Terms of Use
The following Terms of Use (the “Terms”) constitute a legally binding agreement between you, the user, whether acting personally or on behalf of an entity (“you") and MONSTER LEAGUE STUDIOS LTD ., a company organized under the laws of the Cayman Islands (“MLS”") regarding your access to and use of the www.mokensleague.com website (the “Site”) and the Mokens League Series apps (mobile app, PC app) as well as any other asset from social media channels, social networks, communities or mobile applications related, linked, or otherwise connected thereto (collectively, the “App"). The App is a distributed application that is going to launch and run on the Polygon Blockchain (the "Blockchain"), using a specially-developed system called Smart Contract (the “Smart Contract”) to enable users to match and play as well as own and trade MOKENS with different rarities. These assets can then be visualized on a website that the user can interact within the Site. The Smart Contract, the Site and the App are collectively referred to in these Terms as the “App”. By using the App, users can manage their assets and use the Smart Contract to match and play and trade with other App users.
WE ARE ONLY WILLING TO DISTRIBUTE AND MAKE AVAILABLE THE APP TO YOU IF YOU ACCEPT ALL OF THESE TERMS. BY USING THE APP AND/OR ANY DIGITAL ASSET (AS THIS TERM IS DEFINED BELOW), YOU ARE CONFIRMING THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY ALL OF THESE TERMS. IF YOU DO NOT AGREE AND/OR ACCEPT ALL OF THESE TERMS, THEN YOU ARE NOT ELIGIBLE FOR USING THE APP AND/OR THE DIGITAL ASSETS, AND YOU MUST NOT ACCESS THE APP AND STOP USING THE DIGITAL ASSETS IMMEDIATELY.
We may publish from time to time supplemental terms and conditions or any type of additional documents on the App which will be a part of the Terms. We reserve our right to make any type of changes or modifications to these Terms at any time and for any reason. You shall be able to access them by accessing the most updated version of these Terms. You must periodically review these Terms to stay fully informed of updates. You will be subject to and deemed having acknowledged and accepted all of the changes in any revised Terms by your continued use of the App after such revised terms come into effect.
Information on the App is not intended for distribution or use in any jurisdiction or country where such distribution or use would be against its existing laws or regulations.
The App allows two types of gameplay: free to play and competitive mode.
In order to use the free to play mode, you must be over the age of 16 IF YOU ARE 16 OR OLDER BUT UNDER THE AGE OF 18, OR THE LEGAL AGE OF MAJORITY WHERE YOU RESIDE IF THAT JURISDICTION HAS AN OLDER AGE OF MAJORITY, THEN YOU AGREE TO REVIEW THESE TERMS WITH YOUR PARENT OR GUARDIAN TO MAKE SURE THAT BOTH YOU AND YOUR PARENT OR GUARDIAN UNDERSTAND AND AGREE TO THESE TERMS. YOU AGREE TO HAVE YOUR PARENT OR GUARDIAN REVIEW AND ACCEPT THESE TERMS ON YOUR BEHALF. IF YOU ARE A PARENT OR GUARDIAN AGREEING TO THE TERMS FOR THE BENEFIT OF A CHILD OVER 16 , THEN YOU AGREE TO AND ACCEPT FULL RESPONSIBILITY FOR THAT CHILD'S USE OF THE APP, INCLUDING ALL FINANCIAL CHARGES AND LEGAL LIABILITY THAT HE OR SHE MAY INCUR.
In order to use the competitive mode, you must be over the age of 18, or the legal age of majority where you reside if that jurisdiction has an older age of majority.
These Terms of Use should be read in conjunction with our Privacy Policy, available at https://whitepaper.mokensleague.com/legal-and-institutional/privacy-policy.
