MOOSE VS. HUNGER
TERMS OF SERVICE
Updated: December 1, 2021
The following terms and conditions constitute a legally binding agreement (together with any terms and conditions incorporated herein by reference, this “Agreement”) between you (referred to herein as “you”, “your”, or “user”) and NFTKO Hunger LLC, a New Jersey limited liability company doing business as Moose Vs. Hunger (“Moose Vs. Hunger”, “we”, “us”, or “our”), governing your interaction with our NFT (as defined below) collection. By entering into this Agreement, participating in minting, purchasing a Moose Vs. Hunger NFT (either directly from us or on resale), participating in the Moose Vs. Hunger Discord server, and/or using our Platform (as such term is defined below), you expressly acknowledge that you understand this Agreement and accept all of its terms. If you do not agree to the terms set forth in this Agreement, you must not use our Platform.
Moose Vs. Hunger is a collection of digital artworks, known as NFTs, running on the Ethereum network. Users are responsible for the safety and management of their own private Ethereum wallets, NFTs, and validating all transactions and contracts generated by our Platform before approval. PLEASE READ THIS AGREEMENT CAREFULLY, AS IT CONTAINS, AMONG OTHER THINGS, AN AGREEMENT TO ARBITRATE, CLASS WAIVER, AND OTHER IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES, AND OBLIGATIONS.
“Affiliate” means, with respect to any specified Person (as defined below), any other Person who, directly or indirectly, controls, is controlled by, or is under common control with such Person, including without limitation any general partner, managing member, officer or director of such Person or any venture capital fund now or hereafter existing that is controlled by one or more general partners or managing members of, or shares the same management company with, such Person.
“Applicable Law” means any domestic or foreign law, rule, statute, regulation, by-law, order, protocol, code, decree, or other directive, requirement or guideline, published or in force which applies to, or is otherwise intended to govern or regulate, any Person, property, transaction, activity, event or other matter, including any rule, order, judgment, directive or other requirement or guideline issued by any Governmental Authority (as defined below) having jurisdiction over Moose Vs. Hunger, you, our Platform, or as otherwise duly enacted, enforceable by law, the common law or equity.
“Art” means any art, graphics, images, designs, logos, taglines, and drawings that may be associated with an NFT in which you acquire Licensed Rights (as defined below).
“ETH” means the Ethereum Blockchain utility token that may be used to purchase computational resources to run decentralized applications or perform actions on the Ethereum Blockchain.
“Ethereum Address” means the unique public key digital asset identifier that points to an Ethereum-compatible wallet to which ETH may be sent or stored.
“Ethereum Blockchain” means the underlying blockchain infrastructure.
“Governmental Authority” includes any domestic or foreign federal, provincial or state, municipal, local or other governmental, regulatory, judicial or administrative authority.
“Licensed Rights” with respect to an NFT means your rights to a Moose Vs. Hunger NFT of which you are the current rightful licensee and which you acquired from a legitimate source, where proof of such purchase is recorded on the relevant blockchain, for so long as you are the holder of a Moose Vs. Hunger NFT.
“NFT” means any blockchain-tracked, non-fungible token.
“Person” means an individual, a partnership, a joint venture, a limited liability company or partnership, a corporation, a trust, an unincorporated organization or a government or any department or any agency or political subdivision thereof.
“Platform” refers to our website located at http://www.moosevshunger.com, Discord server, and other social media accounts, and any features, functions, services, products, rewards, offers, content, materials or information available on or through our website.
2. Our NFTs.
You may purchase, sell and transfer an NFT through our Platform that links to and identifies a unique Moose Vs. Hunger digital artwork (each, a “Moose,” and each such NFT, a “Moose vs Hunger NFT”). A Moose Vs. Hunger NFT identifies the Moose with which it is associated through a pointer in the Moose Vs. Hunger NFT metadata. We will not mint multiple NFTs of the specific Moose digital artwork you purchased, but we may mint NFTs of different variations of your Moose digital artwork (e.g., different colors or poses).
The Moose Vs. Hunger NFTs are minted through a smart contract on the Ethereum Blockchain. A blockchain is a distributed digital ledger of transactions maintained by a distributed peer-to-peer computer network that cryptographically validates transactions and records such transactions on the ledger. Moose Vs. Hunger NFTs are recorded on the Ethereum Blockchain, and we use smart contracts to allow you to send and receive Moose Vs. Hunger NFTs. You acknowledge and agree that certain information, including your digital wallet address and the transactions you conduct through that digital wallet address, may be publicly available and viewable on the Ethereum Blockchain. Your Moose Vs. Hunger NFT can be transferred on the Ethereum Blockchain (or another blockchain as technology permits) from one digital wallet address to another digital wallet address.
