Terms of Service
Last Updated: May 17, 2022
Below are the Terms and Conditions (these “Terms”) governing Your use of The Non Fungible Token Company, Inc.’s (d/b/a Unblocked) (“Unblocked”, “we”, “us” or
our”) websites, applications and related products and services (the “Services”). The Services include https://onunblocked.com/, https://inrhthm.com/ (the “Rhthm Platform”), and https://unblocked.exchange/, and any other websites provided by or on behalf of us and that are made subject to these Terms, and any content, tools, forums, chat servers, features and functionality offered on or through such websites, or otherwise operated by us.
These Terms contains very important information regarding Your rights and obligations, as well as conditions, limitations and exclusions that might apply to You. By accessing and/or using the Services, You are agreeing to these Terms. Please read it carefully.
For purposes of these Terms, “User”, “You” and “Your” means you as the user of the Services.
THESE TERMS CONTAIN IMPORTANT PROVISIONS INCLUDING AN ARBITRATION PROVISION THAT REQUIRES YOU AND UNBLOCKED TO RESOLVE ALL DISPUTES BY BINDING ARBITRATION INSTEAD OF IN COURT. PLEASE SEE PART VI TITLED “DISPUTE RESOLUTION BY BINDING ARBITRATION AND CLASS ACTION WAIVER” BELOW. YOU WAIVE YOUR RIGHT TO TRIAL BY JURY, AND EXCEPT AS PERMITTED BY LAW, YOU WILL NOT BE ABLE TO BRING ANY CLAIMS IN STATE OR FEDERAL COURT. YOU HAVE THE RIGHT TO OPT-OUT OF ARBITRATION AS EXPLAINED IN PART VI BELOW.
TABLE OF CONTENTS
Part I – Legal Requirements of Use of the Services
Part II – The Services
Part III – Ownership and Content
Part IV – Use of the Services
Part V – Indemnification, Disclaimers and Limitation of Liability and Assumption of Risks
Part VI – Dispute Resolution by Binding Arbitration and Class Action Waiver
Part VII - Miscellaneous
Part I - LEGAL REQUIREMENTS OF USE OF THE SERVICES
Part II - THE SERVICES
1. DEFINED TERMS
In addition to the capitalized terms used and defined throughout these Terms, the following capitalized terms have the following meanings:
a. “Buyer Users” means Users that buy or otherwise acquire NFTs via the Services, including the Rhthm Platform and Billboard Chart Stars Platform.
b. “Content” means content, materials, art, design and drawings (in any form or media, including, without limitation, video, audio or photographs).
c. “NFT” means a non-fungible token or similar digital item implemented on a blockchain which uses smart contracts to link or otherwise be associated with certain Content or other data. The NFT is separate and distinct from the Content or any other Third Party IP (as defined below) with which it may be linked or associated.
d. “Services Wallet” means a digital wallet that is compatible with the applicable blockchain on which the Unblocked NFTs may be stored or transferred, such as the Dapper Wallet.
e. “Payments Account” means a third party payment provider account (such as a Circle payments account), which may or may not sit on a blockchain, and that is used to facilitate payments on the Services.
f. “Seller Users” means Users that sell or otherwise transfer NFTs via the Services, including the Rhthm Platform and Billboard Chart Starts Platform.
g. “Third Party IP” means any third party copyrights, trade secrets, trademarks, know-how, patent rights or any other intellectual property rights recognized in any country or jurisdiction in the world. Third Party IP may include Content from Primary Wave Music (with respect to the Rhthm Platform) or Billboard (with respect to the Billboard Chart Stars Platform) via the Services, including the Rhthm Platform and Billboard Chart Stars Platform.
h. “Unblocked NFT” means an NFT that is minted and sold directly by or on behalf of Unblocked through the Services, and that is associated with certain Content made available by Unblocked or its licensors.
2. THE SERVICES
a. Unblocked may offer Services from time to time, including the Rhthm Platform and Billboard Chart Stars Platform, which may allow users to purchase, bid on, earn, collect, sell, trade, transfer and showcase Unblocked NFTs, whether as individual NFTs or packs of NFTs. Certain Unblocked NFTs may have utility in collection challenges and game experiences which may be offered via the Services from time to time. To ensure that the uniqueness and ownership of each Unblocked NFT offered via the Services is accurately tracked, we use blockchain based NFT technology to demonstrate and record ownership and history of the Unblocked NFT. We mint each Unblocked NFT on a publicly available blockchain (such as the Flow blockchain). Once committed to the blockchain, the NFT cannot be edited or changed, including by us or any other third party. NFTs are not used to make payments and are not mutually interchangeable. These design features limit the usefulness of NFTs as a form of payment or substitute for currency. Instead, NFTs, including any Unblocked NFTs that are minted as NFTs, are only intended to be used for enjoyment as digital collectibles.
b. When You purchase an Unblocked NFT, You own the NFT but You do not own any intellectual property rights in the Content associated with such NFT except for the license grants expressly set forth herein.
c. In certain instances, a purchase of an Unblocked NFT may come with a commitment by Unblocked that the Unblocked NFT will be “one of a kind” or a similar designation, or may be listed as “exclusive content” from third parties, such as Primary Wave Music or Billboard (“Unique NFT”). In such an instance, Unblocked commits that it will not sell any other NFT featuring the same Content as associated with such Unique NFT. Unblocked will also provide You such documentation as determined by Unblocked that attests that Unblocked has not sold or distributed or otherwise made available any other NFT that is associated with the same Content as associated with Your Unique NFT.
d. For clarity, with respect to Unique NFTs, Unblocked does not represent, warrant or guarantee that others have not created or downloaded their own copies of such Content (including via unauthorized ripping or downloading of such Content), or that others will not attempt to sell their own NFTs featuring such Content. Unblocked has no obligation or liability to take down such other NFTs featuring such Content. Further, the foregoing does not restrict Unblocked from selling other Content of the same subject matter or event as featured in any Unique NFT, as long as such other Content is different from the Content of the Unique NFT (e.g., different clip length, camera angle, background music, etc.).
e. For clarity, any commitments related to a “one of a kind” NFT or similar designations that may be made by third parties that are not Unblocked are not binding or applicable to Unblocked and such NFTs are not considered Unique NFTs under these Terms.
