies of them) belonging to the other party;
c.MARKETPLACE shall destroy or otherwise dispose of any data relating to you undertaken using the Services in its possession in accordance with clause 4.1(f) except that MARKETPLACE may retain data relating to you using the Services on an anonymous basis; and
d.any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination, including the right to claim damages in respect of any breach of this User Agreement which existed at or before the date of termination shall not be affected or prejudiced.
1.In connection with your use of the Marketplace, you may be able to post, upload, or submit Assets to be made available through the Marketplace, and any other content associated with your NFTs. You retain all rights to your Assets you post, upload, submit, or otherwise make available through the Marketplace, except for rights expressly granted herein. In order to operate the Marketplace, we must obtain from you certain license rights in your content so that actions we take in operating the Marketplace are not considered legal violations. Accordingly, by using the Marketplace and uploading Assets 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 services of the Marketplace. You agree that this license includes the right for us to provide, promote, and improve the Marketplace and to make Assets 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 Assets available to, and pass these rights along to, others with whom we have contractual relationships related to the provision of the Marketplace, and solely for purpose of providing the Marketplace, and to otherwise permit access to disclose Assets to third parties if we determine such access is necessary to comply with our legal obligations.
2.If you sell an NFT, you agree that you will not have any claims against the ALS for any breach of these Terms & Conditions by a purchaser.
3.We have the right to remove or refuse to post any of Assets, including NFTs, (a) for any or no reason in our sole discretion; and (b) take any action with respect to Assets that we deem necessary or appropriate in our sole discretion, including if we believe that Assets violates these terms, infringes any intellectual property right of any person or entity, threatens the personal safety of users of the Marketplace or the public, or could create liability for ALS or other users.
4.You are not permitted to redistribute any of the Services, modify any code or use any content, including images and text, as part of any other software or project of any kind.
5.Augmented Life Studio LLC Services are provided to You, “as-is” and without any warranty whatsoever, to the maximum extent permissible by law. Augmented Life Studio LLC DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT ACCESS TO THE SERVICES OR ANY OF THE MATERIALS CONTAINED THEREIN WILL BE CONTINUOUS, UNINTERRUPTED, TIMELY, OR ERROR-FREE.
6.Without limiting the generality of the foregoing, Augmented Life Studio LLC does not warrant that the Marketplace and the Services are fit for Your purpose, even if You have previously provided notice of Your intended purpose and does not warrant that the Marketplace and the Services will operate in a bug-free manner.
7.You agree to indemnify Augmented Life Studio LLC against any claims, damages, losses or legal fees incurred due to Your use (or misuse) of the Marketplace, Services and related Third-Party Services exceeding the amount indicated in point 4.
8.We will not be responsible for any losses, damages or claims arising from events falling within the scope of the following categories:
a.mistakes made by the user of Services, e.g., forgotten passwords, payments sent to wrong coin addresses, and accidental deletion of wallets.
b.software problems of any cryptocurrency-related software or service, e.g., corrupted file, incorrectly constructed transactions, unsafe cryptographic libraries, malware affecting the Marketplace Software and/or any cryptocurrency-related software or service.
c.technical failures in the hardware of the user of any cryptocurrency-related software or service, e.g., data loss due to a faulty or damaged storage device.
d.security problems experienced by the user of any cryptocurrency-related software or service, e.g., unauthorized access to users' wallets and/or accounts.
e.actions or inactions of third parties and/or events experienced by third parties, e.g., bankruptcy of service providers, information security attacks on service providers, and fraud conducted by third parties.
f.Augmented Life Studio LLC, as part of the implementation of the Services, only multiplies the fault of willful damage or gross negligence.
g.Infringement of any Intellectual Property rights related to Assets.
9.You agree to indemnify, defend and hold harmless Augmented Life Studio LLC and its subsidiaries and other affiliates, and its directors, officers, owners, agents, co-branders or other partners, employees information providers, service providers, licensors, licensees, consultants, contractors and other Marketplace applicable third parties (collectively "Indemnified Parties") from and against any and all claims, demands, causes of action, debt or liability, including without limitation attorneys’ fees and costs incurred by the Indemnified Parties arising out of, related to, or which may arise from:
a.your use of the Services;
b.any breach or non-compliance by you of any provision of these Terms
c.any dispute or litigation caused by your actions or omissions; or
d.your negligence or violation or alleged violation of any Marketplace applicable law or rights of a third party.
10.If you are a user located in the United States or Canada, you and Augmented Life Studio LLC agree that any Dispute shall be finally settled in binding arbitration, on an individual basis, in accordance with the American Arbitration Association’s rules for arbitration of consumer-related disputes (accessible at https://www.adr.org/Rules) and you and Augmented Life Studio LLC hereby expressly waive trial by jury and right to participate in a class action lawsuit, private attorney general actions, or class-wide arbitration, except that each party retains the right: (i) to bring an individual action in small claims court and (ii) to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights (the action described in the foregoing clause (ii), an “IP Protection Action”). The exclusive jurisdiction of an IP Protection Action shall be the courts of San Francisco, California and you agree to submit to the personal jurisdiction of such courts for the purpose of litigating IP Protection Actions.
11.You expressly acknowledge and agree that use of the services and Assets is at your sole risk and that the entire risk as to satisfactory quality, performance, accuracy, and effort is with you. the Marketplace , site and services are provided on an "as is" and "as available" basis without any representation or warranty, whether express, implied or statutory. to the maximum extent permitted by Marketplace applicable law, augmented life studio llc specifically disclaims any express or implied warranties of title, merchantability, fitness for a particular purpose and/or non-infringement.