At selected times determined by us, we will make Moose Vs. Hunger NFTs available for purchase through our Platform. The price for each Moose Vs. Hunger NFT will be designated in ETH and will be determined by us, in our sole and absolute discretion. We cannot, and expressly do not, guarantee that Moose Vs. Hunger NFTs will be available for purchase at the time you seek to purchase one. We expressly reserve the right to modify the types, prices and number of Moose Vs. Hunger NFTs available at our sole and absolute discretion at any time and from time to time.
Moose Vs. Hunger NFTs are minted directly into the digital wallet you have connected to our Platform and through which you made your payment in ETH. We never hold custody nor take ownership or possession of a Moose Vs. Hunger NFT. You acknowledge and agree that if you decide to purchase a Moose Vs. Hunger NFT outside of our Platform, such purchases will be entirely at your sole risk.
You are responsible for ensuring your digital wallet address has a sufficient amount of the ETH to cover your purchase as well as any Gas Fees (as defined below).
You are not prohibited by us to sell, trade, or distribute your Moose Vs. Hunger NFT on any smart contract enabled secondary marketplaces, platforms and exchanges operated by third parties where users can sell, purchase, transfer, list for auction and bid on NFTs, or in direct sales via smart contract or private agreement (“Secondary Marketplaces”). Note that Moose Vs. Hunger NFTs may not be compatible with all Secondary Marketplaces, and we make no guarantee about the availability or functionality of any Secondary Marketplace.
This Agreement only relates to your use of the Platform, and does not relate to any other website or Internet-based services, including, but not limited to, Secondary Marketplaces or other websites or browser extensions to which the Platform may link (collectively, “Third-Party Sites”). References or links to any Third-Party Site are provided for your convenience and information only, for example, to make it convenient for you to trade your Moose Vs. Hunger NFT. Such links should not be interpreted as endorsements by us of any Third-Party Site. When you click such link, we may not warn you that you have left our Platform and are subject to the terms and conditions and privacy policies of a Third-Party Site. We are not 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 reliance on any content, advertising, products, services, information or other materials on Third-Party Sites.
You acknowledge and agree that we are not a party to any agreement or transaction where you trade on any Secondary Marketplace a Moose Vs. Hunger NFT which was initially purchased via our Platform, whether or not a commission or fee is received by us as a consequence of the transaction. We are not liable for any loss incurred by you in connection with any transaction that takes place on Secondary Marketplaces or on any other third-party sites or services.
Every transaction on the Ethereum Blockchain requires the payment of a transaction fee known as a “Gas Fee”. This means that you are required to pay a Gas Fee for each purchase of a Moose Vs. Hunger NFT via the Platform. If you seek to transfer your Moose Vs. Hunger NFT via a secondary marketplace you may also incur Gas Fees or other transaction costs. Gas Fees are paid to the network of computers that operate the Ethereum blockchain and are not paid to Moose Vs. Hunger. Note that Gas Fees often fluctuate based on a number of factors that are entirely outside of our control.
You are solely responsible for determining and paying (or reimbursing for the payment of) any and all sales, use, value-added and other taxes, duties, and assessments (excluding taxes imposed on our net income) now or hereafter claimed or imposed by any tax or other Governmental Authority associated with your use of the Platform (collectively, the “Taxes”). You will pay or reimburse us for all Taxes of any jurisdiction (whether national, federal, state, local, foreign or other), including value added taxes and taxes as required by international tax treaties, customs or other import or export taxes, and amounts levied in lieu thereof based on charges set, services performed or payments made hereunder, as are now or hereafter may be imposed under the authority of any national, federal, state, local, foreign or other taxing jurisdiction; and will not be entitled to deduct the amount of any such Taxes or amounts levied in lieu thereof from payments (including, without limitation, Gas Fees) made to us pursuant to this Agreement.
If you sell your Moose Vs. Hunger NFT via a Secondary Marketplace, such transaction is subject to a transaction fee determined by us, in our sole discretion (a “Transaction Fee”) which Transaction Fee may be automatically deducted from the sale proceeds you receive for your Moose Vs. Hunger NFT. All Transaction Fees are applied to the final sale price of the Moose Vs. Hunger NFT and are collected and distributed to us at the time of sale through smart contracts on the Ethereum Blockchain.