3. NFT TRANSACTIONS
a. The Services may facilitate transactions for purchases and sales of NFTs between Buyer Users and Seller Users. However, we may not be a party to any sales agreements between Buyer Users and Seller Users on the Services, and we’re not responsible for any breach or default by a Seller User or a Buyer User. That said, we reserve the right to be the final decision maker on any disputes arising from purchases of NFTs via the Services, including in connection with any auctions or other purchase methods.
b. If You have a dispute with one or more Users, You release us (and our affiliates and subsidiaries, and our and their respective officers, directors, employees and agents) from 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. 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 only those claims which You may know or suspect to exist in Your favor at the time of agreeing to this release.
c. With respect to transactions of NFTs between Buyer Users and Seller Users, we collect revenue on the Services for such transactions via transaction fees and other applicable fees which we display when You interact with the applicable Services. There may also be third party fees, including, for example, blockchain gas fees in connection with minting the NFTs or processing certain of Your transactions through the blockchain while You use the Services.
d. You are responsible for Your interactions with other Users. Unblocked reserves the right, but is not obligated, to monitor interactions between Users, and Unblocked is not liable for Your interactions with other Users, or for any User’s actions or inactions.
4. AUCTION TERMS
a. The Unblocked NFTs may be sold by Unblocked, or in a secondary sale by Seller Users, as part of an auction. You will be permitted to submit bids for an Unblocked NFT through the applicable Services or such other means that Unblocked designates in its sole discretion. You must pay for the purchase via the currency set forth by Unblocked, which may be in dollars or cryptocurrency. Unblocked and Seller Users may set minimum bid amounts, reserve prices, or other rules and restrictions for any Unblocked NFT auction, as applicable.
b. As soon as You place and confirm Your bid amount, You agree that You may not, under any circumstances, amend, retract or revoke Your bid. Unblocked is not responsible for any errors made in Your bidding. Unblocked reserves the right, in its sole and absolute discretion to reject, revoke or refuse to accept any bid (even those that have been previously accepted); to withdraw any NFT from being eligible for purchase, whether during or after the sale, including for failing to meet any reserve prices; to restart or continue the bidding even if the bidding has finished; or in the case of error or dispute and whether during or after the sale, to continue the bidding, determine the successful bidder, cancel the sale of the lot, or re-offer and re-sell any lot. If any dispute relating to bidding arises during or after the sale, Unblocked’s decision in exercise of this option is absolute and final.
c. Bids may only be submitted between the dates and times specified for that NFT, as applicable, or as otherwise permitted by Unblocked in its sole discretion. However, Unblocked (or Seller User) may extend the bidding window to always ensure a buffer period (such as five minutes) exists between the last bid and closing time of that bidding window. These extensions may continue indefinitely until there is no more bidding activity on the NFT for such designated period.
d. The purchase price of any auction will include the hammer price and the buyer’s premium (in the case of a sale by auction) or a “Buy Now” price if that is offered by Unblocked or Seller User, as applicable, as well as any all shipping and related costs and charges, transaction costs, including but not limited to gas fees, conversion fees, payment fees and other platform fees, any applicable duties, goods, sales use, compensating or service tax or VAT.
e. Unblocked or Seller User may provide a “Buy Now” feature that allows You to pay for an NFT, as applicable at a specific price without bidding during an auction. If You purchase such a lot at the “Buy Now” price, these Terms and auction terms will apply to the purchase or bid in the same manner as if You had been the successful bidder in an auction for that NFT.
f. Orders or sales may not always be successfully sent or received for processing. For a variety of reasons, Your order or sale may take longer to execute (or may have less available time to execute) than what is normally expected. Unblocked does not guarantee that Your order or sale via the Services will always be able to be executed.
5. USER ACCOUNTS AND WALLETS
a. Eligibility. You must be at least 18 years of age to use the Services. By using the Services, You represent and warrant that You are at least 18 years of age. Only individual, natural persons may use the Services. You further represent and warrant that You reside in a jurisdiction where the Services are offered and You are familiar with all relevant local laws of the jurisdiction in which You reside.
b. Creating and Safeguarding Your Account. You may browse and check out offerings on certain of our websites, including the Rhthm Platform and Billboard Chart Stars Platform, without creating an Account. However, to actually transact on such Services (such as purchasing or selling NFTs), You will need to create an account or link another account, such as Your Google, Facebook or Apple account (“Account”) on the Services. You agree to provide us with accurate, complete and updated information for Your Account, and may be required to provide, for example, a display name, username, email address, password, and/or phone number. By creating an Account, You represent and warrant that You have not been identified as a Specially Designated National or placed on any sanctions list by the U.S. Treasury Department’s Office of Foreign Assets Control, the U.S. Commerce Department, or the U.S. Department of State, or been placed on any European Union sanctions lists, United Nations sanctions lists, UK Her Majesty’s Treasury sanctions lists or similar lists. You are solely responsible for any activity on Your Account and any associated wallets (whether a Services Wallet, Payments Account, or otherwise) and for maintaining the confidentiality and security of Your password/username. You shall not disclose, transmit, post, give away or otherwise share Your password/username with any non-authorized party or use the password/username for any unauthorized purpose. We are not liable for any acts or omissions by You in connection with Your Account, and we are not liable for any loss as a result of Your Account being compromised. You must immediately notify us pursuant to the “Contact Us” section below if You know or have any reason to suspect that Your Account or password have been stolen, misappropriated or otherwise compromised. You agree not to create any Account if we have previously removed Your Account, or we previously banned You from any of our Services, unless we provide written consent otherwise. You acknowledge that the Account is for Your personal use only. Any use of the Account by a person other than You is strictly prohibited and will give Unblocked the rights to immediately terminate Your Account. You are legally responsible for all activity placed through Your Account using Your username. We reserve the right to reclaim usernames without liability to You.
c. One Account Per User. Each individual user may only have one Account. We reserve the right, in our sole discretion, to determine whether You have or control more than one Account. Unblocked further reserves the right to suspend or terminate any Account that it deems to be in excess of the one Account permitted per individual user. During any period of suspension of an Account, You will not be able to perform any actions on the Services through that Account.
d. Verification and Payment.
i. In order to transact on the Services, we or our service providers may require You to provide additional information and documentation as required by applicable law or regulation, including laws related to anti-money laundering. In such cases, we, in our sole discretion, may pause or cancel Your transactions within the applicable Services until we, and/or our service providers, have reviewed these documents and accepted them as satisfying the requirements of applicable law. If You do not provide complete and accurate information and documentation in response to such a request, Your transactions may not be processed on the Services. You acknowledge that there may also be a time delay between the time when You submit such information and when we and/or our service providers are able to complete any anti-money laundering, know-your-client or similar checks. If, in our opinion, You do not satisfy our bidder identification and registration procedures, we may refuse to register You to bid or permit Your participation in the sale and if You make a successful bid, we may cancel Your bid and sell the Unblocked NFT to another person.
