These Terms and Conditions (“Terms”) describe the rules for visitors of the Minglo Platform and its related websites (collectively, the “Platform”), operated by Atrae, Inc (Company Registration No.6010401060842), a company incorporated under the laws of Japan with its registered address at 106-0045,1-10-10 Azabujuban, Minato-ku, Tokyo, Japan 8th floor, Joule A , its affiliates and subsidiaries (collectively, “Company”, “we”, “our” or “us”).
The Platform enables the delivery of the various functionalities, tools, features and services (collectively, the “Service(s)”) to users and/or visitors of the Platform (“Users”, “you” or “your”). These key features of these Services include:
(a) Generating a seamless digital well-being service delivery by connecting users with service providers.
(b) Providing personalized well-being advice based on activities, medical history, and occupation.
(c) Encouraging mental health support through peer and community engagement.
(d) Prioritizing user privacy and data control for personal and health information.
(e) Providing incentives for peer support and data sharing with well-being providers.
These features are facilitated by cryptographically secured digital tokens that are minted, issued and/or circulated on the Platform. You may refer to the Whitepaper of the Platform available at https://www.minglo.org/whitepaper to understand the features of the Platform and the Services, as well as the various tokens that are made available on the Platform (e.g. the DataNFT as well as other utility tokens that are intended to be rolled out from time to time on the Platform) (the “Tokens”).
These Services are also delivered or facilitated by third party apps which offer value-added services, deploying advanced analytics, or personalized features via links, applications or software hosted on the Platform (such third party app, the “Third Party Services”). For the avoidance of doubt, these Third Party Services are a part of the Services made available on the Platform.
The Minglo Software Development Kit (“Minglo SDK”) is a toolset made available on the Platform which is designed for the integration and development of decentralized and cryptocurrency functionalities within the Platform. Through the Minglo SDK, cryptography and blockchain technologies such as wallet management, governance mechanisms, token staking and exchange, digital signature data tokenization, data ownership structures, and blockchain exploratory capabilities evolve within the ecosystem of the Platform.
The Terms
These Terms constitute a legally binding and enforceable agreement between you and the Company. If you are using the Service on behalf of a company or entity, you represent and warrant that (a) you have authority to bind that entity to the Terms; and (b) by accepting the Terms, you are doing so on behalf of that entity, and all reference to “you” in the Terms shall accordingly be construed to include you and that entity.
By using the Service, you agree to be bound by the Terms, and consent to the collection, use and disclosure of personal data described in the Atrae Privacy Policy (accessible at https://www.minglo.org/privacy-policy ) (the “Privacy Policy”), which is incorporated by reference into these Terms. You are advised to read the Terms and Privacy Policy carefully before using the Service. If you do not agree to the Terms or Privacy Policy, please cease your access and usage of the Service immediately.
Acceptance
You represent and warrant that you are of legal age and possess the legal right to use the Platform, to accept the Terms and to use the Service in accordance with the Terms. The Company reserves the right to terminate your account on the Service or restrict your use of the Service, without prejudice to any other legal right or remedy the Company may have against you, where you have acted in breach of these Terms. Additionally, all other licences granted by the Company will terminate automatically if you breach any of these Terms.
Validity
The Terms shall remain in full force and effect if you have an account with us and use the Services. We reserve the right to suspend, disable, terminate or delete your account and/or your ability to access or use the Service at any time without notice if we believe that you have breached the Terms, or for any other reason, including but not limited to the following, with or without cause, in our sole discretion, and you acknowledge and agree that we shall have no liability or obligation to you in such an event and that you will not be entitled to a refund of any amounts paid to us where:
(a) You do not meet the minimum age to use the Service;
(b) You fail any of our Know-Your-Client/ Anti-money Laundering checks and requirements; or
(c) You are subject to the laws of a jurisdiction which do not allow for the activities contemplated in relation to the Platform and the Services.
Consequences of termination
Further, where you have breached the Terms, including but not limited to committing a breach of the representations or warranties set out in these Terms or through the abusive use of the Platform and/or the Services, or otherwise have your ability to access or use the Services or the Platform suspended, restricted, disabled or terminated, you acknowledge that the Company may, via smart contracts, platform or application features or other software or technical capabilities:
(a) restrict, remove or otherwise prevent your use of or access to your account on the Platform; You do not meet the minimum age to use the Service;
(b) restrict, burn, destroy or otherwise cease the creation, holding, trading or dealing with any Tokens on the Platform; and
(c) remove, cease, restrict, ban or otherwise regulate your use of and access to the Services.
Nothing under these Terms shall prejudice any rights the Company may have under any applicable law for a breach of these Terms and these Terms shall not reduce, only supplement any legal right available to the Company.
Modifications
These Terms were last updated on 14th August 2023. We may modify these Terms in whole or in part, from time to time, at our absolute discretion and such modifications shall come into effect immediately. We may try to notify you of such modifications, for example, via a notice or pop-up notification on the Service or an email associated with your account. By continuing to access or use the Service, you agree to be bound by the new terms. If you do not agree to the new terms, you must stop accessing or using the Service.