3. Intellectual Property.
The Platform, including, without limitation, any Moose, the underlying Art, web applications, mobile applications, software, materials, design, text, images, photographs, illustrations, animation, audio and video material, content, media files, artwork, graphic material, databases, proprietary information, sound recordings, voices, graphics and visual effects, as well as any accompanying documentation or other written materials, tangible or intangible, and all legally protectable elements of the foregoing, including, without limitation, all derivative works, translations, adaptations or variations of same, regardless of the medium, format or form, now known or hereinafter developed or discovered, and regardless of where produced, and all intellectual property rights therein (all of the foregoing, individually and collectively, the “Content”), are exclusively our property and/or, where applicable, our licensors or suppliers. You are hereby granted, during the period of your ownership of the NFT a limited, royalty-free, non-exclusive license (without the right to assign or sublicense) to access and use the Content solely for your personal, non-commercial use, provided that you keep all copyright or other proprietary notices intact. Nothing in this Agreement shall be interpreted as granting any license of intellectual property rights to you other than as explicitly set forth herein. YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE NOT RECEIVED, NOR ARE YOU ENTITLED TO, ANY RIGHT, INTEREST AND/OR BENEFIT RELATED TO THE UNDERLYING WORK OF ART EMBEDDED IN ANY NFT, INCLUDING, WITHOUT LIMITATION, ANY RIGHTS TO REPRODUCE, OR TRANSFORM SUCH ART IN QUESTION.
We reserve all rights that are not specifically granted to users. This includes, without limitation, any and all intellectual property rights surrounding the Moose Vs. Hunger names, logos, trademarks, the Platform, the smart contract code, and anything else not specifically granted by any of the following licenses:
i. Personal Use: subject to your continued compliance with this Agreement and your maintenance of ownership of the NFT, Moose Vs. Hunger grants you a worldwide, royalty-free, non-exclusive license (without the right to assign or sublicense) to use, copy, and display the Moose Vs. Hunger NFT, along with any extensions that you choose to create or use, solely for the following purposes: (a) for your own personal, non-commercial use; (b) as part of a marketplace that permits the purchase and sale of your Moose NFT, provided that the marketplace cryptographically verifies each Moose owner’s rights to display the Art for their Moose to ensure that only the actual owner can display the Art; or (c) as part of a Third Party Site or application that permits the inclusion, involvement, or participation of your Moose, provided that the website/application cryptographically verifies each Moose owner’s rights to display the Art, and provided that the Art is no longer visible once the owner of the Moose leaves the website/application.
ii. Commercial Use: subject to your continued compliance with this Agreement and your maintenance of ownership of the NFT, Moose Vs. Hunger grants you a worldwide, royalty-free, non-exclusive license (without the right to assign or sublicense) to use, copy, and display the Moose Vs. Hunger NFT for the purpose of creating derivative works based upon the Moose Vs. Hunger NFT. Examples of such use include, but are not limited to, the use of the Moose Vs. Hunger NFT to produce and sell merchandise products (e.g., T-Shirts, etc.) that display copies of the Art, to create any digital derivatives or other NFT representations of the Moose Vs. Hunger NFT, or to manufacture and sell printed copies of a Moose Vs. Hunger NFT. For the sake of clarity, nothing in this Section will be deemed to restrict you from (i) owning or operating a marketplace that permits the use and sale of Moose generally, provided that the marketplace cryptographically verifies each Moose owner’s rights to display the Art for their Moose to ensure that only the actual owner can display the Art; (ii) owning or operating a Third Party Site or application that permits the inclusion, involvement, or participation of Moose generally, provided that the Third Party Site or application cryptographically verifies each Moose owner’s rights to display the Art for their Moose to ensure that only the actual owner can display the Art, and provided that the Art is no longer visible once the owner of the Purchased Moose leaves the website/application; or (iii) earning revenue from any of the foregoing. If you sell your Moose NFT, any of the aforementioned rights pertaining to that NFT shall also be sold.