1. USER REGISTRATION
You are required to register upon accessing the App. You must keep your password confidential and you are responsible for the use of your account and password. For using the free-trial mode you do not need to create an account. For using the Free-To-Play mode and/or the Ranked Mode of the App, you are required to register upon accessing the App. You must keep your password confidential and you are responsible for the use of your account and password. For the creation of an account in the Free-To-Play mode you will be required to provide your name and email. For the creation of an account in the Ranked mode and/or in connection with certain features that may be offered through the Marketplace, such as transactions involving the receipt, processing or transfer of Digital Assets, you will be required to provide personal information, including your name, identification (e.g., driver’s license or identity card), and other personal information detailed in our Privacy Policy, to verify your identity. MLS may, in its sole discretion, refuse to open an account or restrict your access to certain features until MLS is able to verify your identity. You agree to provide the information we request for the purposes of identity verification and the detection of money laundering, terrorist financing, fraud, or any other financial crime and permit MLS to keep a record of such information for as long as is legally permissible. The access to one or more features and the limits that apply to your use of them may be altered as a result of information collected about you on an ongoing basis. The information may include certain personal information, including, but not limited to, your name, address, telephone number, e-mail address, date of birth, taxpayer identification number, a government identification as detailed in our Privacy Policy. In providing MLS with this or any other information that may be required, you represent that the information is accurate and authentic, and you agree to keep the information updated if there are changes. In accordance with our Privacy Policy, you authorize MLS to make inquiries, whether directly or through third parties, that are considered necessary to verify your identity or protect you and/or MLS against fraud or other financial crime, and to take action we reasonably deem necessary based on the results of such inquiries. When MLS carries out these inquiries, you acknowledge and agree that your personal information may be disclosed to credit reference and fraud prevention or financial crime or other law enforcement agencies and that these agencies may respond to our inquiries in full. This is an identity check only and should have no adverse effect on your credit rating. Additionally, MLS may require you to wait some amount of time after completion of a transaction, before permitting you to use further features and/or before permitting you to engage in transactions beyond certain volume, currency or financial limits, all as established by MLS in its sole discretion. MLS, in its sole discretion, will determine which persons or entities with whom it will establish or maintain relationships, or may use or access the App, including the Marketplace. MLS will not establish or maintain relationships, or accept funds from, or on behalf of, any person or entity if they: (i) cannot be identified in accordance with MLS’ KYC standards and AML program; (ii)are unresponsive to information requested by MLS; (iii) provide misleading or inaccurate information to MLS; (iv) are known sanctioned individuals or entities; (v) are identified as a known criminal and/or criminal associates; and are from any of the following jurisdictions: Afghanistan, Belarus, Central African Republic, Democratic Republic of the Congo, Cuba, Guinea-Bissau, Islamic Republic of Iran, Iraq, Democratic People's Republic of Korea, Libya, Mali, Myanmar, Somalia, South Sudan, Sudan, Syrian Arab Republic, Ukraine, Bolivarian Republic of Venezuela, Yemen. Individuals related with the following activities shall not be able to open an account, and the accounts cannot be used in connection with the following activities: (i) Illegal weapons of any kind in the applicable jurisdiction, including but not limited to certain firearms, ammunition, knives, explosives, or related accessories; (ii) Controlled substances, including but not limited to narcotics, prescription drugs, steroids, or related paraphernalia or accessories; (iii) Prostitution; (iv) 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; (v) Money-laundering or terrorist financing, (vi) Any sort of Ponzi scheme, pyramid scheme, or multi-level marketing program, (vii) Goods or services that infringe or violate any copyright, trademark, or proprietary rights under the laws of any jurisdiction, (viii) Debt settlement, refinance, or credit repair services, (ix) Court-ordered tax payments, or tax settlements; (x) Lottery contracts, layaway systems, or annuities, (xi) Counterfeit goods, including but not limited to fake or “novelty” IDs, (xii) Wash trading, front-running, insider trading, market manipulation or other forms of market-based fraud or deceit, (xiii) 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); (xiv) Transactions involving sanctioned parties, countries or coins; or (xv) Any other activity that is against applicable laws and regulations of countries in which MLS operates.
To help fight the funding of terrorism and money laundering activities, we need to obtain, verify, and record information that identifies each person who opens an account. What this means for you: When you open an account we may collect your name, password, and other personal information as detailed in our Privacy Policy. By registering you consent to the collection, use, disclosure and other handling of the information listed above, as described in the Privacy Policy available at https://whitepaper.mokensleague.com/legal-and-institutional/privacy-policy.
For the Ranked Mode, in accordance with AML Program, and our Privacy Policies we may collect the following personal information from you: If you are an individual: (i) Full legal name, (ii) Date and place of birth, (iii) Mobile number; (iv) Nationality, (v) Identification number and (vi) Occupation. If you are an entity: (i) Full legal entity name, (ii) Doing business as (“DBA”) name (if different), (iii) State and country of formation; (iv) Date of formation, (v) Tax ID / registration number; (vi) Nature of business; (vii) Link to business website; (vi) Physical business address; (vii) Purpose of the account; (viii) Information about the authorized representative such as passport and any document that evidence the incumbency of the representative; (ix) Information about each ultimate beneficial owner that directly or indirectly owns at least 10% of the entity such as full legal name, passport; proof of address; and (x) copy of organizational documents.
We reserve the right to remove, reclaim or change a username you select if we determine in case that such username is inappropriate or offensive.
Certain data, including information regarding your use of the App, will be collected, stored and processed by us to manage the performance of the App. Although we perform regular routine backups of data, you are solely responsible for all data that you transmit or that release to any activity you have performed using the App. You agree that we shall have no liability to you for any loss or corruption of any such data, and you hereby waive any right of action against us arising from any such loss or corruption of such data.