12.To the maximum extent not prohibited by law, Augmented Life Studio LLC shall not be liable for damages of any type, whether direct or indirect, arising out of or in any way related to your use or inability to use the services, including but not limited to damages allegedly arising from the compromise or loss of your login credentials or funds, or loss of or inability to restore access from your backup phrase, or for mistakes, omissions, interruptions, delays, defects and/or errors in the transmission of transactions or messages to the ethereum network, or the failure of any message to send or be received by the intended recipient in the intended form, or for diminution of value of ether or any other digital token or digital asset on the ethereum network. ALS shall not be liable under any circumstances for any lost profits or any special, incidental, indirect, intangible, or consequential damages, whether based in contract, tort, negligence, strict liability, or otherwise, arising out of or in connection with authorized or unauthorized use of the services, even if an authorized representative of ALS has been advised of or knew or should have known of the possibility of such damages. ALS shall not be liable under any circumstances for damages arising out of or in any way related to software, products, services, and/or information offered or provided by third-parties and accessed through the Marketplace , site or services.
13.You accept and acknowledge that (i) the value of an NFT is subjective; prices of an NFT are subject to volatility and fluctuations in the price of cryptocurrency can also materially and adversely affect NFT prices; (ii) a lack of use or public interest in NFTs could negatively impact the potential utility ofNFTs; (iii) the regulatory regime governing NFTs is uncertain, and new regulations or policies may materially adversely affect the utility of NFTs; and (iv) there are risks associated with purchasing items associated with content created by third parties through peer-to-peer transactions, including but not limited to, the risk of purchasing counterfeit items, mislabeled items, items that are vulnerable to metadata decay, items on smart contracts with bugs, and items that may become untransferable. You represent and warrant that you have done sufficient research before making any decisions to sell, buy, transfer, or otherwise interact with any NFTs. You further acknowledge and agree it is your sole responsibility to carry out all necessary due diligence for all your activities relating to NFTs, and you represent and warrant that you have not and are not relying on, and shall have no remedies, in respect of any statement or representation made by the ALS in relation to any sale, buy, transfer or interaction otherwise with any NFTs.
14.Any purchase or sale you make, accept or facilitate outside of the Marketplace of an NFT will be entirely at your risk. You acknowledge that you have obtained sufficient information to make an informed decision to purchase an NFT and fully understand and accept the functions of the same. We do not control or endorse purchases or sales of NFTs outside of the Marketplace. We expressly deny and disclaim any liability to you and deny any obligation to indemnify you or hold you harmless for any losses you may incur by transacting, or facilitating transactions, in NFTs outside of the Marketplace.
15.Certain parts of the Marketplace may display, include or make available content, data, information, applications, or materials from third parties ("Third Party Materials"). By using the Marketplace, you acknowledge and agree that the ALS 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. 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 any other materials, products, or services of third parties.
1.The ALS may, but is not obligated to, monitor the NFTs, uploaded to the Marketplace for any infringement of a third party's intellectual property rights. However, the ALS 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, the ALS assumes no liability for any action regarding transmissions, communications, or content provided by any user or third party. The ALS will take down NFTs in response to Digital Millennium Copyright Act takedown notices and/or other intellectual property infringement claims and will terminate a seller's access if the seller is deemed to be a repeat infringer. 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 legal department, by providing the following information in writing:
a.identification of the copyrighted work that is claimed to be infringed;
b.identification of the allegedly infringing material that is requested to be removed, including a description of where it is located on the Marketplace;
c.information for our copyright agent to contact you, such as an address, telephone number, and e-mail address;
d.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;
e.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
f.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.
2.It is our policy, in appropriate circumstances and at our discretion, to disable or terminate the accounts of Users who repeatedly infringe copyrights or intellectual property rights of others.
3.Any User of the Marketplace who has uploaded or posted materials identified as infringing as described above may supply a counter-notification. When we receive a counternotification, we may reinstate the posts or material in question, in our sole discretion. To file a counter-notification with us, you must provide a written communication (by regular mail or by email) that sets forth:
a.your name, address, telephone number, e-mail address, and physical or electronic signature;
b.identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled; and
c.a statement under penalty of perjury that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled.
4.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.
VERIFICATION AND PAYMENT
When you make purchases through the Marketplace, including, without limitation, any purchase for NFTs, you must provide and maintain valid payment information. You represent and warrant that you are authorized to use the payment method you use via the Marketplace to make any purchase. You authorize us to charge your payment method for the total amount of your purchase price. Your order may be suspended or canceled for any reason, including if the payment method cannot be verified, is invalid, or is otherwise not acceptable.
We have no liability to you or any third party for any claims or damages that may arise as a result of any payments or transactions that you engage in via the Marketplace, or any other payment or transactions that you conduct via the Marketplace. We do not provide refunds for any purchases that you might make on or through the Marketplace — whether for NFTs or anything else.
You will be solely responsible to pay any and all sales, use, value-added and other taxes, duties, and assessments (except taxes on our net income) now or hereafter claimed or imposed by any governmental authority associated with your use of the Marketplace or NFTs, except for income taxes levied on us as a result of such purchases of NFTs.