Your purchase of a Moose Vs. Hunger NFT means you have full ownership rights in the Moose Vs. Hunger NFT, including the right to store, sell and transfer your NFT. Notwithstanding the immediately preceding sentence, you acknowledge and agree that your purchase of the Moose Vs. Hunger NFT does not provide any rights, express or implied, in (including, without limitation, any copyrights or other intellectual property rights in or to) the Moose associated with the NFT other than a limited license to use, copy, view, and display such Moose, and a limited license to view and display any associated Content, for your own personal, non-commercial use and in connection with a proposed sale or transfer of the Moose Vs. Hunger NFT. For the avoidance of doubt, you do not have the right to distribute, or otherwise commercialize your Moose or any Content without our explicit prior written consent, which consent may be granted, withheld, conditioned or delayed in our sole and absolute discretion. This means, for example, that you cannot post any Content on any platform or service where it will be accessible by others. Your rights and interest in your Moose Vs. Hunger NFT, its associated Moose, and any Content provided by this Agreement will immediately terminate upon any subsequent sale, transfer, dispossession, burning, or other relinquishment of your Moose Vs. Hunger NFT.
Any use of the Content other than as expressly authorized herein, without our prior explicit written permission (which permission may be granted, withheld, conditioned or delayed in our sole and absolute discretion), is strictly prohibited and shall immediately terminate your right to access and use the Platform and all rights and licenses granted to you by this Agreement. Such unauthorized use may also violate applicable laws including, but not limited to, copyright and trademark laws and applicable communications regulations and statutes.
The trademarks, service marks, trade names and logos, including MOOSE VS HUNGER, and any third-party marks used and displayed through the Platform are trademarks of Moose Vs. Hunger, its licensors, Affiliates or sponsors, and may not be used by you other than to describe your Moose Vs. Hunger NFT.
The animations, page headers, custom graphics, button icons, style sheets and scripts that contribute to the “look and feel” of the Platform are service marks, trademarks and/or trade dress of Moose Vs. Hunger and may not be copied, imitated or used, in whole or in part, in connection with any product or service that is not expressly authorized by Moose Vs. Hunger in writing, in any manner that is likely to cause confusion among consumers, or in any manner that disparages or discredits Moose Vs. Hunger and/or any of its Affiliates.
You may choose to submit comments, bug reports, ideas or other feedback about the Platform, including, without limitation, about how to improve the Platform by emailing us at __________________________ (collectively, “Feedback”). By submitting any Feedback, you agree that we are free to use such Feedback at our discretion and without additional compensation to you, and to disclose such Feedback to third parties (whether on a non-confidential basis, or otherwise). You hereby grant us a perpetual, irrevocable, nonexclusive, worldwide license under all rights necessary for us to incorporate and use your Feedback for any purpose in our sole and absolute discretion.
You agree not to circumvent, disable or otherwise interfere with security-related features of the Platform that prevent or restrict use or copying of any Content or enforce limitations on use of the Content. By accessing our Platform, you agree not to use any data mining, robots, scraping or similar data gathering or extraction methods.
3. Representations and Warranties. By using this Platform, you expressly represent, warrant and acknowledge the following:
A. You are not a citizen or resident of a state, country, territory or other jurisdiction that is embargoed by the United States or where your use of the Platform would be illegal or otherwise violate any applicable law. Specifically, you represent that you are not located in, organized in, or a resident of Cuba, Iran, Syria, North Korea, the Crimea region, Venezuela, or any other jurisdiction where Applicable Law prohibits you from accessing or using the Platform; and you represent that you are not, and have never been, named on the Office of Foreign Asset Control of the U.S. Department of the Treasury’s Specially Designated and Blocked Persons List.
B. You have the necessary technical expertise and ability to review and evaluate the security, integrity and operation of any transactions that you engage in on the Platform. Further, you acknowledge that you have a sufficient understanding of the functionality, usage, storage, transmission mechanisms and other material characteristics of, blockchain technology, NFTs, digital assets, digital wallets and cryptocurrencies to understand this Agreement and to understand the risks and implications of purchasing a Moose Vs. Hunger NFT.
C. You have the knowledge, experience, understanding, professional advice and information to make your own evaluation of the merits, risks and applicable compliance requirements under Applicable Law of acquiring an NFT, and assume all financial risks associated with acquiring such NFTs and/or otherwise engaging in transactions with such NFTs or else on the Ethereum Blockchain. You know, understand and accept the risks associated with your Ethereum Address, the Ethereum Blockchain, ETH and NFTs.
D. BY ACCESSING THE PLATFORM, YOU EXPRESSLY REPRESENT AND WARRANT THAT YOU (i) HAVE READ AND UNDERSTAND THIS AGREEMENT, (ii) ARE AT LEAST 18 YEARS OF AGE AND OF LEGAL AGE TO ENTER INTO A BINDING AGREEMENT, AND (iii) THAT YOU ACCEPT THIS AGREEMENT AND AGREE THAT YOU ARE LEGALLY BOUND BY ITS TERMS.