ii. Certain of the Services, such as the Rhthm Platform and Billboard Chart Stars Platform, allow You to purchase and otherwise transact in Unblocked NFTs. You may pay for an Unblocked NFT purchased via the Services using Your Payments Account. Unblocked does not process any payments made on or through the Services. We use the services and Payments Account of third party service providers, including Circle Internet Financial, Inc., to enable the processing of purchase and sale transactions of NFTs via the Services. You acknowledge and agree that all information You provide with regards to a purchase of Unblocked NFTs, including, without limitation, credit card or other payment information that the Services may accept through a third-party platform or system from time-to-time (including via Your Payments Account), is accurate, current and complete, and you may not associate one credit card (or other payment information) with multiple Accounts. You represent and warrant that You have the legal right to use the payment method You provide to a third-party platform or system that fulfills payments for the Unblocked NFT via Your Payments Account, including, without limitation, any credit card You provide when completing a transaction. When You bid on or purchase an Unblocked NFT, You (A) agree to pay the price for such Unblocked NFT as set forth in the applicable Service, any charges necessary to the fulfillment of the Unblocked NFT, including any required gas fees, and all applicable taxes (which may include, without limitation, sales, use, value-added and other taxes, duties and assessments other than taxes on our net income) in connection with Your purchase (the “Full Purchase Amount”), and (B) authorize us and/or a third-party platform or system that fulfills payments for Unblocked NFTs to charge Your credit card or other payment method specified in Your Payments Account for the Full Purchase Amount.
iii. You acknowledge that with respect to Unblocked NFTs, Unblocked may incorporate functionality into any Unblocked NFT or the applicable Service that imposes a fee on any secondary sales or transfers for value of such Unblocked NFTs by a User (e.g., to another User who collects Unblocked NFTs) based on the value of any such transfer and Unblocked may charge a listing fee for any transactions taking place on or in connection with the Services.
iv. All fees and charges are payable in accordance with payment terms in effect at the time the fee or the charge becomes payable. Orders and winning bids will not be processed until payment has been received in full, and Unblocked and/or its service provider(s) completes all purchaser identification and registration procedures, including, but not limited to, completing any anti-money laundering and/or anti-terrorism financing checks, that Unblocked may require to its satisfaction, and any holds on Your Payments Account or accounts linked thereto by any payment processor are solely Your responsibility. Your order or winning bid may be suspended or cancelled for any reason, including if Your Payments Account is invalid or if in our opinion, You do not satisfy our purchaser identification and registration procedures.
v. You are responsible for providing Unblocked (or Seller User, as applicable) with a complete and accurate address for Services Wallet or Payments Account, as applicable for receipt of any purchased NFTs or funds earned, as applicable. You are solely responsible for any errors that may occur in such transfer due to providing us incorrect information about Your wallet, its keys, or other relevant information required to facilitate such transfer.
vi. We have no liability to You or to 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 Services, or any other payment or transactions that You conduct via the Services. All sales are final. We do not provide returns or refunds for any purchases that You might make on or through the Services – whether for Unblocked NFTs (whether sold as individual NFTs or in packs) or anything else.
vii. You are 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 Services (including, without limitation, any taxes that may become payable as the result of Your ownership, transfer, purchase, or sale of any NFT). Except for income taxes levied on us, You: (i) will be solely responsible for reporting any tax obligations when, if ever, such obligations arise as a result of Your use of the Services or in relation to an Unblocked NFT; (ii) will pay or reimburse Unblocked and/or our service provider(s) (as applicable) for all national, federal, state, local or other taxes and assessments of any jurisdiction, including value added taxes and other taxes as may be required, and amounts levied in lieu thereof based on charges set, services performed or payments made hereunder, and any withholding taxes as are now or hereafter may be imposed under the authority of any national, state, local or any other taxing jurisdiction; and (iii) will not be entitled to deduct the amount of any such taxes, duties or assessments from payments (including blockchain gas fees or similar transaction fees) made to us pursuant to these Terms. You agree to indemnify and hold harmless Unblocked for any claims, demands, liens or judgments based on non-payment or underpayment of such taxes, including in our capacity as a withholding agent, or as a collection agent. Upon opening Your Account, You will provide to Unblocked any form or document accurately completed that may be required by law or requested by Unblocked in order to allow Unblocked to make a payment to You without or at a reduced rate of a deduction or withholding for any tax, including without limitation, a duly completed and executed U.S. Internal Revenue Service Form W-9 or an applicable Form W-8 (or any successor thereto). You agree that You will provide an updated form or document referred in the preceding paragraph promptly upon demand by Unblocked and upon learning that any such form previously provided has become obsolete, incorrect or ineffective.
PART III – OWNERSHIP AND CONTENT
a. When You purchase an Unblocked NFT, You own the NFT underlying the Unblocked NFT but You do not own any intellectual property rights in the Content except for the license grants expressly set forth herein. The Services, including their “look and feel” (e.g., text, graphics, images, logos), proprietary content, including the Content, information, systems, programs, records, statistics, data, documentation of either an audio or visual nature, and other materials, are protected under copyright, trademark and other intellectual property laws. You agree that Unblocked and/or its licensors own all right, title and interest in and to the Services and Content (including any and all intellectual property rights therein) and You agree not to take any action(s) inconsistent with such ownership interests. We and our licensors reserve all rights in connection with the Services and its content (including the Content), including, without limitation, the exclusive right to create derivative works.
2. THIRD PARTY SERVICES AND MATERIALS
a. Third Party Materials. Various types of content, data, applications, information or materials made available, displayed on, or included in certain Services may have been provided by third parties (e.g., such materials may have been provided by Primary Wave Music or Billboard) (“Third Party Materials”) or provide links to third party websites. This information may include the views, opinions, and recommendations of such third parties. By using the Services, You acknowledge and agree that Unblocked neither endorses such views or opinions, nor is responsible for examining or evaluating the content, the availability, accuracy, currency, completeness, timeliness, validity, copyright compliance, legality, decency, quality, reliability or any other aspect of such Third Party Materials or websites, and the inclusion of such views or opinions is not intended to provide advice or constitute a solicitation. At no time shall anything contained on the Services be deemed an endorsement or recommendation of any third party or shall constitute any representation as to a third party's qualifications, services, products, offerings, information or any other content or Third Party Materials or websites. You acknowledge that under no circumstances will Unblocked have or assume any liability or responsibility to You or any other person for any third party services or Third Party Materials, websites, or for any other materials, products, or services of third parties. Third Party Materials and links to other websites are provided solely as a convenience to You.