Your account
You must create an account to use the Service. By creating an account, you authorise us to collect and use certain information. To create an account, you must provide a valid email address and connect a third party blockchain wallet to our Platform. Please refer to our Privacy Policy for more details on the information we collect from you and how we use it.
It is your responsibility for maintaining the confidentiality of your account and all the activities that occur under your account. If you believe that your account has been compromised, please immediately notify us at privacy@atrae.co.jp.
Introduction to the Minglo Platform
You are required to use the designated wallet, the Minglo Data Wallet (the “Wallet”), in order to use or access the Platform and the Services. The Wallet is an advanced web3 application designed to enable the custody and management of a variety of assets, specifically DataID, $DATA, $MGL, and DataNFTs.
The Wallet adopts a non-custodial design, ensuring user wallets are independently compartmentalized. We do not have custody or control over the contents of your Wallet and we have no ability to retrieve or transfer its contents.
We accept no responsibility for, or liability to you, in connection with your use of a wallet or your losses of access to your wallet or your loss of any Tokens in your Wallet. You are solely responsible for keeping your Wallet secure.
KYC Procedure
The Company adopts “Know-Your-Client” (KYC) procedures (“KYC Procedures”) in order to verify your identity and to comply with all Anti-Money Laundering and Counter-Financing of Terrorism (“AML/CFT”) obligations applicable to the Company. The AML/CFT policy of the Company will be made available on the Platform in due course and any updates shall similarly be made available on the Platform. You are solely responsible for keeping yourself updated with your AML/CFT obligations.
You consent to the collection, use and disclosure of your personal data by the Company, in accordance with the Privacy Policy for compliance with the KYC Procedures.
You represent and warrant to and for the benefit of the Company that any information and documents provided to us in compliance with the Company’s KYC Procedures, shall be accurate, complete, and not misleading, and you agree that you will keep such information accurate and up to date at all times.
You undertake to notify us of any changes to the contents of the information and documents provided under the KYC procedure as long as you hold an account on the Platform.
You further represent and warrant that any funds, payments, dealings or transactions in connection with the relevant payments are not the proceeds of fraudulent, illegal or money laundering activities.
The Company may, where you do not comply with the KYC Procedures:
(a) restrict, remove or otherwise prevent your use of or access to your account on the Platform;
(b) restrict, burn, destroy or otherwise cease the creation, holding, trading or dealing with any Tokens on the Platform; and
(c) remove, cease, restrict, ban or otherwise regulate your use of and access to the Services.
Payment terms
Fees
When you use the Platform, you may be required to make or receive payments, in fiat or cryptocurrencies, in the course of your use of or access to the Services. For example, you may be required to make payments for the purchase or sale of Tokens issued, circulated or accepted on the Platform through your Wallet, or where you use the Third Party Services.
You are responsible for paying all fees, applicable taxes (if any) and associated costs charged by the Company in a timely manner with a payment mechanism associated with the Platform.The issuance, sale, purchase or transfer of the Tokens, will be completed by way of a blockchain smart contract on the Service, to which the Company is not a party as stated above.
By making payment on the Platform, you agree to the following:
(a) The fees may be subject to variation in accordance with fluctuations in cryptocurrency at the time of payment;
(b) Unless otherwise specified, you may make payment in specified cryptocurrencies only;
(c) To declare and pay any local taxes as applicable on the payments made on the Platform;
(d) All transactions or dealings on the Platform and/or through the Services are non-refundable, unless otherwise permitted by the Company or by providers of Third Party Services; Prioritizing user privacy and data control for personal and health information.
(e) Taxes payable by you are calculated based on the billing information at the time of purchase; and Providing incentives for peer support and data sharing with well-being providers.
(f) There might be gas fees charged to you for the processing of your transactions blockchain network used by the Platform, and such gas fees depend on many circumstances which the Company is unable to control.
You will be solely responsible to pay any and all sales, use, value-added and other taxes, duties, and assessments now or hereafter claimed or imposed by any governmental authority associated with your use of the Service.
We may employ the use of third-party services (“Designated Payment Methods”) for the purpose of facilitating payment and the completion of purchases. Accordingly, you represent and warrant that there are sufficient funds or credit to complete the purchase using the Designated Payment Method on the Platform.
Whilst we make best efforts to ensure that all details, descriptions and prices which appear on the Platform are accurate, there may be instances where errors may occur. Further, we are also unable to guarantee that no errors are in details, descriptions and prices are occasioned by the providers of the Third Party Services. You are advised to understand the refund and cancellation policies of the Third Party Services as the Company is not privy to your dealings and interactions with other users or the providers of the Third Party Services.
We reserve the right to determine pricing plans for the Platform and/or the Services and may introduce such terms in the future. You are encouraged to check our Platform or website periodically for current pricing information.