4. Restrictions. You are solely responsible for your own conduct while accessing or using the Platform, and for any consequences thereof. You agree to use the Platform only for purposes that are legal, proper and in accordance with this Agreement and any Applicable Laws or regulations. By way of example, and not as a limitation, you may not, and may not allow any third party acting on your behalf to: (i) send, upload, distribute or disseminate any unlawful, defamatory, harassing, abusive, fraudulent, hateful, violent, obscene, or otherwise objectionable content; (ii) distribute viruses, worms, defects, Trojan horses, corrupted files, hoaxes, or any other items of a destructive or deceptive nature; (iii) impersonate another person; (iv) upload, post, transmit or otherwise make available through the Platform any content that infringes the intellectual property or proprietary rights of any party or otherwise violates the legal rights of others; (v) engage in, promote, or encourage illegal activity (including, without limitation, money laundering); (vi) interfere with other users’ use of the Platform; (vii) use the Platform for any unauthorized commercial purpose; (viii) modify, adapt, translate, or reverse engineer any portion of the Platform; (ix) remove any copyright, trademark or other proprietary rights notices contained in or on the Platform or any part of it; (x) use any technology to collect information about the Platform for any unauthorized purpose; (xi) access or use the Platform for the purpose of creating a product or service that is competitive with any of our products or services; (xii) use any Moose or Content in movies, videos or other forms of media, except to the limited extent that such use is expressly permitted by this Agreement or solely for your own personal, non-commercial use; (xiii) 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 Moose or Content; (xiv) attempt to trademark, copyright or otherwise acquire any intellectual property rights in or to any Moose or Content; and/or (xv) otherwise utilize any Moose or Content for your or any third party’s commercial benefit. If you engage in any of the activities prohibited by this section, we may, at our sole and absolute discretion, without notice to you, and without limiting any of our other rights or remedies at law or in equity, immediately suspend or terminate your user account.
5. Disclaimers and Limitation of Liability.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR ACCESS TO AND USE OF THE PLATFORM IS AT YOUR SOLE RISK, AND THAT THE PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, WE MAKE NO EXPRESS WARRANTIES AND HEREBY DISCLAIM ALL IMPLIED WARRANTIES REGARDING THE PLATFORM AND ANY PART OF IT (INCLUDING, WITHOUT LIMITATION, THE PLATFORM, ANY SMART CONTRACT, OR ANY EXTERNAL WEBSITES), INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, CORRECTNESS, ACCURACY, OR RELIABILITY. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WE, OUR SUBSIDIARIES, AFFILIATES, AND LICENSORS DO NOT REPRESENT OR WARRANT TO YOU THAT: (i) YOUR ACCESS TO OR USE OF THE PLATFORM WILL MEET YOUR REQUIREMENTS, (ii) YOUR ACCESS TO OR USE OF THE PLATFORM WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR, (iii) USAGE DATA PROVIDED THROUGH THE PLATFORM WILL BE ACCURATE, (iv) THE PLATFORM OR ANY CONTENT OR FEATURES MADE AVAILABLE ON OR THROUGH THE PLATFORM ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR (IV) THAT ANY DATA THAT YOU DISCLOSE WHEN YOU USE THE PLATFORM WILL BE SECURE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES IN CONTRACTS WITH CONSUMERS, SO SOME OR ALL OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
YOU ACCEPT THE INHERENT SECURITY RISKS OF PROVIDING INFORMATION AND DEALING ONLINE OVER THE INTERNET AND AGREE THAT WE HAVE NO LIABILITY OR RESPONSIBILITY FOR ANY BREACH OF SECURITY UNLESS IT IS DUE TO OUR WILLFUL MISCONDUCT.
WE WILL NOT BE RESPONSIBLE OR LIABLE TO YOU FOR ANY LOSSES YOU INCUR AS THE RESULT OF YOUR USE OF THE ETHEREUM NETWORK NOR DO WE HAVE ANY CONTROL OVER, AND MAKE NO GUARANTEES REGARDING, ANY SMART CONTRACTS, INCLUDING, WITHOUT LIMITATION, THE FUNCTIONALITY OF OUR SMART CONTRACT.