3. COPYRIGHT & TRADEMARKS
a Unless otherwise indicated, the documents and information, including, but not limited to, text, graphics, icons, logos, buttons and images, on the Services are copyrighted materials of, trademarks of, and owned and controlled by Unblocked or its affiliates, or licensors. Other names, logos, product and service names, designs and slogans that appear on the Services are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by us, such as, for example, Primary Wave Music and Billboard.
4. CONTENT LICENSE GRANT
a. If You purchase an Unblocked NFT through the Services, then subject to Your compliance with these Terms, Unblocked hereby grants You a worldwide, non-exclusive, non-transferable, royalty-free license to use, copy, and display the Content for such purchased Unblocked NFT, solely for the following purposes: (a) for Your own personal, non-commercial use; or (b) as part of a marketplace that is permitted by Unblock for the purchase and sale of Your Unblocked NFT; provided that the applicable marketplace cryptographically verifies each Unblocked NFT’s owner’s ownership of the associated Unblocked NFT to ensure that only the actual owner can display the Content, and provided that the Content is no longer visible once the owner of the Unblocked NFT sells or transfers the Unblocked NFT. This license only lasts as long as You are the valid owner and holder of the Unblocked NFT associated with the licensed Content. If You sell or transfer the Unblocked NFT to another person, this license will transfer to such other owner or holder of the Unblocked NFT, and You will no longer have the benefits of such license.
b. You agree that You may not, nor permit any third party to do or attempt to do any of the foregoing without our (or, as applicable, our licensors’) express prior written consent in each case: (a) modify the Content for Your Unblocked NFT in any way, including, without limitation, the shapes, designs, drawings, attributes, or color schemes; (b) use the Content for Your Unblocked NFT to advertise, market, or sell any third party product or service; (c) use the Content for Your Unblocked NFT in connection with images, videos, or other forms of media that depict hatred, intolerance, violence, cruelty, or anything else that could reasonably be found to constitute hate speech or otherwise infringe upon the rights of others; (d) sell, distribute for commercial gain (including, without limitation, giving away in the hopes of eventual commercial gain), or otherwise commercialize merchandise or other media that includes, contains, or consists of the Content for Your Unblocked NFT; (e) attempt to trademark, copyright, or otherwise acquire additional intellectual property rights in or to the Content for Your Unblocked NFT; or (f) otherwise utilize the Content for Your Unblocked NFT for Your or any third party’s commercial benefit.
c. If the Content associated with Your Unblocked NFT contains Third Party IP (e.g., licensed intellectual property from any rights holder, such as third party brands, logos or designs), You understand and agree as follows: (a) that You will not have the right to use such Third Party IP in any way except as incorporated in the Content for Your Unblocked NFT, and subject to the license and restrictions contained herein; (b) that, depending on the nature of the license granted from the owner of the Third Party IP, we may need to (and reserve every right to) pass through additional restrictions on Your ability to use the Content; and (c) to the extent that we inform You of such additional restrictions in writing, You will be responsible for complying with all such restrictions from the date that You receive the notice, and that failure to do so will be deemed a breach of the license contained herein.
i. For the avoidance of doubt and without limiting the foregoing, You do not have the right (i) to reproduce, distribute, or otherwise commercialize any elements of the Third Party IP including, without limitation, to advertise, market, or sell any third party product or service; (ii) use any elements of the Third Party IP in connection with images, videos, or other forms of media that could reasonably be found to constitute hate speech or otherwise infringe upon the rights of others; (iii) use any elements of the Third Party IP in movies, videos, or any other forms of media, except to the limited extent that such use is solely for Your own personal, non-commercial use; (iv) sell, distribute for commercial gain (including, without limitation, giving away in the hopes of eventual commercial gain), or otherwise commercialize merchandise that includes, contains, or consists of any elements of the Third Party IP; (v) modify the Third Party IP for Your Unblocked NFT in any way; or (vi) otherwise utilize any elements of the Third Party IP for Your or any third party’s commercial benefit.
d. You will not apply for, register, or otherwise use or attempt to use any of the Content anywhere in the world except as expressly permitted herein in the limited license granted to You without Unblocked’s prior written consent in each case, which consent may be withheld in Unblocked’s absolute and sole discretion.
a. We welcome feedback, comments and suggestions for improvements to the Services (“Feedback”). You acknowledge and expressly agree that any contribution of Feedback does not and will not give or grant You any right, title or interest in the Services or in any such Feedback. All Feedback becomes the sole and exclusive property of Unblocked, and Unblocked may use and disclose Feedback in any manner and for any purpose whatsoever without further notice or compensation to You and without retention by You of any proprietary or other right or claim. You hereby assign to Unblocked any and all right, title and interest (including, but not limited to, any patent, copyright, trade secret, trademark, show-how, know-how, moral rights and any and all other intellectual property right) that You may have in and to any and all Feedback.
Part IV - USE OF THE SERVICES
1. USE OF THE SERVICES
a. You are responsible for Your interactions with other Users on the Services. While we reserve the right to monitor interactions between Users, we are not obligated to do so, and we cannot be held liable for Your interactions with other Users, or for any User’s actions or inactions. If You have a dispute with one or more Users, You release us (and our affiliates and subsidiaries, and our and their respective officers, directors, employees and agents) from 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. 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 only those claims which You may know or suspect to exist in Your favor at the time of agreeing to this release.
2. PROHIBITED ACTIVITIES
a. Illegal Activities. You are responsible for complying with applicable law, including state and federal laws and regulations regarding money laundering, terrorist financing, and money transfer and remittance. You are responsible for understanding and abiding by the laws and regulations of each jurisdiction in which You use the Services. Users of the account shall not engage in any illegal activities according to applicable law or in relation to any other Prohibited Activity listed below.