EXCEPT AS EXPRESSLY PROVIDED FOR IN THIS AGREEMENT, TO THE MAXIMUM EXTENT PERMITTED BY MARKETPLACE LICABLE LAW, AUGMENTED LIFE STUDIO LLC, ITS SUBSIDIARIES, AFFILIATES, SUPPLIERS, BENEFICIARIES, OWNERS, SHAREHOLDERS, MEMBERS OF THE BOARD, DIRECTORS, REPRESENTATIVES, ATTORNEYS, OFFICERS, MANAGERS, EMPLOYEES, AGENTS, AND CONTRACTORS DO NOT MAKE ANY WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE AND NON-INFRINGEMENT. AUGMENTED LIFE STUDIO LLC, ITS AFFILIATES, AND ITS SUPPLIERS ARE NOT RESPONSIBLE OR LIABLE FOR THE DELETION, FAILURE TO STORE, OR ANY LOSS OF ANY CUSTOMER DATA, INCLUDING BLOCKCHAIN DATA AND DIGITAL ASSET REWARDS DERIVED, MAINTAINED, OR TRANSMITTED THROUGH USE OF THE SERVICES. THE CUSTOMER IS SOLELY RESPONSIBLE FOR SECURING ITS CUSTOMER DATA. NEITHER AUGMENTED LIFE STUDIO LLC, ITS AFFILIATES, NOR ITS SUPPLIERS, WARRANTS THAT THE OPERATION OF THE SOFTWARE OR THE SERVICES WILL BE ERROR-FREE OR UNINTERRUPTED. AUGMENTED LIFE STUDIO LLC, ITS AFFILIATES, AND ITS SUPPLIERS ARE NOT RESPONSIBLE OR LIABLE FOR ANY LOSSES OR OPPORTUNITY COSTS RESULTING FROM BLOCKCHAIN NETWORK AND PROTOCOL OR THIRD-PARTY SOFTWARE ISSUES, WHICH MAY IN TURN RESULT IN THE INABILITY TO PROCESS TRANSACTION ON THE BLOCKCHAIN AT ALL OR WITHOUT INCURRING SUBSTANTIAL FEES.
IF YOU HAVE A DISPUTE WITH ONE OR MORE USERS, YOU RELEASE US FROM CLAIMS, DEMANDS, AND DAMAGES OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES. IN ENTERING INTO THIS RELEASE YOU EXPRESSLY WAIVE ANY PROTECTIONS (WHETHER STATUTORY OR OTHERWISE) THAT WOULD OTHERWISE LIMIT THE COVERAGE OF THIS RELEASE TO INCLUDE THOSE CLAIMS WHICH YOU MAY KNOW OR SUSPECT TO EXIST IN YOUR FAVOR AT THE TIME OF AGREEING TO THIS RELEASE.
2.For the purpose of using of the Service we may collect and store the following information about you:
a.Log Data and Other Information
b.Personal Information We Collect Directly from You
c.Your Account Information - In order to create a Marketplace account, you will provide us with an e-mail, username and social media accounts links. You may also voluntarily add other information if the Service allows it.
d.Customer Support - We may collect additional information you may disclose to our customer support team.
e.Personal Information We Receive from Third Parties:
i.Metrics and Performance Data - We may collect service-related, diagnostic, and performance information. This includes high level information about your activity (such as how you use our Services and how you interact with others using our Services), and diagnostic, crash, website, and performance logs and reports.
ii.Device and Connection Information - We may collect device-specific information when you install, access, or use our Services. This may include your IP address and, if you choose to allow push notifications through the Marketplace, your device's unique push token. We may also temporarily collect information about decentralized Marketplace applications (DAPPs) that you are connecting to, while establishing that connection.
iii.Status Information - We may collect information about your online status on our Services, such as when you last used our Services (your "last seen status").
3.You permit Augmented Life Studio LLC to collect transaction, account, and other personal information and share them with Third Party Service provider’s you agreed to use within the Services we provide.
5.We and our affiliates or our third-party service providers may use the Personal Information that we collect from you or from third parties, transaction information, and Other Information that we or our third-party service providers collect from our server logs, cookies and other technologies for a variety of purposes, including to develop, offer, deliver and improve our products and services, to offer products and services of our affiliates, marketing partners, and other companies, to process your refinance Marketplace applications or other transactions, to fulfill legal and regulatory requirements, and as otherwise permitted by Marketplace applicable law. For example, we may use the information to:
a.Operate the Site;
b.Deliver products and services to people who use the metapromarket.com;
c.Understand how visitors use our Site, assist us with resolving visitors' questions regarding the use of our Site, and determine whether the content on our Site is effective.
d.Improve our Site and service offerings;
e.Communicate with you, notify you about important updates or changes to Augmented Life Studio LLC products and services, and address relevant inquiries or complaints;
f.Market and promote products and services offered by Augmented Life Studio LLC, our affiliates, and others, both online and offline, consistent with Marketplace applicable law. For example, we may use your Personal Information, such as your email address or phone number, to contact you about products or information we think might be of interest to you. Although we hope you find our promotional communications of interest, you may opt out of receiving our marketing emails by following the “unsubscribe” instructions at the bottom of each marketing email communication. Further information about Augmented Life Studio LLC’s principles and practices regarding the sharing of customer information with affiliates and outside companies can be found in our Privacy Notice;
g.Personalize your experience on the Site and customize the communications and advertisements you receive from us, our affiliates and others;
h.Comply with legal or regulatory requirements; or
i.Let us know which emails and online advertisements have been opened by recipients to understand the effectiveness of our marketing and other communications and to make those communications more useful and interesting to you;
j.Provide the Services and customer support you request;
k.Resolve disputes and troubleshoot problems;
l.Prevent and investigate potentially prohibited or illegal activities, and/or violations of our this agreement;
m.Customize, measure, and improve the Services and the content and layout of our Marketplace application; and
n.Deliver targeted marketing and service update notices based on your communications preferences;
o.We will not use your information for purposes other than those purposes we have disclosed to you, without your permission.
7.In our information technology systems environment, Augmented Life Studio LLC maintains commercially reasonable administrative, technical, and physical safeguards (including secure disposal methods) designed to protect your personal information against loss or unauthorized access, use, modification, or deletion. However, no security program is foolproof, and thus we cannot guarantee the absolute security of your personal or other information.