YOU UNDERSTAND AND AGREE THAT WE WILL NOT BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES WHICH YOU MAY INCUR, HOWSOEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, INCLUDING, WITHOUT LIMITATION, ANY LOSS OF PROFITS (WHETHER INCURRED DIRECTLY OR INDIRECTLY), LOSS OF GOODWILL OR BUSINESS REPUTATION, LOSS OF DATA, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR ANY OTHER INTANGIBLE LOSS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
YOU AGREE THAT OUR TOTAL, AGGREGATE LIABILITY TO YOU FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT OR YOUR ACCESS TO OR USE OF (OR YOUR INABILITY TO ACCESS OR USE) ANY PORTION OF THE PLATFORM, WHETHER IN CONTRACT, TORT, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, IS LIMITED TO THE GREATER OF (a) THE AMOUNTS YOU ACTUALLY PAID US UNDER THIS AGREEMENT IN THE 12 MONTH PERIOD PRECEDING THE DATE THE CLAIM AROSE, OR (b) $500.
YOU ACKNOWLEDGE AND AGREE THAT WE HAVE MADE THE PLATFORM AVAILABLE TO YOU AND ENTERED INTO THIS AGREEMENT IN RELIANCE UPON YOUR REPRESENTATIONS AND WARRANTIES, THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY SET FORTH HEREIN. WE WOULD NOT BE ABLE TO PROVIDE THE PLATFORM TO YOU WITHOUT THESE LIMITATIONS.
WE WILL NOT BE RESPONSIBLE OR LIABLE TO YOU OR ANY OTHER PARTY FOR ERRORS OR FAILURES TO EXECUTE ANY PURCHASE OF YOUR MOOSE VS HUNGER NFT, INCLUDING, WITHOUT LIMITATION, ERRORS OR FAILURES CAUSED BY: (i) YOUR FAILURE TO FOLLOW OUR INSTRUCTIONS; (ii) ANY LOSS OF CONNECTION TO OUR PLATFORM UNLESS CAUSED BY OUR GROSS NEGLIGENCE; (iii) A FAILURE OF ANY SOFTWARE OR DEVICE USED BY YOU TO PURCHASE YOUR MOOSE VS HUNGER NFT; OR (iv) FOR ANY OTHER FAILURE TO EXECUTE YOUR MOOSE VS HUNGER NFT PURCHASE OR FOR ERRORS OR OMISSIONS IN CONNECTION WITH THIS ACTIVITY UNLESS CAUSED BY OUR GROSS NEGLIGENCE. MOOSE VS HUNGER MAKES NO REPRESENTATION THAT MOOSE VS HUNGER NFTS ARE LEGAL OR APPROPRIATE FOR USE OUTSIDE OF THE UNITED STATES OR THAT MOOSE VS HUNGER NFTS OR MAY BE EXPORTED FROM THE UNITED STATES OR FOR IMPORT INTO ANY FOREIGN COUNTRY. YOU ARE SOLELY RESPONSIBLE FOR COMPLYING WITH ALL IMPORT AND EXPORT LAWS AND REGULATIONS AND ALL APPLICABLE LAWS OF ANY JURISDICTION INSIDE AND OUTSIDE OF THE UNITED STATES FROM WHICH YOU MAY ACCESS THE PLATFORM.
6. Assumption of Risk.
Please be aware that prices of NFTs are extremely volatile and fluctuations in the prices of other NFTs and/or cryptocurrencies may impact the price of your Moose. NFTs have no extrinsic value and should NOT be considered an investment. Ethereum-based NFTs may become worthless or obsolete. We cannot guarantee that any purchasers of Moose Vs. Hunger NFTs will retain their original value, as their value is inherently subjective and factors occurring outside of the Platform may materially impact the value and desirability of any particular Moose Vs. Hunger NFT.
By purchasing, holding and using a Moose Vs. Hunger NFT, you expressly acknowledge and assume all risks associated therewith including, but not limited to: (i) forgotten passwords; (ii) inability to access or use your digital wallet for any reason; (iii) mistyped addresses or improperly constructed instructions when transmitting or receiving Moose Vs. Hunger NFTs or any cryptocurrency; (iv) errors in the smart contract that mints Moose Vs. Hunger NFTs; (v) errors in the Moose Vs. Hunger NFTs; (vi) errors in our Platform; (vii) inability to access or transfer a Moose Vs. Hunger NFT; (viii) inability to use, access, copy, or display the Moose or any Content; (ix) blockchain malfunctions or other technical errors; (x) server failure or data loss; (xi) telecommunications failures; (xii) unfavorable regulatory determinations or actions (including with respect to NFTs or cryptocurrencies in general); (xiii) taxation of NFTs or cryptocurrencies; (xiv) uninsured losses; (xv) unanticipated risks; (xvi) volatility risks in the value of Moose Vs. Hunger NFTs and cryptocurrencies; (xvii) cybersecurity attacks; (xviii) weaknesses in Moose Vs. Hunger’ security; (xix) personal information disclosure; (xx) unauthorized access to applications; and/or (xxi) unauthorized third-party activities, including, without limitation, the introduction of viruses or other malicious code; and the use of phishing, sybil attacks, 51% attacks, bruteforcing, changes to the protocol rules of the Ethereum Blockchain (i.e., “forks”), or other means of attack that affect, in any way, the Moose Vs. Hunger NFTs or the Content (the foregoing, collectively, “Platform Risks). If you have any questions regarding these risks, please contact us at _________________________________.