Representations, Warranties and Undertakings to the Minglo Platform
You hereby represent, warrant and/or undertake the following:
Capacity
(a) You are not a citizen or resident of a country, whose legislation does not allow for the use, purchase, sale, offer, redemption, disposal, or dealing in relation to Tokens and/or the Services;
(b) You are at least 18 years old and you are not currently suspended or are not permanently banned from the Service, and your registration and your use of the Service complies with any and all applicable laws and regulations;
(c) Where you are under 18 years of age, you have the consent of your legal guardian to use the Platform and to agree to these Terms;
(d) If you are an entity, organization, or company, the individual accepting these Terms on your behalf represents and warrants that they have authority to bind you to these Terms and you agree to be bound by these Terms;
(e) If you are an entity, organization, or company, you are (i) duly incorporated and validly existing under the laws of its country of incorporation; and (ii) it is not prohibited by its constitution or any applicable laws from being bound by these Terms;
(f) You are legally permitted to transfer payment, and receive, hold and sell the Tokens in your jurisdiction;
Usage
(g) Your access to the Platform, use of the Services, any holding of or dealing in the Tokens do not constitute and will not result in a breach, default, contravention, or violation of any law applicable to you, or any contract or agreement to which you are a party to or by which you are bound;
(h) You acknowledge that your purchase, sale, holding, receipt and use of the Tokens does not: (i) represent or constitute a loan or other investment in the Company or any business or venture; (ii) provide you with any ownership interest, equity, security, or right to or interest in the assets, rights, properties, revenues or profits of any kind or nature, or voting rights whatsoever in, the Company or any other business or venture; and (iii) create or imply or entitle you to the benefits of any fiduciary or other agency relationship between the Company or any of its directors, officers, employees, agents or affiliates, on the on hand, and you, on the other hand. You are entering into these Terms for the purpose of using the Service for its intended purposes only and not make any investment whatsoever with respect to the Company or its securities;
(i) You have knowledge and experience in using and evaluating blockchain and related technologies and assets, including utility tokens, Non-Fungible Tokens (“NFTs”) and smart contracts.
(j) You have conducted your own thorough independent investigation, assessment and analysis of the Service and matters contemplated by these Terms, and you have not relied up-on any information, statement, omission, representation, or warranty, express or implied, written or oral, made by or on behalf of the Company in connection therewith, except as expressly set out by these Terms;If you are an entity, organization, or company, the individual accepting these Terms on your behalf represents and warrants that they have authority to bind you to these Terms and you agree to be bound by these Terms;
(k) You must not impersonate any person or entity, or otherwise misrepresent you or your affiliation with any person or entity on the Platform, including giving the impression that any content you upload, post, transmit, distribute or otherwise make available emanates from the Platform or the Service;
(l) The tokens, digital assets, or other funds you use to purchase, sell or transfer the Tokens or use other functionalities of the Service are not derived from, and do not otherwise represent the proceeds of, any activities done in violation or contravention of any law;
(m) You must not do anything unlawful, misleading, or fraudulent or for an illegal or unauthorised purpose on the Platform or while using and/or accessing the Services. You must not make unauthorised copies, modify, adapt, translate, reverse engineer, disassemble, decompile or create any derivative works based on the Platform and/or the Services or the technology contained therein, including any portion thereof or determine or attempt to determine any source code, circuit arrangement, chip function, circuitry, design, algorithms, methods, techniques or assemble embodied on the Service nor any derivative works thereof;
(n) You must not distribute, license, transfer, or sell, in whole or in part, any of the content available on the Platform and/or made available through the Services, or any derivative works thereof unless permitted to under these Terms;
(o) You must not violate (or help or encourage others to violate) these Terms or our policies, including the Privacy Policy;
(p) You must not do anything (or attempt) to interfere/tamper with, disrupt or impair the intended operation of the Platform and/or the Services, disrupt our website or any networks connected to the Platform and/or accessible via the Services, or bypass/circumvent any measures we may use to prevent or restrict access to the Platform and/or the Services;
(q) You must not attempt to create accounts or access or collect information in unauthorised ways including creating accounts or collecting information in an automated way on the Platform and/or while using the Services without our express permission;
(r) You must not post, on any medium, app, platform or channel, private or confidential information of anyone else including taking a photo, screenshot or copy, reproduce, replicate, adapt, transcribe, duplicate, electronically or otherwise, personal data or information of another user or do anything on the Service that violates someone else's rights, including intellectual property;
(s) You must not intimidate or harass another, or promote sexually explicit material, violence or discrimination based on race, sex, religion, nationality, disability, sexual orientation or age on the Service;
(t) You must not use the Services in a manner that may create a conflict of interest or undermine the purposes of the Service, such as trading reviews with other users or writing or soliciting shill reviews;
(u) You must not use the Platform and/or the Services for or in connection with money laundering, terrorist financing, or other illicit financial activity, or in any way in connection with the violation of any law or regulation that applies to you or to the Company;
(v) You must not use the Platform and/or the Services to carry out any financial activities subject to registration or licensing, including but not limited to creating, offering, selling, or buying securities, commodities, options, or debt instruments;
(w) You must not use the Platform and/or the Services to upload, transmit, distribute, store or otherwise make available in any way on the Platform or to third parties:
ⅰ. files that contain viruses, trojans, worms, logic bombs or other material that is malicious or technologically harmful;
ⅱ. any unsolicited or unauthorised advertising, solicitations, or any other prohibited form of solicitation;
ⅲ. any private information of any third party, including addresses, phone numbers, email addresses, number and feature in the personal identity document or credit card numbers;
ⅳ. any material which does or may infringe any copyright, trade mark or other intellectual property or privacy rights of any other person;
ⅴ. any material which is defamatory of any person, obscene, offensive, pornographic, hateful or inflammatory;
ⅵ. any material that would constitute, encourage or provide instructions for a criminal offence, dangerous activities or self-harm;
ⅶ. any material that is racist or discriminatory, including discrimination on the basis of someone’s race, religion, age, gender, disability or sexuality; any answers, responses, comments, opinions, analysis or recommendations that you are not properly licensed or otherwise qualified to provide; or
ⅷ. otherwise any material that, in our sole judgment, is objectionable or which restricts or inhibits any other person from using the Service, or which may expose the Platform, the Services or its users to any harm or liability of any type.