9.We will never sell or rent your information to third parties without informing you.
10.Any communications we send to you will either be related to your account or will be related to the Services. In the event we send any communication to you which is not related specifically to your account, we will provide you with an "unsubscribe" mechanism through which you may opt out of receiving other similar messages in the future.
11.You may manage, limit, or delete your information by contacting us.
12.Contacting Us – If you have any questions or comments about this policy, you are welcome to write or call us toll free at:
Short name: ALS
Full name: Augmented Life Studio LLC
State of Delaware,
1013 Centre Road
Wilmington, county of Newcastle
1.As part of its provision of the Services, MARKETPLACE shall process certain personal data on the User’s behalf acting as the User’s processor. The subject-matter, nature and purpose of the processing shall be the provision of the Services pursuant to this User Agreement. The duration of the processing shall be the duration of your use of the Services. In relation to the foregoing, unless the Parties enter into a separate data processing agreement which the Parties agree will supersede this clause, MARKETPLACE shall:
a.process such personal data only on documented instructions from the User, unless required to do otherwise by applicable law, in which case ALS shall, unless legally prohibited from doing so, inform you of such legal requirement; you agree that these terms and your use of the Services in accordance with the available functionality shall constitute your documented instructions;
b.ensure that persons authorized by it to process such personal data are subject to appropriate obligations of confidentiality.
c.implement appropriate technical and organizational measures, to protect against unauthorized or unlawful processing of such personal data and against accidental loss or destruction of, or damage to, such personal data, appropriate to the harm that might result from the unauthorized or unlawful processing or accidental loss, destruction or damage and the nature of the data to be protected, having regard to the state of technological development and the cost of implementing any measures;
d.notify you without undue delay on becoming aware of a personal data breach affecting such personal data;
e.assist you, at your expense, with the fulfillment of your obligation to respond to requests for exercising individuals’ rights under applicable privacy and data protection law, together with your obligations regarding data security, notification of personal data breaches to the supervisory authority, communication of personal data breaches to the affected individuals, data protection impact assessments, and prior consultation with the supervisory authority;
f. at your choice, delete or return all such personal data after the end of the provision of the Services, and delete existing copies unless applicable law requires storage of such personal data; except that the User acknowledges and agrees that ALS may retain data relating to the User’s transactions undertaken using the Services on an anonymous basis;
g. make available to the User all information necessary to demonstrate compliance with this clause;
h.allow for and contribute to audits, including inspections, conducted by you or another auditor mandated by you provided that (i) MARKETPLACE shall be compensated for its reasonable and demonstrable costs and expenses in relation to such audit, (ii) reasonable advance notice shall be given in respect of any such audit, (iii) any such audit shall only be conducted during ALS normal business hours, (iv) any such audit shall be conducted to cause minimal disruption to ALS business operations, (v) no access shall be given to ALS’s confidential information or any information relating to other Users and/or financial data, and (vi) any third party auditor shall enter into confidentiality obligations directly with ALS which are reasonably acceptable to ALS;
2.Subject to clause 1, you hereby provide your general authorisation for ALS to engage other processors (“POD Providers”) to carry out Asset storing activities in relation to the Services. The list of POD Providers currently engaged by ALS is available on the websitemetapromarket.com . MARKETPLACE will make available to you information regarding any intended changes concerning the addition or replacement of the POD Providers. You acknowledge and agree that where you Asset to the appointment of a POD Providers pursuant to this clause, ALS may be prevented from providing the associated services to you, and ALS shall have no liability to you in respect of its inability to provide all, or part of, such services.
3.Subject to clause 1, where ALS engages a POD Provider for carrying out specific Asset storing activities, materially equivalent data protection obligations as set out herein shall be imposed on the POD Provider.
4.You must ensure that you have an appropriate lawful basis and all necessary notices in place to enable the lawful transfer of any personal data to ALS, Marketplace or Metapro Protocol for the duration and purposes of this User Agreement.
1.Each party may be given access to information that is proprietary or confidential and is either clearly labeled as such or identified as confidential information in this User Agreement or is information which a reasonable person would understand to be confidential (“Confidential Information”).
2.A party's Confidential Information shall not be deemed to include information that:
a.is or becomes publicly known other than through any act or omission of the receiving party;
b.was in the other party's lawful possession before the disclosure;
c.is lawfully disclosed to the receiving party by a third party without restriction on disclosure; or
d.is independently developed by the receiving party, which independent development can be shown by written evidence.
3.Subject to clause 5, each party shall hold the other's Confidential Information in confidence and not make the other's Confidential Information available to any third party, or use the other's Confidential Information for any purpose other than the implementation of this User Agreement. Notwithstanding the foregoing, each party may disclose the other’s Confidential Information to its professional advisors and agents provided they are subject to confidentiality obligations no less strict than those contained in these MARKETPLACE User Terms.
4.Each party shall take all reasonable steps to ensure that the other's Confidential Information to which it has access is not disclosed or distributed by its employees or agents in violation of the terms of this User Agreement.
5.A party may disclose Confidential Information to the extent such Confidential Information is required to be disclosed by law, by any governmental or other regulatory authority or by a court or other authority of competent jurisdiction, provided that, to the extent it is legally permitted to do so, it gives the other party as much written notice of such disclosure as possible and, where notice of disclosure is not prohibited and is given in accordance with this clause, it takes into account the reasonable requests of the other party in relation to the content of such disclosure.
6.The above provisions of this clause 9 shall survive termination of this User Agreement for any reason.