2. WALLETS AND DIGITAL ASSETS
MLS allows its users to access and manage multi-chain digital blockchain-based assets (“Digital Assets”), including without limitation MOKENS and MOKA, to which purpose you will need to use a third party private key manager selected by you (e.g., a Web3 Provider, Metamask, a USB interface for Ledger Wallet, the Mist browser, or other) (a “Wallet”). Your Wallet, Digital Assets, and cryptocurrencies are completely in your own control. You are the only one responsible for manipulating your Wallet to perform any transfers of Digital Assets. We cannot interfere with any of your Digital Assets storage and transactions from your Wallet.
MLS does not maintain any blockchain wallets. You hereby acknowledge and agree that MLS has no liability for or control over the safety, suitability, quality, delivery, legality or other aspects of any of your Digital Assets.
You hereby acknowledge and agree that we do not execute the exchange of Digital Assets, cryptocurrencies and tokens, either directly or through Protocols. We do not define, suggest and execute any control over the price of Digital Assets accessible via Protocols. You do not interact with us when you perform swaps or interact with liquidity or lending pools, rather you interact with a Protocol directly. We do not own or control the underlying software which governs the operation of Protocols, even technically supported by the software created by us.
You hereby acknowledge and agree that we have no liability to any claims or damages that may arise as a result of any actions or transactions that you engage in while interacting with Protocols through the Marketplace.
You hereby acknowledge and agree that you interact directly with the corresponding blockchain, we do not control your interaction with such blockchain and do not process or transmit any information, data or transactions entered by you. You hereby acknowledge and agree that we have no liability to any claims or damages that may arise as a result of any actions or transactions that you make or engage in while interacting with blockchains through the App.
You acknowledge that the functionality of Protocols is experimental in nature. Protocols you interact with and rely on, are third party software applications. We make no representations or warranties of any kind regarding these third-party applications, including but not limited to representations and warranties of compliance, availability, or security. We make no representations or warranties that Protocols are compliant with laws of any jurisdiction, and you are solely responsible for making any such determination with respect to your interaction with such Protocols.
We reserve the right to cancel or refuse your interaction with any supported blockchains or the accessibility of total interaction functionality to you due to requirements of any applicable laws or regulations, and without prior notice to you.
We do not control any of your account passwords, personal identification numbers (PINs), wallet private keys, passphrases for your Wallets as well as any other codes that you deploy to have access to theApp. It is your responsibility to keep safe and guard any of your account passwords, personal identification numbers (PINs), wallet private keys, passphrases. You take full responsibility for keeping your own security information confidential.
3. USER REPRESENTATIONS
By using the App, you represent and warrant that:
3.1. All registration information you submit is complete, true, accurate, and updated;If you provide false or inaccurate information we have the right to suspend or terminate your account.
3.2. You will maintain such information accurate and updated;
3.3. You have legal capacity in your country of residence and thorough understanding of these Terms;
3.4. You will not access the App using automated and/or non-human means, whether it is a bot, script, or anything alike;
3.5. You will not use the App for committing any illegal and unauthorized purpose;
3.6. Your use of the App will not violate any applicable law or regulation.
3.7. You can only own one account per device at a time;
3.8. You do not reside in the United States of America, China and/or any jurisdiction where the acquisition, ownership or transfer of Digital Assets is illegal.
3.9. You (or any subsidiary, director or officer, or any employee, agent, or affiliate, or any person having a direct or indirect beneficial interest thereof, as the case may be ) are not: (A) the subject of any sanctions administered or enforced by any country or government or international authority, including the US Department of the Treasury’s Office of Foreign Assets Control (“OFAC”), the US Department of State, the United Nations Security Council, the European Union, Her Majesty's Treasury, or the BVI Financial Services Commission (collectively, "Sanctions"); (B) located, organized, citizen or resident in a country or territory that is, or whose government is, the subject of Sanctions; (C) listed in any list of sanctioned persons including those maintained under the Sanctions including the List of Specially Designated Nationals and Blocked Persons or the Foreign Sanctions Evaders List maintained by OFAC; (D) a citizen or resident of, or located in, a geographic area or country designated as "High-risk and other monitored jurisdictions" (or such other similar classification) by the Financial Action Task Force; (E) a Politically Exposed Person (defined as a current or former senior official in the executive, legislative, administrative, military, or judicial branch of a government (elected or not), a senior official of a major political party, a senior executive of a government owned commercial enterprise, and/or being a corporation, business or other entity formed by or for the benefit of any such individual, any individual publicly known (or actually known) to be a close personal or professional associate, or an immediate family member of such individual, meaning spouse, parents, siblings, children, and spouse’s parents or siblings); or (F) directly or indirectly owned or controlled by any person subject to sub-clauses (A) to (E) above (persons who fall within the provisions of A) through F), a “Restricted Subject”).
3.10. You should not acquire or trade any Digital Assets unless you have sufficient financial resources and can afford to lose all value of the Digital Assets.