Cessation of access to the Platform and/or use of Services
(v) You acknowledge that the Company reserves the right to terminate your access to the Platform and/or use of the Service, in whole or in part, at any time, with or without notice, at its sole discretion. The Company reserves the right at all times to disclose any information as it deems necessary to satisfy any applicable law, regulation, legal process, or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in its sole discretion;
Additional representations and warranties
(w) Where you are an entity, the additional requirements under this sub-clause (l) shall apply to you. You shall not:
ⅰ. Misrepresent the functions, use or any other specification of the Service to your customers who are purchasing, selling or transferring the Tokens;
ⅱ. You shall not, in the course of operation of your business, make any adverse or derogatory comment about the Company, its directors or employees, nor do anything which shall, or may, bring the Company, its directors or employees into disrepute or otherwise attempt to taint the Company’s goodwill; and
ⅲ. You shall indemnify the Company for any losses suffered by the Company arising out of or in connection with your breach of any of the Terms.
Intellectual Property Rights
All content, text, links, graphics, logos, icons, photos, audio, videos, visual interfaces, design, compilation information, data, computer code, technologies, concepts, processes, products, software, the overall “look and feel” (e.g., page headers, button icons, and scripts) or other materials uploaded, downloaded or appearing on or delivered by the Service and/or the Platform, including the whitepaper of the Platform (“Whitepaper”) accessible at https://www.minglo.org/whitepaper (collectively, the “Content”) is owned and controlled by us and/or our licensors and is protected by copyright laws globally. Except as expressly authorized by the Company, you are not permitted to use the Content.
“Minglo” and its logos are trademarks of the Company and are owned by the Company. All other third-party trademarks, registered trademarks and product names on the Service or contained in the content linked to or associated with providers of the Third-Party Services.
Content relating to or delivered by or in relation to Third Party Services constitute the property of their respective owners who may not be affiliated with or connected to us. You agree to comply with all copyright, trademarks and other proprietary rights of such third parties when you access the Platform and/or use the Service. We are not responsible for any copyright, trademark or proprietary rights infringements caused by third party material on the Service.
We own (and are entitled to enforce) all proprietary rights in the Service, and in all Content, copyright, trademarks, trade names, service marks and other intellectual property rights related thereto. The Service contains copyrighted material, trademarks, and other proprietary information by us and/our licensors. We reserve the right, with or without notice, at any time and in our sole discretion to block access to and/or terminate the accounts of any user who infringes or is alleged to infringe any copyrights or other intellectual property rights.
Where you have utilized the Minglo SDK, you agree to grant the Company a non-revocable, worldwide, royalty free, assignable and transferable and non-exclusive license to use any and all of the derivative technologies, capabilities, code, software, processes or all products of the use of the Minglo SDK.
Licence
Your access to the Platform and/or use of the Services is subject to the terms of license set out hereinunder (the “Minglo License”).
Use of the Platform
Your use of the Platform, and/or access to the Services is:
(a) Non-transferable or assignable;
(b) Limited to the owner of the Wallet;
(c) Subject to the terms of use set out in these Terms, and may be royalty bearing or subject to subscription;
(d) Revocable at the discretion of the Company; and
(e) Not exclusive to any particular user.
Access to and/or reviewing of the Content
You may download or review the Content strictly for non-commercial purposes only, for which we grant you a limited, personal, non-exclusive, non-assignable, non-sublicensable, non-transferable and revocable licence for that purpose, subject to your complete and ongoing compliance with these Terms.
You are not permitted to publish, manipulate, distribute or otherwise reproduce, in any format, any of the Content or copies of the Content supplied to you or which appears on the Service nor use any such Content in connection with any business or commercial enterprise. We reserve the right to terminate the limited license granted by us if there is any unauthorized use of the Content.