1.There is considerable exposure to risk in any crypto-currency transaction (including purchase or sale of NFT tokens). Any transaction involving currencies involves risks including, but not limited to, the potential for changing economic conditions that may substantially affect the price or liquidity of a currency. Investments in crypto-currency exchange speculation may also be susceptible to sharp rises and falls as the relevant market values fluctuate. It is for this reason that when speculating in such markets it is advisable to use only risk capital
2.The users of the Marketplace are solely responsible to determine what, if any, taxes Marketplace applies to their crypto-currency transactions. The owners of, or contributors to, the Services are NOT responsible for determining the taxes that Marketplace applies to Virtual Currencies transactions.
3.Augmented Life Studio LLC shall not be held responsible or liable for any loss of Virtual Currency in the event that we discontinue or deprecate the Services.
4.The User acknowledges and agrees that MARKETPLACE shall be entitled to make any public or press announcements, publicize its provision of the Services to the User, and/or refer to the User as a user of the Services on MARKETPLACE’s website and/or in MARKETPLACE’s promotional materials, except that any use by MARKETPLACE of the User’s brand or logo shall be subject to the User’s prior written consent.
5.Neither party shall be liable under or in connection with this User Agreement if it is prevented from or delayed in performing its obligations, or from carrying on its business, by acts, events, omissions or accidents beyond its reasonable control (“Force Majeure”), including, without limitation, strikes, lock-outs or other industrial disputes, failure of a utility service or transport or telecommunications network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, epidemic, pandemic, storm or default of suppliers or subcontractors (provided such default of suppliers or subcontractors is itself caused by Force Majeure).
6.No failure or delay by a party to exercise any right or remedy provided under this User Agreement or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
7.If any provision or part-provision of this User Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed deleted, but that shall not affect the validity and enforceability of the rest of this User Agreement.
8.This User Agreement and the documents referred to and incorporated herein constitute the entire agreement between the parties and supersede and extinguish all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter. The User acknowledges that in entering into this User Agreement it does not rely on, and shall have no remedies in respect of, any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in this User Agreement.
9.You shall not, without MARKETPLACE’s prior written consent, assign, transfer, charge, sub-contract or deal in any other manner with all or any of your rights or obligations under this User Agreement.
10.Nothing in this User Agreement is intended to or shall operate to create a partnership between the parties, or authorize either party to act as agent for the other, and neither party shall have the authority to act in the name or on behalf of or otherwise to bind the other in any way (including, but not limited to, the making of any representation or warranty, the assumption of any obligation or liability and the exercise of any right or power).
11.This User Agreement does not confer any rights on any person or party (other than the parties to this User Agreement and, where applicable, their successors and permitted assigns).
12.Any notice required to be given under this User Agreement shall be in writing or email, or where delivered by MARKETPLACE may be delivered as a notification from within the Services themselves, and, in the case of post shall be delivered by hand or sent by pre-paid first-class post or recorded delivery post to the other party at its address.
13.If we have to contact you, we will do so by email or by pre-paid post to the address you provided as part of your account set up.
14.Any notice given by us to you will be deemed received and properly served 24 hours after it is first posted on our website or from within the Services themselves, 24 hours after an email is sent, or three days after the date of posting of any letter.
15.Any notice given by you to us will be deemed received and properly served 24 hours after an email is sent, or three days after the date of posting of any letter.
We may charge fees for some or part of the Services we make available to you. We reserve the right to change those fees at our discretion with notice in advance according to the rules in your jurisdiction. We will disclose the amount of fees we will charge you for the Marketplace applicable Service at our website.
CONTENT CREATOR ADDITIONAL TERMS
These Content creator terms (the “Terms” defined below) together with terms (the “Marketplace User Terms”) form a legal agreement (the “User Agreement”) between Augmented Life Studio LLC (ALS), incorporated and registered in State of Delaware, 1013 Center Road, Suite 403-A, Wilmington, USA (“MARKETPLACE”, “us”, “we” or “our”) and the entity (“the User, “you”, or “your”) as registered on the marketplace website metapromarket.com. Marketplace User Terms regulates all other matters not described in Content Creator Additional terms.
This agreement aims at regulating any aspect of creation, use, modification of Assets by the User who has the right to do so within the Services provided to him/her by ALS. Definitions not indicated below should be understood as described in Marketplace user terms.
IF YOU DO NOT AGREE TO THE AGREEMENT, PLEASE DO NOT USE OUR SERVICES. ANY CHANGES TO THESE CONTENT CREATOR TERMS WILL BE IN EFFECT AS OF THE LAST REVISED DATE. YOU ACKNOWLEDGE AND AGREE THAT THE FORM AND NATURE OF THE MARKETPLACE, AND ANY PART OF IT, MAY CHANGE FROM TIME TO TIME WITHOUT PRIOR NOTICE TO YOU, AND THAT WE MAY ADD NEW OR REMOVE EXISTING FEATURES AND CHANGE ANY PART OF THE MARKETPLACE.
IF ANY PROVISION OF THESE CONTENT CREATOR TERMS OR ANY FUTURE CHANGES ARE UNACCEPTABLE TO YOU, DO NOT USE OR CONTINUE TO USE THE MARKETPLACE. YOUR CONTINUED USE OF THE MARKETPLACE FOLLOWING THE POSTING OF ANY NOTICE OF ANY CHANGE TO THESE TERMS OF SERVICE SHALL CONSTITUTE YOUR ACCEPTANCE AND AGREEMENT TO SUCH CHANGE.
Marketplace – all Services made available at metapromarket.com made available to the user regulated by the below the terms and the following agreement
Assets – text, graphics, images, files, file properties, database objects, music, software, audio, video, works of authorship of any kind, and information or other materials that are posted, generated, provided, or otherwise made available through the Services by the user or available at metapromarket.com.