b. List of Prohibited Activities. We have to set some ground rules on Your use of the Services so that other Users can enjoy the Services, and to protect our rights. Accordingly, You may not do any of the following in connection with Your use of the Services, unless applicable laws or regulations prohibit these restrictions or You have our prior written permission to do so:
- download, modify, copy, distribute, transmit, display, perform, reproduce, duplicate, publish, license, create derivative works from, or offer for sale any information contained on, or obtained from or through, the Services, except for temporary files that are automatically cached by Your web browser for display purposes, or as otherwise expressly permitted in these Terms;
- accept, receive or purchase any Unblocked NFT from another User that you have any grounds to believe was not rightfully in possession thereof at the time of such transaction;
- duplicate, decompile, decipher, reverse engineer, disassemble or decode the Services (including any underlying idea or algorithm), or attempt to do any of the same;
- use, reproduce or remove any copyright, trademark, service mark, trade name, slogan, logo, image, or other proprietary notation displayed on or through the Services;
- use cheats, automation software (bots), hacks, modifications (mods) or any other unauthorized third-party software designed to establish Accounts, perform any transaction on the Services, or modify or make use of the Services in any way;
- exploit the Services for any commercial purpose, including without limitation communicating or facilitating any commercial advertisement or solicitation;
- access or use the Services in any manner that could disable, overburden, damage, disrupt or impair the Services or interfere with any other party’s access to or use of the Services or use any device, software or routine that causes the same;
- attempt to gain unauthorized access to, interfere with, damage or disrupt the Services, accounts registered to other users, or the computer systems or networks connected to the Services;
- circumvent, remove, alter, deactivate, degrade or thwart any technological measure or content protections of the Services;
- use any robot, spider, crawlers, scraper, or other automatic device, process, software or queries that intercepts, “mines,” scrapes, extracts, or otherwise accesses the Services to monitor, extract, copy or collect information or data from or through the Services, or engage in any manual process to do the same;
- introduce any viruses, trojan horses, worms, logic bombs or other materials that are malicious or technologically harmful into our systems;
- use the Services for illegal, harassing, bullying, unethical or disruptive purposes, or otherwise use the Services in a manner that is fraudulent, defamatory, obscene, hateful or otherwise objectionable;
- access or use the Services in any way not expressly permitted by these Terms; or
- use the Service to transact in any of the following:
- Weapons of any kind, including but not limited to firearms, ammunition, knives, explosives, or related accessories;
- Controlled substances, including but not limited to narcotics, prescription drugs, steroids, or related paraphernalia or accessories;
- Gambling activities including but not limited to sports betting, casino games, horse racing, dog racing, lotteries, games of chance, sweepstakes, games of skill that may be classified as gambling (i.e., poker), or other activities that facilitate any of the foregoing;
- Money-laundering or terrorist financing;
- Any sort of Ponzi scheme, pyramid scheme, or multi-level marketing program;
- Goods or services that infringe or violate any copyright, trademark, or proprietary rights under the laws of any jurisdiction;
- Debt settlement, refinance, or credit repair services;
- Court-ordered payments, structured settlements, tax payments, or tax settlements;
- Lottery contracts, layaway systems, or annuities;
- Counterfeit goods, including but not limited to fake or “novelty” IDs;
- Wash trading, front-running, insider trading, market manipulation or other forms of market-based fraud or deceit;
- Purchasing goods of any type from Tor hidden service markets or “Darknet” markets, or any other service or website that acts as a marketplace for illegal goods (even though such marketplace might also sell legal goods);
- Transactions involving sanctioned parties, countries or coins;
- ATM Operators;
- Bankruptcy Services;
- Cyberlocking Services;
- Precious Metals and Jewelry;
- Ransomware, Shell Banks/FIs;
- Unlicensed MBS;
- Miracle Cures;
- Hacking Guides; or
- Psychic Services.
c. You are utilizing the Services for personal, private use only, and You will not make any information, materials, or services available from the Services available to any person who is not otherwise allowed to access them. This prohibition includes the use of information, materials, or services related to or made available in connection with the Services for commercial purposes, as well as the making of such information, materials, or services available to a minor in any way, shape or form.
3. DATA AND PRIVACY
PART V – INDEMNIFICATION, DISCLAIMERS AND LIMITATION OF LIABILITY AND ASSUMPTION OF RISKS
a. By entering into these Terms and accessing or using the Services, You agree to indemnify and hold harmless Unblocked, its suppliers, distributors, licensors, partners, subcontractors and its affiliates and related entities and their respective directors, officers, employees and agents (the “Unblocked Entities”), from and against any and all claims, losses, damages, liabilities and costs (included but not limited to reasonable attorneys' fees and court costs) incurred by the Unblocked Entities, arising out of or relating to: (a) Your misuse of the Services, (b) the violation or breach of these Terms by You, (c) the violation by You of any rights of any third party, including but not limited to infringement by You (or anyone accessing the Services using Your Account) of any intellectual property or other right of any person or entity, (d) Your negligence or willful misconduct, or (e) Your violation of any applicable law or regulation. The foregoing indemnification obligation shall survive termination of these Terms, the Services and Your purchase or sale of any product via the Services. If You are obligated to indemnify any Unblocked Entity hereunder, then You agree that Unblocked (or, at its discretion, the applicable Unblocked Entity) will have the right, in its sole discretion, to control any action or proceeding and to determine whether Unblocked wishes to settle, and if so, on what terms, and You agree to fully cooperate with Unblocked in the defense or settlement of such claim.
2. DISCLAIMERS & LIMITATIONS OF LIABILITY
i. YOUR ACCESS TO AND USE OF THE SERVICES ARE AT YOUR OWN RISK. YOU EXPRESSLY ACKNOWLEDGE, UNDERSTAND AND AGREE THAT TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, THE UNBLOCKED ENTITIES DISCLAIM ALL WARRANTIES, CONDITIONS, OR AFFIRMATIONS OF FACT, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT. THE UNBLOCKED ENTITIES DO NOT MAKE ANY WARRANTY OR REPRESENTATION THAT ANY PRODUCT OR SERVICE WILL MEET YOUR NEEDS OR REQUIREMENTS. YOU UNDERSTAND AND AGREE THAT THE SERVICES ARE PROVIDED TO YOU ON AN 'AS IS' AND 'AS AVAILABLE' BASIS. THE UNBLOCKED ENTITIES MAKE NO WARRANTY OR REPRESENTATION AND DISCLAIM ALL RESPONSIBILITY FOR: (A) WHETHER THE SERVICES WILL BE AVAILABLE ON AN UNINTERRUPTED, SECURE OR ERROR-FREE BASIS, (B) THE ACCURACY, COMPLETENESS, AVAILABILITY, TIMELINESS, SECURITY OR RELIABILITY OF THE SERVICES, (C) ANY HARM TO YOUR COMPUTER SYSTEM, LOSS OF DATA, OR OTHER HARM THAT RESULTS FROM YOUR ACCESS TO OR USE OF THE SERVICES, OR (D) THE OPERATION OR COMPATIBILITY WITH ANY OTHER APPLICATION OR ANY PARTICULAR SYSTEM OR DEVICE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM THE UNBLOCKED ENTITIES OR THROUGH THE SERVICES, WILL CREATE ANY WARRANTY OR REPRESENTATION NOT EXPRESSLY MADE HEREIN.
ii. THE UNBLOCKED ENTITIES TAKE NO RESPONSIBILITY AND ASSUME NO LIABILITY FOR ANY CONTENT THAT YOU, ANOTHER USER, OR A THIRD PARTY CREATES, UPLOADS, POSTS, SENDS, RECEIVES, OR STORES ON OR THROUGH OUR SERVICES.