Third-Party Services
The access to and/or use of Third-Party Services are subject to the terms of licenses granted by the providers of Third-Party Services (“Third Party License”). The Company is not a party to such Third-Party Licenses and you are advised to familiarize yourself with the terms of use of such Third-Party Services. All Third-Party Licenses shall be subject to the conditions set out under the header “Use of the Platform” and may be supplemented by additional terms of use.
Disclaimer
We do not offer any form of advice, including medical advice. The information on the Service is strictly for general information only and do not constitute any medical advice whatsoever.
We make no guarantees, representations or warranties, whether express or implied, with respect to your access to and/or your use of the Services. In no event shall we be liable to you or anyone else for any decision made or action taken by you in reliance on any such content.
We do not warrant or guarantee the reliability and suitability of the blockchains that we use in supporting the Platform and/or providing the Services. While we aim to ensure to the best of our ability the accuracy, details and information on the Service, we cannot and do not guarantee the full quality, safety or legality of the Tokens and to the maximum extent permitted under any applicable laws, disclaim any liability for the Tokens, the Platform and/or the Service.
We are not responsible for the conduct of any user. We may not be able to provide the Platform and/or the Services to certain regions or countries for various reasons, including due to applicable export control requirements or internet access limitations and restrictions from governments. You agree that we and our affiliates, subsidiaries, related entities or its partners shall not be liable (directly or indirectly) for any losses, damages or refunds whatsoever, whether direct, indirect, general, special, consequential, and/or incidental, arising out of or relating to the conduct of you or anyone else in connection with the use of the Service and/or any other damages resulting from communications with other users or persons you meet on or through the Service (where applicable). You agree to take all necessary precautions in all interactions with other users.
The Tokens do not confer on its holders any legal or beneficial ownership interest in a corporation, partnership, limited liability partnership, fund, or property, liability in the corporation, partnership, limited liability partnership, fund, or property, or mutual covenants with other parties in a corporation, partnership, limited liability partnership, fund, or property inter se or any right in relation to distributions of income out of the profits of a corporation, partnership, limited liability partnership, fund, or property, or any equity ownership or any governance, voting rights or control over the management of any corporation, partnership, limited liability partnership, fund, or property.
The Tokens do not constitute a debt instrument by entitling its holder to receive any payment of money or money’s equivalent from its issuer, a unit in a collective investment scheme, a security, or a derivative contract.
We do not provide through the Platform and/or the Service any service of processing any transfer of payments.
We do not administer, oversee, govern, facilitate or assume any responsibility for the secondary sales of the Tokens, whether within the Platform or any Decentralized Exchange (“DEX”), and we do not administer, oversee, govern, facilitate or assume any responsibility for the usage of the Tokens by the users. The Platform users and Token holders shall not hold the Company responsible for any losses that they may sustain arising out of and in connection with their usage of and dealing in the Token and the relevant blockchain.
We do not issue to users of the Service any monetary value of any form, any digital representation of value, or any payment accounts through which deposits, transfers, or withdrawals of money may be made.
We are not regulated or licenced under the Securities and Futures Act 2001 or the Payment Services Act 2019.
The accuracy of data, programs or materials accessed through the Platform and/or the Service, including the Whitepaper, is based on our information and data. We make no representation concerning its completeness, truth, accuracy or its suitability for any particular purpose. Users should rely on their own independent investigations. Before relying on any information accessed through this website or application, a user should:
carefully evaluate the accuracy, currency, completeness and relevance to their own circumstances of the information for the purpose for which it is to be used; and
obtain any appropriate professional advice relevant to the user’s particular circumstances.
Assumption of Risk
The prices and value of Tokens may fluctuate significantly and you accept and acknowledge all risks associated with selling, purchasing or transferring Tokens on the Platform and/or while using the Service, including the following:
The value of Tokens and other digital assets have historically been subject to dramatic fluctuations and are highly volatile. As relatively new products and technologies, blockchain-based assets are not widely accepted or recognized modes of payments for goods and services and fluctuations in the price of cryptocurrency can also materially and adversely affect Token prices. Therefore, the market value of any Tokens and other digital assets may fall below the price for which you acquire them on the Platform and/or while using the Service. You acknowledge that you fully understand this subjectivity and volatility and that you may lose money.
A lack of use or public interest in the creation and development of decentralized ecosystems could negatively impact the development of those ecosystems and related applications, which could, in return, negatively impact the potential utility of Tokens, the Platform and/or the Services.
The regulatory regime governing blockchain technologies, NFTs, cryptocurrency, and other crypto-based items and digital assets is uncertain, and new regulations or policies may adversely affect the development of the Service, which could impede or limit your ability to continue the use and enjoyment of such assets and the NFTs.
You are solely responsible for assessing what, if any, taxes apply to your transactions on the Platform and/or while using the Service, including but not limited to tax liabilities for sale of the NFTs and to withhold, collect, report, and remit the correct amounts of taxes to the tax authorities. We are not responsible for determining, withholding, collecting, reporting, or remitting the taxes that apply to you by virtue of any transactions regarding the Tokens.