NFT Meta Asset (NFT) - Assets minted in the form of NFT and irreversibly distributed in the decentralized network for security and constant availability for the use in games, applications or other fields of use chosen by the User.
Metapro Protocol – a distributed and decentralized database which allows access, view, download and manage Assets.
Content creator – user of the Marketplace creating, importing, sharing or transferring Assets to the Marketplace or Metapro Protocol
1.ACCESS TO AND USE OF THE SERVICES
1.1.MARKETPLACE’s services consist of services allowed on Marketplace website metapromarket.com and trading of Assets and unified application programme interface (“API”), which may be supplemented by an SDK, (the “Services”). Further details of the operation and functionality of the Services are made available through MARKETPLACE’s API, User Guide and other associated documentation accessible via MARKETPLACE’s website or as otherwise provided to you by ALS.
1.2.Subject to your compliance with the terms of this User Agreement, ALS hereby grants you a non-exclusive, non-transferable right, without the right to grant sublicenses, to use the Services for your internal business operations following the creation of your account.
1.3.In order to use the Services, you must register and create an account on the MARKETPLACE website. You must keep a secure password for your use of the Services and keep such password confidential. You must also keep the information in your MARKETPLACE account accurate and up-to-date.
1.4.MARKETPLACE undertakes that the Services will be provided (a) substantially in accordance with MARKETPLACE’s documentation, (b) with reasonable skill and care.
1.5.Your use of our services is subject to your creation and our approval. We have the right to refuse or limit your access to our services.
1.6. You may only use our services as permitted by this agreement and any applicable laws. It is important to us that our customers use our services in a responsible way. So, you may not misuse our services. This includes accessing, storing, distributing or transmitting viruses or any material during you use our services that:
a.is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing or racially or ethnically offensive;
b.facilitates illegal activity;
c.promotes unlawful violence;
d.is discriminatory based on race, gender, colour, religious belief, sexual orientation or disability; or
e.is otherwise illegal or causes damage or injury to any person or property.
f.We reserve the right, without liability or prejudice to our other rights, to disable your access to and remove any material that we consider breaches these requirements.
1.7.The MARKETPLACE are reserved only for lawful purposes. You represent and warrant that you have the full right and authority to use the services and to be bound by these Terms. You agree that you will fully comply with these Terms and all applicable domestic and international laws, regulations, statutes and ordinances that govern your use of such services. You also agree to comply with all applicable laws and regulations affecting the transmission of content and/or the privacy of persons.
1.8. All users of our services must comply with our community standards, which are incorporated into these Terms.
1.9. You undertake that you shall not defraud, or attempt to defraud, us or other users, and that you shall not act in bad faith in your use of the services. If we determine that you do act in bad faith and/or in violation of these Terms or applicable laws and regulations, or if we determine that your actions fall outside of reasonable community standards, we may, at our sole discretion, terminate your account and prohibit you from using the services. You agree that your use of the Services shall be lawful and that you will comply with the usage rules in this Section. In furtherance of the foregoing, and as an example and without limitation, you agree that you shall not:
a.Create an account with or access the services if you are barred from receiving the services under the provisions of these Terms or any applicable law;
b.Promote, host, upload, post, transmit or display or otherwise disseminate any obscene or pornographic material, hate speech, highly inflammatory subject matter (as determined by us), defamatory, libelous, gambling related, discriminatory, deceptive, abusive or otherwise offensive content;
c.Use or apply in connection with the services any spyware, adware, malware, or other malicious programs or code;
d.Engage in any illegal activities, or offer for sale or promote any illegal assets;
e.Violate any applicable laws or regulations, or encourage or promote any illegal activity including, but not limited to, invasion of privacy, identity theft, hacking, or cracking;
f.Post, offer for sale or promote any asset or other materials or content that infringe any copyrights, trademarks, publicity rights, privacy rights, patents, trade secrets or other intellectual property rights, or otherwise act in any manner that infringes any rights of any party, or assist or encourage others to infringe or violate any of the foregoing rights;
h.Violate any applicable laws or regulations;
i.Libel, ridicule, defame, mock, stalk, intimidate, threaten, harass, or abuse anyone, hatefully, racially, ethnically, sexually, or in any other manner;
j.Copy, rent, lease, sell, transfer, assign, sublicense, disassemble, reverse engineer or decompile, modify or alter any part of the Services or attempt to do any of the foregoing;
k.Upload or transmit (or attempt to upload or transmit) files that contain viruses, Trojan horses, worms, time bombs, cancelbots, corrupted files or data, malware, or any other software or programs that may damage the operation of the services or the computers or devices of other users of the services;
l.Advertise, solicit or transmit any commercial advertisements, including chain letters, junk email or repetitive messages (spim or spam) to anyone;
n.Attempt to obtain passwords or other private information from other members including personally identifiable information (whether in text, image or video form), identification documents, or financial information;
o.Encourage any third party to: (1) directly or indirectly generate usage, queries, impressions, or clicks through any automated, deceptive, fraudulent or other invalid means; (2) edit or modify any tag, or remove, obscure or minimize any tag in any way; or (3) engage in any action or practice that reflects poorly on ALS or otherwise disparages or devalues our reputation or goodwill;
p.Engage in or knowingly facilitate any “front-running,” “wash trading,” “pump and dump trading,” “ramping,” “cornering” or fraudulent, deceptive or manipulative trading activities;
q.Engage in any fraudulent activity, including without limitation with respect to payments or payment methods.
1.10.You must use all reasonable endeavors to prevent any unauthorized access to, or use of, the Services and, in the event of any such unauthorized access or use, promptly notify us.
1.11.You may be allowed to create groups of users, teams, create your own applications allowed by ASL to use the Services. You agree that any such Application shall be subject to terms and conditions set herein.