Any payments made to us via the Platform will be effectuated through the Ethereum Blockchain. We have no control over these payments or transactions, nor do we have the ability to reverse any payments or transactions on the Ethereum Blockchain. You acknowledge that Moose Vs. Hunger has no liability to you or to any third party for any claims or damages that may arise as a result of your payment not reaching us, including, but not limited to, instances where your payment was not properly processed on the Ethereum Blockchain. It is solely your responsibility to confirm that your payment for a Moose Vs. Hunger NFT has been accepted. We do not provide refunds for any purchases that you might make on or through the Platform. This no-refund policy shall apply at all times regardless of your decision to terminate usage of the Moose Vs. Hunger NFT, any disruption to the operations of any components of the Moose Vs. Hunger NFT, or any other reason whatsoever. By your continued use of our Platform, you expressly release us, and any of our Affiliates, from any and all liability or responsibility for any purchases made by you, or by someone acting on your behalf, with respect to a Moose Vs. Hunger NFT.
Nothing on this Platform is intended to be an offering of securities in any jurisdiction nor does it constitute an offer to purchase shares, securities, or other financial products. Due to the artistic nature of the project, Moose Vs. Hunger has not been registered with or approved by any regulator in any jurisdiction. It remains your sole responsibility to assure that the purchase of a Moose and the associated art is in compliance with laws and regulations in your jurisdiction.
You assume all risks associated with using an Internet-based currency, including, but not limited to, the risk of hardware, software and Internet connections, the risk of malicious software introduction, and the risk that third parties may obtain unauthorized access to information stored within your wallet.
NFTs, cryptocurrencies and blockchain technology are relatively new and the regulatory landscape is unsettled. New regulations could negatively impact such technologies impacting the value of your Moose Vs. Hunger NFT. You understand and accept all risk in that regard, and further understand that we bear no responsibility to notify you of any changes with respect to the regulatory landscape of NFTs, cryptocurrencies and/or blockchain technology.
Moose Vs. Hunger is not responsible for any transaction between you and a third party (including, but not limited to, Third-Party Site or Secondary Marketplaces) and shall have no liability in connection with any such transaction.
You assume all risk for any disruptions or other issues that may occur on the Ethereum Blockchain and/or impacts Ethereum or NFT functionality.
Moose Vs. Hunger cannot and does not represent or warrant that any Moose Vs. Hunger NFT, or its supporting systems or technology, is reliable, current, or error-free, meets your requirements, or that defects in the Moose Vs. Hunger NFT, or its supporting systems or technology, will be corrected.
We are not responsible if your Moose or any Content becomes inaccessible to you for any reason, or for any modifications or changes to your Moose or any Content including any deletion, removal, or inaccessibility on our Platform or otherwise. You acknowledge that the Moose’s graphical image can be copied and distributed and that we cannot guarantee that additional copies of the Moose associated with your Moose Vs. Hunger NFT will not be created by others. You also acknowledge and agree that we or any third party on our behalf could make additional copies of, and distribute, the Moose associated with your Moose Vs. Hunger NFT, and could sell or otherwise assign the copyright or other intellectual property rights or economic rights in such Moose.
In addition to assuming all the above risks, you acknowledge that you have obtained sufficient information to make an informed decision to license the Moose Vs. Hunger NFT and that you understand and agree that you are solely responsible for determining the nature, potential value, suitability, and appropriateness of these risks for yourself.
7. Indemnification and Release.
You agree to indemnify, defend and hold harmless Moose Vs. Hunger and its Affiliates, licensors, suppliers and sponsors, and each of their respective directors, officers, members, shareholders, managers, agents, contractors, partners, advisors, employees, licensors, content creators, and suppliers (collectively, the “Moose Vs. Hunger Indemnified Parties”) from and against any claim, liability, loss, damage (actual and consequential) of any kind or nature, suit, judgment, litigation cost, and attorneys’ fees (collectively, “Liabilities”) arising out of or in any way related to (i) your breach of this Agreement, (ii) your misuse of the Platform, (iii) your violation of any intellectual property right or other rights of another party, and/or (iv) your violation of Applicable Laws, rules or regulations in connection with your access to or use of the Platform. This indemnity shall be applicable without regard to the negligence of any party, including any indemnified person, and shall survive any termination of this Agreement or your Licensed Rights.