3.11. You have the minimum age required for each type of gameplay (13 for free-to-play or 18 for the competitive mode).
4. RISKS
You accept and acknowledge that the access and use of Digital Assets involves significant risks and potential for financial losses, including, without limitation, the following:
4.1. The features, functions, characteristics, operation, use and other properties of any Digital Assets (“Asset Properties”) and the software, networks, ledgers, protocols, systems, and other technology (including, if applicable, any distributed ledger (blockchains)) (“Underlying Technology”) used to administer, create, issue, transfer, cancel, use or transact in Digital Assets may be complex, technical or difficult to understand or evaluate.
4.2. Any Digital Asset and its Underlying Technology may be vulnerable to attacks on the security, integrity or operation of the Digital Asset or its Underlying Technology (“Attacks”), including Attacks using computing power sufficient to overwhelm the normal operation of a decentralized distributed ledger (blockchain) or other Underlying Technology;
4.3. Any Protocol, pool or smart contract may be vulnerable to Attacks, including phishing attacks. Any Protocol, pool or smart contract may cease to operate as expected due to various reasons, including Attacks, enforcement and regulatory activities, scamming activities, technical and communication issues. We do not monitor any Protocols or pools. We do not make any representation and warranty that these Protocols or pools are safe, secure, verified or verifiable, or of any value or quality or legality;
4.4. Any Digital Asset, Asset Properties or Underlying Technology may change or otherwise cease to operate as expected due to a change made to the Underlying Technology, a change made using features or functions built into the Underlying Technology or a change resulting from an Attack. These changes may include, without limitation, a “fork” or “rollback” of the Digital Asset or blockchain;
4.5. Any Digital Asset may decrease in value or lose all of its value due to various factors including the discovery of wrongful conduct, market manipulation, changes to Asset Properties or perceived value of Asset Properties, Attacks, suspension or cessation of support for a Digital Asset by Protocols, trading platforms, marketplace platforms or service providers, and other factors outside our control;
4.6. Any Digital Asset may be lost if sent to the wrong address (for example, but without limitation, if the address is improperly formatted, contains errors, or is intended to be used for a different type of Digital Assets);
4.7. We make no representation whatsoever that any of the Digital Assets that may be found or are accessible through the App, are safe, suitable, or of any value or quality or legality;
4.8. The prices of the Digital Assets are volatile because the fluctuations in the price of other digital assets could materially and adversely affect the value of your Digital Assets, which may also be subject to significant price volatility.
4.9. You are solely responsible for any taxes applicable to your Digital Assets and -related transactions, according to your own country’s or region’s tax rules. MLS is not responsible for determining or withholding the taxes applicable to your transactions on the App.
4.10. The App does not store, send, and receive Digital Assets. This is because Digital Assets exist only by virtue of the ownership record maintained on the App’s supporting blockchain. Any transfer of Digital Assets occurs only on the Blockchain.
4.11. There are risks and limitations 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. You accept and acknowledge that MLS will not be responsible for any communication failures, disruptions, errors, distortions, or delays you may experience when using the Blockchain.
4.12. A lack of use or public interest in the creation and development of distributed ecosystems could negatively impact the development of the MLS ecosystem, and therefore the potential utility or value of Digital Assets.
4.13. The current state of regulations regarding blockchain technologies, cryptocurrencies, and tokens is uncertain. When new regulations or policies are introduced, they may materially adversely affect the development of the MLS ecosystem, and therefore the potential utility or value of Digital Assets.
4.14. The risks described in this Section 4 may result in loss of Digital Assets, decrease in or loss of all value or exchangeability of Digital Assets, inability to access or transfer Digital Assets, inability to exchange Digital Assets, inability to receive financial benefits available to other Digital Assets holders, and other financial losses to you. You hereby assume and agree that we will have no responsibility or liability for such risks. You hereby irrevocably waive, release and discharge any and all claims, whether known or unknown to you, against MLS, its affiliates and their respective shareholders, members, directors, officers, employees, agents and representatives (“Representatives”) related to any of the risks set forth herein.
5. PROHIBITED ACTIVITIES
You acknowledge and accept that you must refrain from:
5.1. Access or use the App for any purpose other than those for which the App is available. The App may not be used in connection with any commercial activities if not approved by our legal team.
5.2. Systematically retrieve data or other content from the App to create or compile, directly or indirectly, a collection, compilation, database, or directory without our approval.
5.3. Make any unauthorized use of the App, including collecting usernames and/or email addresses of registered users by using third-party software; creating user accounts by automated means including using bots or hiding presences by faking IP addresses.
5.4. Use an to make purchases on the App.
5.5. Use the App as assets to advertise and offer to sell personal goods and services not relating to the App.
5.6. Circumvent, disable, or otherwise interfere with security-related features of the App, including those that prevent or restrict the act of copying Content or enforcing limitations on the use of the App.
5.7. Trick, defraud, or mislead us and other users with any attempt to get sensitive account information such as user passwords.
5.8. Make improper use of our support services or submit false reports.
5.9. Using automated means or AI to interfere with our assets, such as using scripts to send comments or messages, or using any data mining tools, robots, data extraction tools, and alike.