1.12.You may use API, SDK (if made available), Third Party wallets and web3 login technology (Third Party Provider) to access the Services. All types and methods of accessing the Services are subject to the terms defined below.
1.13.You can download and use Assets, by accessing services through the API/ SDK, in your own applications, solutions, games or other software you create, manage, modify, manufacture, write, re-engineer, or develop. We shall not be held responsible for any problems, errors or failures related with implementation of the Asset into your software.
1.14.You acknowledge and agree that Assets are divided into chunks (with the use of the method devised by ALS) and distributed and decentralized among Third Party service providers (POD providers as referred to in section 6).
1.15.You accept that authorship of any Assets created, shared, transferred or brought to metapromarket.com in any other way, can only be verified, authenticated or checked by the creators’ Virtual currency address. You also accept that this is the only way on how ALS can decide or authenticate the publisher of Asset. You agree that all consequences (under applicable Law) resulting from such authentication are binding and can be disputed according to these terms.
a.comply with all applicable laws and regulations with respect to your use of the Services and your activities under this User Agreement;
b.ensure that your personnel’s use of the Services complies with the terms and conditions of this User Agreement and you shall be responsible for any breach by them of this User Agreement;
c.obtain and maintain all necessary licences, consents, and permissions necessary for your use of the Services;
d.implement appropriate technical and organisational security measures in respect of your website, app, platform, services and customer data; and
e.ensure that your network and systems are sufficient to enable you to use the Services.
2.2.The Parties may agree the provision by MARKETPLACE of additional products/services.
3.FEES AND PAYMENT
3.1.MARKETPLACE will provide the Services to you at the pricing and for the fees (“Fees”) made available at metapromarket.com.
3.2. Except in relation to any bona fide disputes regarding payment, in the event any Fees are not paid by you, without prejudice to its other rights and remedies, MARKETPLACE may, without liability to you, disable your account and/or access to all or part of the Services and MARKETPLACE shall be under no obligation to provide any or all of the Services while such Fees remain unpaid.
3.3.You shall be responsible for all taxes, fees and other charges imposed by any governmental authority, including any value added tax, goods and services tax, sales tax and applicable indirect and transactional taxes on the Services provided under this User Agreement and according to the legal jurisdiction you are belonging.
3.4.ALL TRANSACTIONS ARE FINAL. ALL FEES RELATING TO ASSETS, CREATION OF ASSETS, PHYSICAL ITEMS AND USE OF THE SERVICES ARE NON-REFUNDABLE EXCEPT AT OUR SOLE DISCRETION ON A CASE BY CASE BASIS (FOR FEES WITHIN OUR CONTROL) OR AT THE DISCRETION OF ANY APPLICABLE THIRD PARTIES THAT PROVIDE PAYMENT PROCESSING OR OTHER SERVICES IN ACCORDANCE WITH THEIR OWN POLICIES.
4.THIRD PARTY SERVICES AND PLATFORMS
4.1.You acknowledge that the Services may comprise of products and services of third parties, such as POD providers, infrastructure providers and software developers (including different blockchain technologies), wallets or wallet connectors (“Third Party Services”). You acknowledge and agree that the providers of any such Third Party Services are not acting as ALS nor are they ALS sub-contractors. You may only use any such Third Party Services via MARKETPLACE’s Services but cannot hold ALS or any of its agents, Directors or cooperants responsible for failure of any such Third Party Services.
4.2.Your use of any Third Party Services is at your own risk. ALS does not endorse, and makes no representation, warranty or commitment, and shall have no liability or obligation whatsoever in relation to your use of, any Third Party Services.
4.3.Any service entered into and any service completed via any Third Party Services is between you and the relevant third party, and not MARKETPLACE or ALS.
4.4.Your right to use the Services is conditional on your compliance with the applicable third party terms and conditions which apply to your use of the Third Party Services, if applicable.
4.5.WE DO NOT ENDORSE OR ASSUME ANY RESPONSIBILITY FOR ANY ACTIVITIES OF, OR RESOURCES, PRODUCTS, SERVICES OR CONTENT, CONTROLLED, OPERATED OR SPONSORED BY THIRD PARTIES. IF YOU ACCESS ANY SUCH RESOURCES, PRODUCTS, SERVICES OR CONTENT YOU DO SO SOLELY AT YOUR OWN RISK. YOU HEREBY EXPRESSLY WAIVE AND RELEASE US FROM ALL LIABILITY ARISING FROM YOUR USE OF ANY SUCH RESOURCES, PRODUCTS, SERVICES OR CONTENT, OR YOUR PARTICIPATION IN ANY SUCH PROMOTIONS OR COMMUNICATIONS. 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 USE OF OR RELIANCE ON ANY SUCH RESOURCES, PRODUCTS, SERVICES, CONTENT OR PROMOTIONS FROM THIRD PARTIES.
5.1.You may use the Services for legitimate transactions with other Users. MARKETPLACE is not responsible for the products or services which Users (including you) promote or sell. You acknowledge and agree that you are solely responsible for the nature and quality of the Assets or services you promote and sell through the use of Marketplace, and for any/all delivery, support, refunds, returns, and for any other ancillary services you provide to your team members or customers.
5.2.You further acknowledge and agree that you are responsible for (a) determining whether any action undertaken by your team members using the Services is suspicious or accidental and (b) any losses you incur due to any such suspicious or accidental actions in connection with your use of the Services.
6.1.You acknowledge and agree that ALS owns all intellectual property rights in the Services. Except as expressly stated herein, this User Agreement does not grant you any rights to, under or in, any patents, copyright, database right, trade secrets, trade names, trade marks (whether registered or unregistered), or any other rights or licenses in respect of the Services.