iii. YOU UNDERSTAND AND AGREE THAT YOU MAY BE EXPOSED TO CONTENT THAT MIGHT BE OFFENSIVE, ILLEGAL, MISLEADING, OR OTHERWISE INAPPROPRIATE, NONE OF WHICH THE UNBLOCKED ENTITIES WILL BE RESPONSIBLE FOR.
b. LIMITATIONS OF LIABILITY. TO THE EXTENT NOT PROHIBITED BY LAW, YOU AGREE THAT IN NO EVENT WILL THE UNBLOCKED ENTITIES BE LIABLE TO YOU OR TO ANY THIRD PARTY (A) FOR ANY INDIRECT, INCIDENTAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, WHETHER IN CONTRACT OR TORT, INCLUDING, BUT NOT LIMITED TO, LOSS OF REVENUE OR PROFITS, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, LOSS OF USE, LOSS OF DATA, BUSINESS INTERRUPTION OR ANY OTHER DAMAGES OR LOSSES ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE SERVICES, HOWEVER CAUSED, WHETHER UNDER THESE TERMS OR OTHERWISE ARISING IN ANY WAY IN CONNECTION WITH THE SERVICES OR THESE TERMS, WHETHER FORESEEABLE OR NOT AND WHETHER AN UNBLOCKED ENTITY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR NOT, OR (B) FOR ANY OTHER CLAIM, DEMAND OR DAMAGES WHATSOEVER RESULTING FROM OR ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE DELIVERY, USE OR PERFORMANCE OF THE SERVICES. THE UNBLOCKED ENTITIES’ TOTAL LIABILITY TO YOU FOR ANY DAMAGES FINALLY AWARDED SHALL NOT EXCEED THE AMOUNT OF ONE HUNDRED DOLLARS ($100.00), OR THE AMOUNT YOU PAID THE UNBLOCKED ENTITIES, IF ANY, IN THE PAST SIX (6) MONTHS FOR THE SERVICES (OR OFFERINGS PURCHASED ON THE SERVICES) GIVING RISE TO THE CLAIM. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. Because certain jurisdictions (such as the state of New Jersey) to which these Terms may be subject do not allow the exclusion or limitation of liability for consequential or incidental damages, the above exclusion or limitation may be held to be inapplicable to You in those jurisdictions.
3. ASSUMPTION OF RISKS
a. You acknowledge and agree that there are risks associated with purchasing and holding NFTs and using blockchain technology. These including, but are not limited to, risk of losing access to NFT due to loss of private key(s), custodial error or purchaser error, risk of mining or blockchain attacks, risk of hacking and security weaknesses, risk of unfavorable regulatory intervention in one or more jurisdictions, risks related to uncertainties in token taxation, risk of personal information disclosure, risk of uninsured losses, unanticipated risks, and volatility risks.
b. The prices of collectible blockchain assets are extremely volatile and subjective and collectible blockchain assets have no inherent or intrinsic value. Each Unblocked NFT has no inherent or intrinsic value. You acknowledge and affirm that You are collecting, trading or purchasing Unblocked NFTs for purposes of acquiring digital collectibles for Your personal use and enjoyment, and not for any investment, commercial or speculative purposes. Any economic benefit that may be derived from appreciation in the value of the Unblocked NFT is incidental to obtaining it for its collectible purpose. You agree that Unblocked NFTs are not to be used as a substitute for currency or medium of exchange, resale or redistribution and that You are not acquiring any equity or other ownership or revenue sharing interest in Unblocked, its affiliates or any brand as a result of Your acquisition of Unblocked NFTs. You warrant and covenant that You will not portray the Unblocked NFTs as an opportunity to gain an economic benefit or profit, or as an investment or equity interest.
c. Unblocked does not represent, guarantee, or warrant the accuracy or fairness of the price of any NFT sold or offered for sale on or off of the Services. You agree and acknowledge that Unblocked is not a fiduciary nor owes any duties to any User of the Services, including the duty to ensure fair pricing of NFTs.
d. We will use commercially reasonable efforts to deploy secure and functional smart contracts underlying Unblocked NFT minted directly by Unblocked. However, we will not be liable or responsible to You for any failure in the intended function of such smart contracts, or any bugs, viruses, exploits, logic gaps, or malicious code which may be incorporated into any such smart contracts, or which could be used to commit fraud or otherwise cause harm. You acknowledge that You have obtained sufficient information to make an informed decision to purchase an NFT, including carefully reviewing the code of the smart contract and the NFT and fully understand and accept the functions of the same.
e. You acknowledge and agree that if, we believe in our sole discretion, or have reasonable grounds to believe, that under any prior transaction, an Unblocked NFT was stolen, obtained by fraudulent means, with stolen funds or credit card information, or otherwise in violation of these Terms, all Users hereby grant us and our service providers a right to cancel any fraudulent transaction or transfer all such Unblocked NFTs in question from the Services Wallet or other wallet, to the User who was previously in rightful possession thereof, even if the User who loses possession of the NFT was a good faith holder of the Unblocked NFT.
f. The regulatory regime governing blockchain technologies, cryptocurrencies, tokens, and other crypto-based items is uncertain, and new regulations or policies may materially adversely affect the development of certain of our Services, and therefore the potential utility or value of Your Unblocked NFTs. Upgrades to any blockchain network or hard forks in such networks, or a change in how transactions are confirmed on such blockchain networks may have unintended, adverse effects on all blockchains, including any that are related to Your Unblocked NFTs.
g. Any purchase or sale You make, accept or facilitate outside of the Services of any Unblocked NFT will be entirely at Your risk. We do not control or endorse purchases or sales of Unblocked NFTs outside of the applicable Services on which such Unblocked NFTs were initially offered (including other platforms which we may offer as part of the Services). 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 Services on which the Unblocked NFT was initially offered.
PART VI – DISPUTE RESOLUTION BY BINDING ARBITRATION AND CLASS ACTION WAIVER
1. Informal Resolution. Each party agrees that before it seeks arbitration or any other form of legal relief it shall provide written notice to the other of the specific issues in dispute (the “Dispute”). Within thirty days after such notice is received, knowledgeable executives of the party or the individuals themselves shall hold at least one meeting (in person or by video- or tele-conference) for the purpose of attempting in good faith to resolve the Dispute. The parties agree to maintain the confidential nature of all disputes and disagreements between them, including, but not limited to, informal negotiations, mediation or arbitration, except as may be necessary to prepare for or conduct these dispute resolution procedures or unless otherwise required by law or judicial decision.