The Platform, the Services, the Company and/or the Tokens may be the target of third-party attacks, including but not limited to phishing, brute forcing, inactive listing exploits or the use of viruses. We are not responsible or liable, directly or indirectly, for any actual or alleged loss or damage that you may sustain in such event(s). There are also risks associated with purchasing items associated with content created by third parties through peer-to-peer transactions, including, the risk of purchasing counterfeit items, mislabelled items, items on smart contracts with bugs, and items that may become untransferable. It is your responsibility to do your research before making any decisions to sell, obtain, transfer, or otherwise interact with any NFTs or accounts/collections.
We do not control any public blockchains that you are interacting with and certain smart contracts and protocols that may be integral to complete transactions on these public blockchains. You acknowledge and agree that such technologies are novel, experimental, and speculative, and accordingly, there is significant uncertainty regarding the operation and effects and risks thereof and the application of existing law thereto. To the maximum extent permitted by applicable law, the Company disclaims any and all liability related to the foregoing. In addition, blockchain transactions are irreversible and the Company has no ability to reverse any transactions on the blockchain, except as otherwise provided for herein.
There are risks associated with using Internet and blockchain based products. This includes the risk associated with hardware, software, and Internet connections, the risk of malicious software introduction, and the risk that third parties may obtain unauthorized access to your third-party wallet or account. We are not responsible for any communication failures, disruptions, errors, distortions or delays you may experience when using the Service or any blockchain, howsoever caused.
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.
You may face the risk of losing access to your Tokens and the Wallet due to loss of private key(s) or :
A private key, or a combination of private keys, is necessary to control and dispose of the Tokens stored in the Wallet. Accordingly, loss of the requisite private key(s) associated with your Wallet will result in loss of such Tokens. Moreover, any third party that gains access to such private key(s), including by gaining access to login credentials to your Wallet, may be able to misappropriate your Tokens.
Any errors or malfunctions on the relevant blockchain that affect the Wallet or the Tokens, including your own failure to properly maintain or use such Wallet, may also result in the loss of your Tokens.
Transactions in the Tokens are irreversible and accordingly, losses due to fraudulent or accidental transactions may not be recoverable. For instance, if you provide the wrong address for receiving Tokens, it may result in the loss of your Tokens.
There are risks of mining attacks as well, such as:
As with other decentralized cryptographic tokens, the Tokens may be susceptible to attacks by miners and validators in the course of validating Token transactions on the relevant blockchain, including, but not limited, to double-spend attacks, majority mining power attacks, and selfish-mining attacks. Any successful attacks present a risk to the Tokens, including, but not limited to, accurate execution and recording of transactions involving the Tokens.
There are risks of hacking and security weaknesses, including the following:
Hackers or other malicious groups or organizations may attempt to interfere with the Platform, the Services and/or the Tokens in a variety of ways, including, but not limited to, malware attacks, denial of service attacks, consensus-based attacks, Sybil attacks, smurfing, phishing emails, man-in-the-middle, phone hijacking, ransomware, hacking, spoofing and other cyber-attacks.
You could lose your Tokens due to the above threats. You are responsible for educating yourself on protecting your personally identifiable information and on cybersecurity best-practices. The Company will take all steps that are commercially reasonable and customary to prevent or mitigate the impact of cyber-attacks. However, there can be no guarantee that the Company will be successful in preventing all cyberattacks on its systems.
There are risks associated with markets for the Tokens:
You are permitted to sell your Tokens. The secondary trading of Tokens may be facilitated by third-party exchanges or a DEX, and such exchanges may be relatively new and subject to little or no regulatory oversight, making them more susceptible to market-related risks. Furthermore, to the extent that third-parties do ascribe an external exchange value to the Tokens (e.g., as denominated in a digital or fiat currency), such value may be extremely volatile and diminish to zero.
Further, there may be a risk of competition between the Company and other blockchain-based businesses.
You may face risks of uninsured losses:
Unlike bank accounts or accounts at some other financial institutions, the Tokens are uninsured unless you specifically obtain private insurance to insure them. Thus, in the event of loss or loss of utility value, there is no public insurer or private insurance arranged by us, to offer recourse to you.
You may face risks associated with uncertain regulations and enforcement actions:
The regulatory status of the Tokens and distributed ledger technology is unclear or unsettled in many jurisdictions. It is difficult to predict how or whether regulatory agencies may apply existing regulation with respect to such technology and its applications. It is likewise difficult to predict how or whether legislatures or regulatory agencies may implement changes to law and regulation affecting distributed ledger technology and its applications, including the Company and the Tokens.
Regulatory actions could negatively impact the Company and the Tokens in various ways, including, for purposes of illustration only, through a determination that the Tokens are a regulated financial instrument that requires registration or licensing. The Company may cease operations in a jurisdiction in the event that regulatory actions, or changes to law or regulation, make it illegal to operate in such jurisdiction, or commercially undesirable to obtain the necessary regulatory approval(s) to operate in such jurisdiction.