5.10. Interfering with or creating interruption on the App.
5.11. Attempting to impersonate another user or person; using the username of another user.
5.12. Selling or transferring your game account.
5.13. Using any information obtained from the App in order to harass, abuse, or harm our Representatives or any other person.
5.14. Using the App as a part of an effort to compete with us.
5.15. Deciphering, decompiling, disassembling, or interfering mechanically any of the software parts or assets of the App.
5.16. Attempting to bypass any measures designed to prevent or restrict access to the App.
5.17 . Deleting logos or marks representing the copyright or other proprietary rights from our product.
5.18 . Copying and making use of the Site’s frontend codes, including but not limited to Flash, PHP, HTML, JavaScript, and others.
5.19 . Uploading or transmitting viruses, Trojan horses, or anything alike, including excessive use of capital letters and spamming (continuous posting of repetitive text), that interfere with our product’s intentional original works. Modifying, impairing, disrupting, altering, or interfering with the intentional original uses, features, functions, operations, or acts of maintenance of the App.
5.20 Upload or transmit (or attempt to upload or to transmit) any material that acts as a passive or active information collection or transmission mechanism, including without limitation, clear graphics interchange formats (“gifs”), 1×1 pixels, web bugs, cookies, or other similar devices (sometimes referred to as “spyware” or “passive collection mechanisms” or “pcms”).
5.21 Except as may be the result of standard search engines or Internet browser usage, use, launch, develop, or distribute any automated system, including without limitation, any spider, robot, cheat utility, scraper, or offline reader that accesses the App, or using or launching any unauthorized script or other software.
5.22 Disparage, tarnish, or otherwise harm, in our opinion, us and/or the App.
5.23 Use the App in a manner inconsistent with any applicable laws or regulations.
5.24 Engage in any kind of illegal activity or action, or any practice that aims to manipulate the outcome of any match, whether in the arena or tournaments. All players should play to the best of their abilities and any sort of match-fixing, win-trading, or colluding between competitors is strictly prohibited.
5.25 Using multiple accounts to qualify for multiple leaderboard rewards is strictly prohibited.
5.26 Usage of the App in undistributed systems, emulating, or any connection of hardware that is not compatible with the game and/or allowed by MLS for usage with the game.
5.27 . Use any cheats, hacks, or any other unauthorized techniques or unauthorized third-party software to cheat in any competition or game that may be offered on the App by other users, or to otherwise disrupt or modify the App or the experience of any users on the App.
6. MOKENS
You can purchase and trade MOKENS, non fungible tokens (“MOKENS"). For further information you can refer to the Whitepaper available at [The Mokens].
7. MOKA
MOKA is our [ERC-20/Polygon] fungible token, which can be used for in-app purchases, participation on tournaments, Marketplace, upgrading MOKENS, and other uses within the App. For further information you can refer to the Whitepaper available at [Tokenomics].
8. MARKETPLACE
The App also features a marketplace (the “Marketplace”) to exchange MOKENS and other items that are built using crypto technology (NFTs), where each item has a unique value and it's unique.
When the Marketplace is launched and players are allowed to make transactions with others, please note that such transactions are conducted solely through the Blockchain via a designated wallet and currency (MOKA). We will keep no information and provide no control, support or the ability to reverse reported transactions. In general, we have no liability to you or to any third party for any alleged problems that arise during the trades and transactions conducted via the Blockchain.
The Marketplace facilitates transactions between users acting as buyer and seller, but is not a party to any agreement between the buyer and seller of NFTs, and thus will have no liability in connection with said transactions.
Users based in the European Union (“EU”) or the United Kingdom of Great Britain and Northern Ireland (“UK”) have a right of withdrawal with regards to purchases of digital content. As NFTs and currencies purchased from MLS are delivered to your wallet immediately upon purchase, the users expressly waive their right of withdrawal in accordance with Article 16 (m) of Directive 2011/83/EU of the European Parliament and other applicable regulations.
You will be solely responsible to pay any and all sales, use, value-added and other taxes, duties, and assessments (except taxes that may apply on our net income) now or hereafter claimed or imposed by any governmental authority (collectively, "Taxes") associated with your use of the App (including, without limitation, any Taxes that may become payable as the result of your ownership, or transfer of any NFT and any activity conducted by you in the Marketplace). Except for income taxes levied on MLS, you: (i) will pay or reimburse MLS for all national, federal, state, local or other taxes and assessments of any jurisdiction, 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, state, local or any other taxing jurisdiction; and (ii) shall not be entitled to deduct the amount of any such taxes, duties or assessments from payments made to MLS pursuant to these Terms. We have no liability and will provide no data or support regarding the applicable taxes.