2. Binding Arbitration.
a. Where informal resolution fails, You agree that any remaining Dispute relating in any way to Your use of Unblocked’s services and/or products, including the Services, shall be submitted to confidential binding arbitration. If there is a dispute about whether this arbitration provision can be enforced or applies to the Dispute, You and Unblocked agree that the arbitrator will decide that issue. However, any claim that all or part of the Class Action Waiver is unenforceable, unconscionable, void or voidable may be determined only by a court of competent jurisdiction and not by an arbitrator.
b. Arbitration under these Terms is under the Federal Arbitration Act which governs the interpretation and enforcement of this provision. The arbitration will be administered by the JAMS in accordance with its Comprehensive Arbitration Rules and Procedures and the JAMS Consumer Minimum Standards (together, the “Rules”) then in effect (those rules are deemed to be incorporated by reference to this section, and as of the date of these Terms). Arbitration shall be conducted by one (1) arbitrator as selected pursuant to the Rules; the arbitrator's award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction. You have a right to have the arbitration conducted via telephone, or as an in-person hearing in Your hometown area (if You live in the United States) or another location that is reasonably convenient to You.
c. Payment for any and all reasonable JAMS filing, administrative and arbitrator fees will be in accordance with the Rules. If the value of Your claim does not exceed $10,000, Unblocked will pay for the reasonable filing, administrative and arbitrator fees associated with the arbitration, unless the arbitrator finds that either the substance of Your claim or the relief sought was frivolous or brought for an improper purpose, except that if You have initiated the arbitration claim, You will still be required to pay the lesser of $250 or the maximum amount permitted under the JAMS Rules for arbitration claims initiated by You. You are still responsible for all additional costs that You incur in the arbitration, including without limitation, fees for attorneys or expert witnesses.
3. Opt-Out. You have the right to opt out of binding arbitration and the waiver of class provisions set forth in these Terms within thirty (30) days registering to use the Services or agreeing to these Terms (or, if this Part VI is amended hereafter, within thirty days of such amendment being effective) by notifying us of Your decision to opt-out with a communication labeled “Arbitration Opt-Out” to email@example.com or by mail at 340 S LEMON AVE #7003, WALNUT, CA 91789, otherwise You shall be bound to arbitrate disputes in accordance with these Terms. In order to be effective, the opt-out notice must include Your full name and Your mailing address. If You opt-out of these arbitration provisions, Unblocked also will not be bound by them. If You have decided to opt-out of Binding Arbitration, all Disputes shall be heard in a court of competent jurisdiction.
4. Exceptions to Arbitration. Notwithstanding anything in these Terms to the contrary, You may instead assert Your Dispute in “small claims” court, but only if Your Dispute qualifies, Your Dispute remains only in court, and Your Dispute remains on an individual and non-representative and non-class basis. Further, You and Unblocked will have the right to bring an action in a court of proper jurisdiction for: (i) any Dispute related to actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights; or (ii) injunctive or other equitable or conservatory relief. Such claims shall be brought before a judicial proceeding in a court of competent jurisdiction.
5. Waiver of Class Actions and Class Arbitrations.
a. YOU AND UNBLOCKED UNDERSTAND AND AGREE THAT YOU AND UNBLOCKED MAY EACH BRING CLAIMS AGAINST THE OTHER PARTY ONLY IN AN INDIVIDUAL CAPACITY AND NOT ON A CLASS, COLLECTIVE ACTION, OR REPRESENTATIVE BASIS, INCLUDING, WITHOUT LIMITATION, FEDERAL OR STATE CLASS ACTIONS, OR CLASS ARBITRATIONS. YOU UNDERSTAND AND AGREE THAT YOU AND UNBLOCKED BOTH ARE WAIVING THE RIGHT TO PURSUE OR HAVE A DISPUTE RESOLVED AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE OR REPRESENTATIVE PROCEEDING. ACCORDINGLY, UNDER THE ARBITRATION PROCEDURES OUTLINED IN THIS SECTION, AN ARBITRATOR SHALL NOT COMBINE OR CONSOLIDATE MORE THAN ONE PARTY’S CLAIMS WITHOUT THE WRITTEN CONSENT OF ALL AFFECTED PARTIES TO AN ARBITRATION PROCEEDING. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, YOU AND UNBLOCKED AGREE THAT NO DISPUTE SHALL PROCEED BY WAY OF CLASS ARBITRATION WITHOUT THE WRITTEN CONSENT OF ALL AFFECTED PARTIES.
NOTWITHSTANDING THE FOREGOING, THIS SUBSECTION SHALL NOT APPLY TO REPRESENTATIVE PRIVATE ATTORNEYS GENERAL ACT CLAIMS BROUGHT AGAINST UNBLOCKED, WHICH ARE ADDRESSED SEPARATELY.
6. PAGA Claims. Notwithstanding any other provision of these Terms or the Arbitration provisions, to the fullest extent permitted by law: (1) You and Unblocked agree not to bring a representative action on behalf of others under the Private Attorneys General Act of 2004 (“PAGA”), California Labor Code § 2698 et seq., or any subsequent law, in any court or in arbitration, and (2) for any claim brought on a private attorney general basis, including under the California PAGA, both You and Unblocked agree that any such dispute shall be resolved in arbitration on an individual basis only (i.e., to resolve whether You have personally been aggrieved or subject to any violations of law), and that such an action may not be used to resolve the claims or rights of other individuals in a single or collective proceeding (i.e., to resolve whether other individuals have been aggrieved or subject to any violations of law) (collectively, “representative PAGA Waiver”). Notwithstanding any other provision of these Terms, the arbitration section or the associated rules, disputes regarding the scope, applicability, enforceability, revocability or validity of this representative PAGA Waiver may be resolved only by a civil court of competent jurisdiction and not by an arbitrator. If any provision of this representative PAGA Waiver is found to be unenforceable or unlawful for any reason: (i) the unenforceable provision shall be severed from these Terms; (ii) severance of the unenforceable provision shall have no impact whatsoever on any arbitration provisions or the requirement that any remaining claims be arbitrated on an individual basis pursuant to the arbitration provisions; and (iii) any such representative PAGA or other representative private attorneys general act claims must be litigated in a civil court of competent jurisdiction and not in arbitration. To the extent that there are any Disputes to be litigated in a civil court of competent jurisdiction because a civil court of competent jurisdiction determines that the representative PAGA Waiver is unenforceable with respect to those Disputes, the parties agree that litigation of those Disputes shall be stayed pending the outcome of any individual Disputes in arbitration.
7. In the event of a legal dispute between Users over which User has the right to be in possession of an Unblocked NFT, we reserve the right to block any additional transfers of such Unblocked NFT pending written instructions of all parties to the dispute or the order of a court of competent jurisdiction.