You may face risks arising from taxation:
The tax characterization of Tokens is uncertain. You must seek your own tax advice in connection with acquiring the Tokens, which may result in adverse tax consequences to you, including withholding taxes, income taxes and tax reporting requirements.
You may face risk of disruption or dissolution of the Company:
It is possible that, due to any number of reasons, including, but not limited to, an unfavourable fluctuation in the value of the Tokens, decrease in the utility, prospects or features of the Tokens, the failure of commercial relationships, or intellectual property ownership challenges, the Company may be dissolved. The digital nature of the Company means that technological difficulties experienced by the Company and its affiliates may prevent the access or use of your Tokens. While the Company will take all steps that are reasonable and customary to prevent or mitigate the impact of disruptions in the Company’s business operations and services, there can be no guarantee that the Company will be successful in preventing all such disruptions.
You may face unanticipated risks, such as the following:
Cryptographic tokens such as the Tokens are a new and untested technology. In addition to the risks included in this Terms of Service, there are other risks associated with your acquisition, holding and use of the Tokens, including those that the Company cannot anticipate. Such risks may further materialize as unanticipated variations or combinations of the risks discussed in this Terms of Service.
The DataNFT that may be minted on the Platform is a digital identity consisting of personally identifiable information of the user, including the owner's social connections. While it is private, user-owned, and pseudonymous, where access to the Tokens, the Platform and/or the Service has been compromised, you risk the loss of the DataNFT and may face the risk of decrypting, abuse, loss of and/or otherwise a compromise of your Personal Data to which the Company cannot be held liable for. You are advised to review the Privacy Policy to understand the measures taken by the Company to protect personal data of users that is collected, processed and/or disclosed by the Company.
Third party content
The Platform and/or the Services may contain references, links, hyperlinks to websites or platforms, referrals to or connections with or reliance on third-party resources, products, services or content including smart contracts developed or operated by third parties. Third parties may also offer promotions related to the Service. We do not control such websites or platforms nor do we review, control or monitor the materials found there. We do not endorse or assume any responsibility for any activities of or resources, products, services, content, or promotions owned, controlled, operated, or sponsored by third parties. If you access any such resources, products, services, or content or participate in any such promotions, 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 participation in any such promotions. You further acknowledge and agree that we will not be responsible or liable, directly, or indirectly, for any damage or loss caused or alleged to be caused by or in connection with your use of or your reliance on any such resources, products, services, content, or promotions from third parties.
Information, data, programs or materials which are offensive, pornographic, unsuitable for minors’ access or otherwise of a criminal or violent nature may infiltrate or become accessible on the Platform and/or through the Service due to circumstances beyond our control and we make no representation as to the suitability of the information accessible for viewing by minors or any other persons.
By accessing the Platform and/or using the Service, you will be assuming all risks associated with use of the website including risk of your computer, software or data being damaged by any virus which might be transmitted to or activated via the Service or your access to it.
Relationship
Nothing in these Terms shall create or be deemed to create a partnership, an agency or a relationship of employer and employee between you and us.
You shall not have the right or authority to negotiate, conclude or execute any contract, perform KYC/AML compliance procedures or legal document with any third person in the name of the Company; to assume, create, or incur any liability of any kind, express or implied, against or in the name of any of the Company; or to otherwise act as the representative of the Company in relation to any NFT sale or offering, unless expressly authorized in writing by the Company.
Indemnity
You hereby agree to defend, indemnify, and hold harmless to the fullest extent the Platform, the Company, its parents, subsidiaries, and affiliates, and each of their respective officers, directors, employees, agents and advisors from and against any and/or all claims, liabilities, costs, demands, causes of action, damages and expenses including but not limited to attorneys’ fees and expenses, arising out of a breach by you or any user of your account of these Terms or arising out of a breach of your obligations, representation and warranties under these Terms.
Where you are an entity, you agree to defend, indemnify, and hold harmless to the fullest extent the Platform, the Company, its parents, subsidiaries, and affiliates, and each of their respective officers, directors, employees, agents and advisors from and against any and/or all claims, liabilities, costs, demands, causes of action, damages and expenses including but not limited to attorneys’ fees and expenses, arising out of the breach of these Terms by your representatives or officers.
Warranties
The Service is provided on an “AS IS” and “AS AVAILABLE” basis. We make no representation on the Platform, the Services or the Tokens.
We make no warranty or representation and disclaim all responsibility and liability for: (i) the completeness, accuracy, availability, timeliness, security or reliability of the Platform and/or the Service or any Content; (ii) any harm to your computer system, loss of data, or other harm that results from your access to the Platform or use of the Service or any Content; (iii) the deletion of, or the failure to store or to transmit, any Content and other communications maintained by the Services on the Platform; and (iv) whether the service will meet your requirements or be available on an uninterrupted, secure, or error-free basis. To the maximum extent permitted under applicable law, we also disclaim all warranties, whether express or implied, including the implied warranties of merchantability, fitness for a particular purpose, title and non-infringement.