9. DISCLAIMERS
YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR ACCESS TO AND USE OF THE APP AND OF THE DIGITAL ASSETS ARE AT YOUR SOLE RISK AND THAT THE APP AND THE DIGITAL ASSETS ARE 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, OUR SUBSIDIARIES, AFFILIATES, AND LICENSORS MAKE NO EXPRESS WARRANTIES AND HEREBY DISCLAIM ALL IMPLIED WARRANTIES REGARDING THE APP, THE DIGITAL ASSETS AND ANY PART OF IT (INCLUDING, BUT NOT LIMITED TO, THE SITE, 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 APP WILL MEET YOUR REQUIREMENTS, (II) YOUR ACCESS TO OR USE OF THE APP WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR, (III) USAGE DATA PROVIDED THROUGH THE APP WILL BE ACCURATE, (IV) THE APP OR ANY CONTENT, SERVICES, OR FEATURES MADE AVAILABLE ON OR THROUGH THE SITE, THE APP AND THE THE SMART CONTRACTS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR (V) THAT ANY DATA THAT YOU DISCLOSE WHEN YOU USE THE APP WILL BE SECURED. 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 GROSS NEGLIGENCE OR WILFUL MISCONDUCT.
WE WILL NOT BE RESPONSIBLE OR LIABLE TO YOU FOR ANY LOSSES YOU INCUR AS THE RESULT OF YOUR USE OF THE BLOCKCHAIN, INCLUDING BUT NOT LIMITED TO ANY LOSSES, DAMAGES, OR CLAIMS ARISING FROM: (A) USER ERROR, SUCH AS FORGOTTEN PASSWORDS OR INCORRECTLY CONSTRUED SMART CONTRACTS OR OTHER TRANSACTIONS; (B) SERVER FAILURE OR DATA LOSS; (C) CORRUPTED WALLET FILES; (D) UNAUTHORIZED ACCESS OR ACTIVITIES BY THIRD PARTIES, INCLUDING BUT NOT LIMITED TO THE USE OF VIRUSES, PHISHING, BRUTE-FORCING, OR OTHER MEANS OF ATTACK AGAINST THE APP, ETHEREUM NETWORK, OR THE METAMASK ELECTRONIC WALLET.
MOKA AND MOKENS ARE INTANGIBLE DIGITAL ASSETS THAT EXIST ONLY BY VIRTUE OF THE OWNERSHIP RECORD MAINTAINED ON THE BLOCKCHAIN. ALL SMART CONTRACTS ARE CONDUCTED AND OCCUR ON THE DECENTRALIZED LEDGER WITHIN THE POLYGON NETWORK. MLS HAS NO CONTROL OVER AND MAKES NO GUARANTEES OR PROMISES WITH RESPECT TO THE SMART CONTRACT. MLS IS NOT RESPONSIBLE FOR LOSSES DUE TO ISSUES OF THE BLOCKCHAIN INCLUDING BUT NOT LIMITED TO LATE REPORTS BY DEVELOPERS OR REPRESENTATIVES (OR NO REPORT AT ALL), FORKS, TECHNICAL NODE ISSUES, OR ANY OTHER ISSUES HAVING FUND LOSSES AS A RESULT.
10. LIMITATION OF LIABILITY
THIS SECTION 10 DOES NOT APPLY TO USERS RESIDING IN COUNTRIES OF THE EUROPEAN UNION OR IN THE UNITED KINGDOM.
YOU UNDERSTAND AND AGREE THAT WE, OUR AFFILIATES, AND THEIR RESPECTIVE REPRESENTATIVES WILL NOT BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES WHICH YOU MAY HAVE, INCLUDING, BUT NOT LIMITED TO, ANY LOSS OF PROFITS (BOTH DIRECTLY AND 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 AND ACKNOWLEDGE THAT OUR TOTAL, AGGREGATE LIABILITY TO YOU FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR ACCESS TO OR USE OF (OR YOUR INABILITY TO ACCESS OR USE) ANY PORTION OF THE APP, 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 THESE TERMS IN THE TWELVE (12) MONTH PERIOD PRECEDING THE DATE THE CLAIM AROSE, OR (B) ONE HUNDRED (100) US DOLLARS.
YOU AGREE AND ACKNOWLEDGE THAT WE HAVE MADE THE APP AVAILABLE TO YOU AND ENTERED INTO THESE TERMS IN RELIANCE UPON THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY SET FORTH HEREIN, WHICH REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN THE PARTIES AND FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN US. WE WOULD NOT BE ABLE TO PROVIDE THE APP TO YOU WITHOUT THESE LIMITATIONS.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, AND SOME JURISDICTIONS ALSO LIMIT DISCLAIMERS OR LIMITATIONS OF LIABILITY FOR PERSONAL INJURY FROM CONSUMER PRODUCTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO PERSONAL INJURY CLAIMS.