To the maximum extent permitted by Applicable Law, you hereby irrevocably and unconditionally release and waive all claims against any Moose Vs. Hunger Indemnified Parties from any and all Liabilities of every kind and nature, arising out of or in any way connected with your use of the Platform or purchase of a Moose Vs. Hunger NFT. To the extent that you do have any claims against Moose vs Hunger, you agree that: (i) any and all disputes, claims and causes of action against Moose Vs. Hunger arising out of or connected with your use of the Platform shall be resolved individually, without resort to any form of class action; and (ii) any and all claims, judgments and awards shall be limited to actual and documented damages and out-of-pocket costs incurred, but shall in no event include attorneys’ fees or litigation costs (e.g., court filing fees and related costs).
8. Termination. We reserve the right, in our sole and absolute discretion, to refuse, suspend, restrict or terminate your access to the Platform, or any portion thereof, without notice to you and for any reason or no reason. You acknowledge that we have the right, but not the obligation, exercisable in our sole and absolute discretion, to suspend or terminate your access to all or part of the Platform: (i) at the request of law enforcement or other government agencies; (ii) if the Platform are discontinued or materially modified; (iii) upon the occurrence of any technical or security issues or problems; (iv) if you engage in any conduct that we believe, in our sole and absolute discretion, violates any provision of this Agreement or other incorporated agreements or guidelines or violates the rights of Moose Vs. Hunger or third parties; or (v) upon any breach by you of this Agreement. The exercise of our right to restrict or terminate your access to the Platform, whether or not ultimately determined to be justified, will not, under any circumstances, constitute our breach under this Agreement. Neither the exercise or nor the failure to exercise such right to restrict or terminate your access to the Platform will constitute an election of remedies or limit us in any manner in the enforcement of any other remedies available to us.
9. Modifications. We reserve the right to make changes to the terms and conditions, at any time and from time to time, at our sole and absolute discretion. If any changes are made to this Agreement, we will provide you with written notice of such changes by sending you an e-mail, providing a notice on our Platform, or updating the date at top of this Agreement. Any changes made to this Agreement will go into effect on the date they are made, and your continued access to the Platform, or use after the terms have been updated with constitute your binding acceptance of these updates. If you do not agree to the revised terms and conditions, you may not access or use our Platform.
10. Severability. If any term or provision of this Agreement is deemed invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction.
11. Governing Law. This Agreement and all matters related to it and/or any Moose Vs. Hunger NFT shall be governed by, construed, and enforced in accordance with the laws of the State of New Jersey, as they are applied to agreements entered and to be performed entirely within New Jersey and without regard to conflict of law principles, except to the extent that law is inconsistent with or preempted by federal law.
12. Dispute Resolution; Arbitration. All disputes arising out of or in connection with this Agreement, including without limitation your access or use of the Platform, or to any goods or services sold or distributed through the Platform, will be referred to and finally resolved by arbitration under the rules of the American Arbitration Association. The case will be adjudicated by a single arbitrator and will be administered by the American Arbitration Association in accordance with its applicable rules. Each party will cover its own fees and costs associated with the arbitration proceedings. The place of arbitration will be New York, New York. The award of the arbitrator will be final and binding, and any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Notwithstanding the foregoing, we may seek and obtain injunctive relief in any jurisdiction in any court of competent jurisdiction. WITH RESPECT TO ANY DISPUTE ARISING OUT OF OR RELATED TO THIS AGREEMENT, INCLUDING WITHOUT LIMITATION DISPUTES RELATED TO THE PLATFORM OR ANY PRODUCTS SOLD OR DISTRIBUTED THROUGH THE PLATFORM, OR THE SMART CONTRACTS: (i) YOU HEREBY EXPRESSLY GIVE UP YOUR RIGHT TO HAVE A TRIAL BY JURY; AND (ii) YOU HEREBY EXPRESSLY GIVE UP YOUR RIGHT TO PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS IN ANY LAWSUIT, INCLUDING BUT NOT LIMITED TO CLASS ACTION LAWSUITS INVOLVING ANY SUCH DISPUTE.