PART VII - MISCELLANEOUS
- Force Majeure. Unblocked shall not be liable to You, nor be deemed to have defaulted under or breached these Terms, for any delay in or impairment or failure of performance or in providing the Services, including operating the Rhthm Platform or Billboard Chart Stars Platform, resulting in whole or in part from externally caused interference, damage or disruption to network components, transmission or pipeline facilities (which includes network, electrical or other common systems); irreparable component, transmission or pipeline failure (the failure or interruption of pipeline facilities); acts of God; severe weather conditions; governmental decrees or controls; strikes, labor disputes, acts of war or civil unrest; acts of third parties, inability to obtain permits and licenses, or supplies or any other circumstances or causes beyond the reasonable commercial control of Unblocked.
- Complete Agreement. These Terms and any related information are incorporated herein by reference and collectively constitute the entire agreement between You and Unblocked regarding the subject matter hereof, subject to applicable law.
- Severability. In the event any one or more of the provisions of these Terms are for any reason to be invalid or unenforceable, the remaining provisions of such Terms shall be unimpaired, and the invalid or unenforceable provision shall be replaced by a provision which being valid and enforceable, comes closest to the intention of the parties underlying the invalid or unenforceable provision(s).
- Governing Law and Forum. These Terms are governed by the laws of the State of California, without giving effect to its conflict of law principles, and the proper venue for any disputes arising out of or relating to any of the same will be the arbitration venue set forth in Part VI, or if arbitration does not apply, the state or federal courts sitting in the State of California. You waive any and all objections to such jurisdiction and venue and waive personal service of process and agree that any summons and complaint commencing an action in any such court shall be properly served and shall confer personal jurisdiction if served by registered or certified mail. Any action or suit brought with respect to the Terms shall be tried by a court and not by a jury. YOU WAIVE ANY RIGHT TO A TRIAL BY JURY IN ANY SUCH ACTION OR SUIT. You and Unblocked agree that the United Nations Convention on Contracts for the International Sale of Goods will not apply to the interpretation or construction of these Terms.
- Updating these Terms. We may modify these Terms from time to time in which case we will update the “Last Revised” date at the top of these Terms. If we make changes that are material, we will use reasonable efforts to attempt to notify You, such as by e-mail and/or by placing a prominent notice on the Services. However, it is Your sole responsibility to review these Terms from time to time to view any such changes. The updated Terms will be effective as of the time of posting, or such later date as may be specified in the updated Terms. Your continued access or use of the Services after the modifications have become effective will be deemed Your acceptance of the modified Terms.
- Injunctive Relief. You agree that a breach of these Terms will cause irreparable injury to Unblocked for which monetary damages would not be an adequate remedy and Unblocked shall be entitled to equitable relief in addition to any remedies it may have hereunder or at law without a bond, other security or proof of damages.
- Theft and Fraudulent Activity. You acknowledge that Unblocked reserves the right to report unusual or suspicious activity to the proper authorities. You agree that Unblocked will not be held responsible or liable to You or any other person for such actions except as required by law. Unblocked will report any activities that we reasonably believe constitute fraud or theft to the appropriate law enforcement authorities and may prosecute such activities to the full extent of the law. To the extent permitted by law, Unblocked will retain the proceeds resulting from such fraudulent activity or theft and use those funds to pay for damages and losses resulting from such fraudulent activity or theft.
- Assignment. These Terms and the licenses granted hereunder may be assigned by Unblocked but may not be assigned by You without the prior express written consent of Unblocked.
- No Waiver. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default.
- Promotions. From time to time, we may offer You the chance to participate in early access to NFT drops, contests, giveaways, surveys, or similar promotions (collectively, “Promotions”) in connection with Your use of the Services. The Promotions may be governed by rules that are separate from these Terms. If the rules for a Promotion conflict with these Terms, the Promotion rules will govern.
- SMS Messaging. Certain portions of the Services may allow us to contact You via text messages. You agree that we may contact You via text messages at any of the phone numbers provided by You or on Your behalf in connection with Your use of the Services, including for Account verification purposes.
- Termination of License and Your Account. If You breach any of the provisions of these Terms, all licenses granted by Unblocked will terminate automatically. Additionally, Unblocked reserves the right, at its sole discretion, to remove, suspend, revoke, terminate or close Your Account (including disabling, invalidating or otherwise rendering inoperable Your Services Wallet or Payments Account) and/or the Services (or any part of the foregoing), with or without notice, for whatever reason and without explanation. If Unblocked deletes Your Account for any suspected breach of these Terms by You, You are prohibited from re-registering for the Services under a different name. In the event that credit card, debit card, or other payment methods are returned from Your bank unpaid, Unblocked reserves the right, at its sole discretion, to remove these pre-deposited funds from Your Account or Your Payments Account, and Unblocked further reserves the right, at its sole discretion, to remove any purchased NFTs from Your Account.
- Survival. All sections which by their nature should survive the termination of these Terms shall continue in full force and effect subsequent to and notwithstanding any termination of these Terms by Unblocked or You. Termination will not limit any of Unblocked’s other rights or remedies at law or in equity.
- California Residents. If You are a California resident, in accordance with Cal. Civ. Code § 1789.3, You may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112 Sacramento, CA 95834, or by telephone at (800) 952-5210.
- Export Laws. You agree that You will not export or re-export, directly or indirectly, the Services, the Unblocked NFTs and/or other information or materials provided by Unblocked hereunder, to any country for which the United States or any other relevant jurisdiction requires any export license or other governmental approval at the time of export without first obtaining such license or approval. In particular, but without limitation, the Services may not be exported or re-exported (a) into any U.S. embargoed countries or any country that has been designated by the U.S. Government as a “terrorist supporting” country, or (b) to anyone listed on any U.S. Government list of prohibited or restricted parties, including the Office of Foreign Assets Control of the U.S. Treasury Department’s list of Specially Designated Nationals and/or Blocked Person, the Bureau of Industry and Security of the U.S. Department of Commerce Denied Person’s List or Entity List, or any similar list promulgated by an official agency or department of the U.S. government. By using the Services, You represent and warrant that You are not located in any such country or on any such list. You are responsible for and hereby agree to comply at Your sole expense with all applicable United States export laws and regulations.
- Contact Us
General and specific inquiries regarding the Services or these Terms should be directed to:
The Non Fungible Token Company, Inc. (d/b/a Unblocked)
340 S LEMON AVE #7003
WALNUT, CA 91789.
Copyright ©2022 The Non Fungible Token Company, Inc. (d/b/a Unblocked). All rights reserved.