11. INDEMNIFICATION
You agree to indemnify and defend us, including our affiliates and respective Representatives from and against all losses, costs, damages, expenses, liabilities (including reasonable legal fees and disbursements) and third-party claims that may be suffered or incurred arising out of or as a result of or relating in any manner to a claim relating to: (1) use of the App, (2) any breach of your representations, warranties and/or covenants set forth in these Terms, (3) your violation of the rights of a third party, including but not limited to intellectual property rights, or (4) any overt harmful act toward any other user of the App.
Notwithstanding the foregoing, we reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate, at your expense, with our defense of such claims. We will use reasonable efforts to notify you of any such claim, action, or proceeding which is subject to this indemnification upon becoming aware of it.
12. INTELLECTUAL PROPERTY RIGHTS
MLS’s exclusive ownership shall include all elements of the App, and all intellectual property rights therein. The visual interfaces, graphics (including, without limitation, all art and drawings associated with the App), design, systems, methods, information, computer code, software, “look and feel”, organization, compilation of the content, code, data, and all other elements of the App (collectively, the “MLS Materials”) are owned by MLS, and are protected by copyright, trade dress, patent, and trademark laws, international conventions, other relevant intellectual property and proprietary rights, and applicable laws. All MLS Materials are the copyrighted property of MLS or its licensors, and all trademarks, service marks, and trade names contained in MLS Materials are proprietary to MLS or its licensors. Except as expressly set forth herein, your use of the App does not grant you ownership of or any other rights with respect to any content, code, data, or other materials that you may access on or through the App. MLS reserves all rights in and to MLS Materials not expressly granted to you in the Terms. For the sake of clarity, you understand and agree that you do not have the right to reproduce, distribute, or otherwise commercialize any elements of the MLS Materials (including, without limitation, our copyright in and to the art and drawings associated with the App and content therein) in any way without our prior written consent in each case, which consent may be withheld by MLS in its sole and absolute discretion.
You may choose to submit comments, bug reports, ideas or other feedback about the App, including without limitation about how to improve the App (collectively, “Feedback”). By submitting any Feedback, you agree that MLS is free to use such Feedback at its 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.
13. ADVERTISERS
We provide areas within the App for advertisements and other information. Advertisers are fully responsible for the content of the advertisements and the underlying services and products. Advertisements must comply with all applicable laws and regulations. Advertisers must provide evidence that they hold sufficient rights to make the advertisements. MLS, its affiliates and Representatives shall not be liable for the advertisements, the underlying services and/or products and any violation of third-party rights by the advertisers.
14. THIRD-PARTY WEBSITES AND CONTENT
Third-Party Websites are links to other websites not controlled by MLS which are available in the App.Third-Party Content means articles, photographs, text, graphics, pictures, designs, music, sound, video, information, applications, software, and other content or items belonging to or originating from third parties (including without limitation, other users of the App).
We are not responsible for any Third-Party Websites accessed through the App, or any Third-Party Content posted on, available through, or installed from the App.
If you decide to leave the App and access the Third-Party Websites or to use or install any Third-Party Content, you do so at your own risk and you should review the applicable terms and policies, including privacy and data gathering practices, of any website to which you navigate from the App or relating to any applications you use or install from the App. Any purchase you make through Third-Party Websites is no longer within our Terms, so we are not responsible for any problem that arises from the purchase.. MLS, its affiliates and Representatives shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such site or resource..
15. TERMINATION
You shall have a right to terminate your account at any time by canceling and discontinuing your access to and use of the App.
MLS may terminate or suspend all or part of the App and your access to the App immediately, without prior notice or liability. You will not receive any refunds if you cancel your account, or if these Terms are otherwise terminated. You agree that MLS, in its sole discretion and for any or no reason, may terminate these Terms and suspend and/or terminate your account for the App. You agree that any suspension or termination of your access to the App may be without prior notice, and that MLS will not be liable to you or to any third party for any such suspension or termination. If MLS suspends or terminates your account due to your breach of these Terms or any suspected fraudulent, abusive, or illegal activity, then termination of these Terms will be in addition to any other remedies MLS may have at law or in equity.
Upon any termination or expiration your account, whether by you or us, you may no longer have access to information that you have posted on the App or that is related to your account, and you acknowledge that MLS will have no obligation to maintain any such information in our databases or to forward any such information to you or to any third party. Upon termination of your Account, your right to use the App will immediately cease. The following provisions of these Terms survive any termination of these Terms: USER REPRESENTATIONS, RISKS; MARKETPLACE; DISCLAIMERS; LIMITATION OF LIABILITY; INDEMNIFICATION, INTELLECTUAL PROPERTY RIGHTS; THIRD-PARTY WEBSITE AND CONTENT; TERMINATION; NO THIRD-PARTY BENEFICIARIES; BINDING ARBITRATION AND CLASS ACTION WAIVER; MISCELLANEOUS.
If we terminate or suspend your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or a borrowed name, or the name of any third party, even if you may be acting on behalf of the third party..
16. NO THIRD PARTY BENEFICIARIES
You agree that, except as otherwise expressly provided in these Terms, there shall be no third-party beneficiaries to the Terms.