Limitation of Liability
We do not control or direct what people and others, including any third-party services providers do or say, and we are not responsible for their actions or conduct (whether online or offline, in relation to the service or the tokens) or any content that they share (including offensive, inappropriate, obscene, unlawful and other objectionable content).
We cannot predict when issues may arise with the platform and/or the service. accordingly, our liability shall be limited to the fullest extent permitted by applicable law, and under no circumstances will the platform, the service or the company nor any of its affiliates, subsidiaries, related entities, directors partners, officers, employees or agents shall be liable (directly or indirectly) in any way to you whether in contract, tort (including negligence or breach of statutory duty) or otherwise for any direct or indirect economic or financial loss or damage (including loss of business, revenue, profits, goodwill, reputation, information or data) or consequential, special, indirect, exemplary, punitive or incidental damages howsoever caused or arising from any breach or failure of the company to perform any of its obligations under these terms.
These limitations on our liability to you shall apply whether or not we have been advised of or should have been aware of the possibility of any such losses arising. To the fullest extent permitted by applicable law, any dispute you have with any third party arising out of your use of the service, including, by way of example and not limitation, any carrier, copyright owner or other user, is directly between you and such third party, and you irrevocably release us and our affiliates, subsidiaries, related entities, directors partners, officers, employees or agents from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes.
You agree to hold the company harmless against any direct or indirect economic or financial loss or damage (including loss of business, revenue, profits, goodwill, reputation, information or data) or consequential, special, indirect, exemplary, punitive or incidental damages howsoever caused or arising from your reliance on the content as medical advice. You acknowledge that you have been informed that nothing in the content shall be construed as medical advice and your reliance on the content or the information embodied therein is entirely at your own risk. You are advised to always seek independent advice in relation to the content on the platform and/or made available through the services.
Amendments
The Company reserves the unfettered right to modify the features or functionalities of the Platform and/or the Services with or without notice. You agree that the Company shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Platform and/or the Services.
You are responsible for regularly reviewing the Platform or any communication channels, social media, bulletins or other announcements by the Company to obtain timely notice of such amendments. We also retain the right to create limits on use and storage at our sole discretion at any time. We may also remove or refuse to distribute any content on the Platform, limit distribution or visibility of any content on the Platform, and suspend or terminate users, without liability to you.You are further informed that there may be changes to the terms of service of providers of Third Party Services, and you are responsible for regularly conducting such checks as may be necessary to obtain timely notice of such amendments.
Third-party rights
No person who is not a party to these Terms shall acquire any rights under it or be entitled to benefit from it even if that person has relied on any such term or has indicated to any party to these Terms its assent to any such term.
Governing Law
These Terms (and the Privacy Policy) shall be governed by and interpreted in accordance with the laws of the Republic of Singapore.
All disputes, controversies, or differences arising out of or in connection with these Terms shall first be attempted to be mediated and resolved internally between the Parties. The Parties hereto agree to participate in the internal mediation in good faith. The disputes, controversies or differences shall be referred within ten (10) business days to the Singapore Mediation Centre in the event the internal mediation does not work. The Parties agree to participate in mediation in good faith and undertake to abide by the terms of any settlement reached.
If the dispute cannot be resolved by mediation within sixty (60) days of the date that it is referred to mediation, then the dispute shall be submitted to the non-exclusive jurisdiction of the Courts of Singapore.
General
(a) The Company does not warrant that your access and usage of the Platform and/or the Services will always be safe and seamless in its operation. The Service may face delays, errors, service disruptions, time-outs and may even ‘hang’ (collectively, “Disruptions”). The Company shall not be responsible for any of these Disruptions and the Company disclaims liability for any claims, costs and damages known or unknown that may arise out of the Disruptions.
(b) You undertake not to utilise the Platform, the Service and/or the Tokens to do anything unlawful and criminal in nature. You agree to indemnify, defend and hold the Company and its staff harmless from any loss, liability, claim or demand arising out of or in connection with your access and use of the Service and/or your breach of these Terms.
(c) The headings used in these Terms are for convenience only and shall not affect the interpretation of these Terms.
(d) You shall not assign or purport to assign any of your rights or obligations under these Terms without the prior written consent of the Company and any such assignment or purported assignment shall be null and void.
(e) If at any time any provision in these Terms is or becomes illegal, invalid or unenforceable in any respect under the law of any jurisdiction, the remaining provisions of these Terms shall not be affected or impaired thereby.
(f) No failure on the part of the Company to exercise and no delay on the part of the Company in exercising any right hereunder will operate as a release or waiver thereof, nor will any single or partial exercise of any right under these Terms by the Company preclude any other or further exercise of it.
(g) These Terms contains the whole agreement between you and the Company relating to the subject matter hereof to the exclusion of any terms implied by law which may be excluded by contract and supersedes any previous written or oral agreement between you and the Company in relation to the matters dealt with in these Terms.