6.2.You may choose to or we may invite you to submit suggestions or ideas about improvements to the Services (“Feedback”). If you submit any Feedback to us, we will presume that your Feedback was delivered to us without any restrictions on our use of the same. You also agree that ALS has no obligations or duties to you in connection with any Feedback you submit to us, and that we are free to use your Feedback without any attribution or compensation to you.
6.3.The Parties acknowledge and agree that, as between MARKETPLACE and the User, the User owns all customer data.
6.4.You understand and irrevocably agree that creating, importing, sharing or storing Assets with the ALS, Marketplace or Metapro Protocol is irreversible, unmodifiable, and irrevocable and limited only by the time of functioning of the Services.
7.WARRANTIES AND INDEMNITY
7.1.In no event shall ALS be liable to you to the extent that any alleged infringement is based on:
a.a modification of the Services by anyone other than ALS;
b.your use of the Services in a manner contrary to this User Agreement, MARKETPLACE’s documentation and/or the instructions given to you by MARKETPLACE/ ALS;
c.your use of the Services after notice of the alleged or actual infringement from MARKETPLACE or ALS or any appropriate authority.
7.2.The foregoing and clause 8 state your sole and exclusive rights and remedies, and MARKETPLACE’s entire obligations and liability, for infringement of any patent, copyright, trade mark, or database right.
8. DISCLAIMER AND LIMITATION OF LIABILITY
8.1.EXCEPT AS EXPRESSLY PROVIDED FOR IN THIS AGREEMENT, TO THE MAXIMUM EXTENT PERMITTED BY MARKETPLACE LICABLE LAW, AUGMENTED LIFE STUDIO LLC, ITS SUBSIDIARIES, AFFILIATES, SUPPLIERS, BENEFICIARIES, OWNERS, SHAREHOLDERS, MEMBERS OF THE BOARD, DIRECTORS, REPRESENTATIVES, ATTORNEYS, OFFICERS, MANAGERS, EMPLOYEES, AGENTS, AND CONTRACTORS DO NOT MAKE ANY WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE AND NON-INFRINGEMENT. AUGMENTED LIFE STUDIO LLC, ITS AFFILIATES, AND ITS SUPPLIERS ARE NOT RESPONSIBLE OR LIABLE FOR THE DELETION, FAILURE TO STORE, OR ANY LOSS OF ANY CUSTOMER DATA, INCLUDING BLOCKCHAIN DATA AND DIGITAL ASSET REWARDS DERIVED, MAINTAINED, OR TRANSMITTED THROUGH USE OF THE SERVICES. THE CUSTOMER IS SOLELY RESPONSIBLE FOR SECURING ITS CUSTOMER DATA. NEITHER AUGMENTED LIFE STUDIO LLC, ITS AFFILIATES, NOR ITS SUPPLIERS, WARRANTS THAT THE OPERATION OF THE SOFTWARE OR THE SERVICES WILL BE ERROR-FREE OR UNINTERRUPTED. AUGMENTED LIFE STUDIO LLC, ITS AFFILIATES, AND ITS SUPPLIERS ARE NOT RESPONSIBLE OR LIABLE FOR ANY LOSSES OR OPPORTUNITY COSTS RESULTING FROM BLOCKCHAIN NETWORK AND PROTOCOL OR THIRD-PARTY SOFTWARE ISSUES, WHICH MAY IN TURN RESULT IN THE INABILITY TO PROCESS TRANSACTION ON THE BLOCKCHAIN AT ALL OR WITHOUT INCURRING SUBSTANTIAL FEES.
8.2.IF YOU HAVE A DISPUTE WITH ONE OR MORE USERS, YOU RELEASE US FROM CLAIMS, DEMANDS, AND DAMAGES OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES. IN ENTERING INTO THIS RELEASE YOU EXPRESSLY WAIVE ANY PROTECTIONS (WHETHER STATUTORY OR OTHERWISE) THAT WOULD OTHERWISE LIMIT THE COVERAGE OF THIS RELEASE TO INCLUDE THOSE CLAIMS WHICH YOU MAY KNOW OR SUSPECT TO EXIST IN YOUR FAVOR AT THE TIME OF AGREEING TO THIS RELEASE.
8.3.Except as expressly and specifically provided in this User Agreement: (a) all warranties, representations, conditions and all other terms of any kind whatsoever implied by statute or common law are, to the fullest extent permitted by applicable law, excluded from this User Agreement, and (b) the Services are provided on an "as is" and “as available” basis. Notwithstanding the generality of the foregoing, MARKETPLACE does not warrant that: (i) your use of the Services will be uninterrupted or error-free; or (ii) that the Services will meet your requirements.
8.5.MARKETPLACE is not responsible for any delays, delivery failures, or any other loss or damage resulting from the transfer of data over communications networks and facilities, including the internet, and you acknowledge that the Services may be subject to limitations, delays and other problems inherent in the use of such communications facilities.
8.6.Nothing in this User Agreement limits or excludes either Party’s liability for (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation, or (c) any other liability which cannot be limited or excluded by applicable law.
8.7. Subject to clause 8.6, neither Party shall be liable whether in contract, tort (including negligence or breach of statutory duty), misrepresentation, or otherwise for any: (a) loss of profits, (b) loss of business, (c) depletion of goodwill and/or similar losses, (d) loss or corruption of data or information, or (e) any special, indirect or consequential losses, in each case however arising under this User Agreement.
8.8.Subject to clauses 8.3 - 8.8, each Party’s total aggregate liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, or otherwise, under or in connection with this User Agreement (including in respect of any indemnity given in this User Agreement), shall be limited to the Fees paid by you during the 3 months immediately preceding the date on which the claim arose.