17. BINDING ARBITRATION AND CLASS ACTION WAIVER
PLEASE READ THIS SECTION CAREFULLY – IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT
17.1 INITIAL DISPUTE RESOLUTION
The parties shall use their best efforts to engage directly to settle any dispute, claim, question, or disagreement and engage in good faith negotiations which shall be a condition to either party initiating a lawsuit or arbitration.
17.2 BINDING ARBITRATION
If the parties do not reach an agreed upon solution within a period of 30 days from the time informal dispute resolution under the Initial Dispute Resolution provision begins, then either party may initiate binding arbitration as the sole means to resolve claims, subject to the terms set forth below.
Specifically, any dispute that is not resolved under the Initial Dispute Resolution provision shall be finally resolved by arbitration in accordance with the Rules of Arbitration of the International Chamber of Commerce (“ICC”) by one arbitrator. Within ten (10) calendar days of the delivery date of the Arbitration Notice, the parties shall appoint a mutually acceptable arbitrator. In the event the Parties do not select a mutually acceptable arbitrator within ten (10) calendar days of delivery of the Arbitration Notice, the arbitrator shall be appointed by the President of the ICC. The parties agree that the arbitration shall take place in the British Virgin Islands or such other location mutually acceptable to the parties. Any decision or award rendered by the Arbitrator shall be final, and judgment thereon may be entered in accordance with applicable law in any court having jurisdiction thereof. For purposes of cost sharing, all claimants shall be considered one party and all respondents shall be considered one party. The parties shall maintain strict confidentiality with respect to all aspects of any arbitration commenced pursuant to these Terms and shall not disclose the fact, conduct or outcome of the arbitration to any non-parties or non-participants, except to the extent required by applicable Law or to the extent necessary to recognize, confirm or enforce the final award or decision in the arbitration, without the prior written consent of all parties to the arbitration.
17.3 CLASS ACTION WAIVER
The parties further agree that any arbitration shall be conducted in their individual capacities only and not as a class action or other representative action, and the parties expressly waive their right to file a class action or seek relief on a class basis. YOU AND MLS AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. If any court or arbitrator determines that the class action waiver set forth in this paragraph is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration provision set forth above shall be deemed null and void in its entirety and the parties shall be deemed to have not agreed to arbitrate disputes.
17.4 EXCEPTION - LITIGATION OF INTELLECTUAL PROPERTY AND SMALL CLAIMS COURT CLAIMS
Notwithstanding the parties' decision to resolve all disputes through arbitration, either party may bring an action in state or federal court to protect its intellectual property rights. Either party may also seek relief in a small claims court for disputes or claims within the scope of that court’s jurisdiction.
17.5 30-DAY RIGHT TO OPT OUT
You have the right to opt-out and not be bound by the arbitration and class action waiver provisions set forth above by sending written notice of your decision to opt-out to the following email address: [legal@mokensleague.com]. Your notice must be sent within 30 days of your first use of the App, otherwise you shall be bound to arbitrate disputes in accordance with the terms of those paragraphs. If you opt-out of these arbitration provisions, MLS also will not be bound by them.
17.6 CHANGES TO THIS SECTION
MLS will provide 60-days’ notice of any changes to this section. Changes will become effective on the 60th day, and will apply prospectively only to any claims arising after the 60th day.
18. GOVERNING LAW
These Terms and the relationship between you and MLS shall be governed by the laws of the British Virgin Islands, without regard to conflict of law provisions.
For any dispute not subject to arbitration you and MLS agree to submit to the exclusive jurisdiction of the courts with seat in the British Virgin Islands. You further agree to accept service of process by mail, and hereby waive any and all jurisdictional and venue defenses otherwise available.
19. MISCELLANEOUS
19.1. ENTIRE AGREEMENT
These Terms and any policies or operating rules posted by us on the App, or relating to the App, constitute the entire agreement and understanding between you and us.
19.2. NO WAIVER
Our failure to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision.
19.3. SEVERABILITY OF TERMS
If any provision of the Terms is found by an arbitrator or court of competent jurisdiction to be invalid, the parties nevertheless agree that the arbitrator or court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms remain in full force and effect.
19.4. ASSIGNMENT
We may assign any or all of our rights and obligations to others at any time.
19.5. FORCE MAJEURE
We shall not be responsible or liable for any loss, damage, delay, or failure to act caused by any cause beyond our reasonable control.
19.6. RELATIONSHIP BETWEEN THE PARTIES
There is no joint venture, partnership, employment, or agency relationship created between you and us as a result of these Terms or use of the Site.
19.7. CONSTRUCTION OF THE TERMS
You agree that these Terms will not be construed against us by virtue of having drafted them.
19.8. ELECTRONIC FORM
You hereby waive any and all defenses you may have based on the electronic form of these Terms and the lack of signing by the parties hereto to execute these Terms.