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Terms of Service

Last Updated: July 13, 2022
Welcome to curio.tools, owned and operated by Just Imagine Inc. (“we”, “us”, “our”). These Terms of Services (“Terms”) govern your access to and use of the Curio website(s) (each, a “Site”), the platform on which users may post or purchase NFTs (the “Curio Platform”) and any other software, tools, features, or functionalities provided on or in connection with our Services. This includes without limitation using our Services to view, explore, and create NFTs and use our tools, at your own discretion, to connect directly with others to purchase, sell, or transfer NFTs on public blockchains (collectively, the services on the Site and Curio Platform together with the Site and the Curio Platform, are the “Services”). Before accessing any of our websites please read these Terms carefully. “NFT” in these Terms means a non-fungible token or similar digital item implemented on a blockchain, which uses smart contracts to link to or otherwise be associated with certain content or data.
This is a Contract Between You and Us.
  1. 1.
    Agreement to the Terms. By using our Services, you agree to be bound by these Terms. If you don’t agree to be bound by these Terms, do not use the Services. If you choose to accept these Terms, you must do so as it is presented to you – no changes will be accepted by us.
  2. 2.
    Future Versions of the Terms. We may update the Terms from time to time in our sole discretion. If we do, we’ll let you know by posting the updated Terms on the Services and/or through other means of communication. It is important that you review the Terms whenever we update them. If you don’t agree to be bound by the changes, you may not use the Services. If you continue to use the Services after we have posted updated Terms, it means that you accept and agree to the changes.
  3. 3.
    Limitations to the Terms. Notwithstanding the foregoing, the laws of some jurisdictions may limit or not permit certain provisions of this agreement, such as indemnification, the exclusion of certain warranties or the limitation of liability. In such a case, such provisions will apply only to the maximum extent permitted by the laws of such jurisdictions. Also, you may have additional legal rights in your jurisdiction, and nothing in these terms will prejudice such rights that you may have as a consumer of the Services under such applicable law.
  4. 4.
    Binding Arbitration. WHEN YOU AGREE TO THESE TERMS, YOU ARE AGREEING (WITH LIMITED EXCEPTION) TO RESOLVE ANY DISPUTE BETWEEN YOU AND JUST IMAGINE THROUGH BINDING, INDIVIDUAL ARBITRATION RATHER THAN IN COURT. PLEASE REVIEW CAREFULLY SECTION 19 (DISPUTE RESOLUTION) BELOW FOR DETAILS REGARDING ARBITRATION. HOWEVER, IF YOU ARE A RESIDENT OF A JURISDICTION WHERE APPLICABLE LAW PROHIBITS ARBITRATION OF DISPUTES, THE AGREEMENT TO ARBITRATE IN SECTION XIX WILL NOT APPLY TO YOU BUT THE PROVISIONS OF SECTION XVIII (GOVERNING LAW AND FORUM CHOICE) WILL APPLY INSTEAD.
  5. 5.
    Age of Majority. We require all users to be at least 18 years old. If you are at least 13 years old but under 18 years old, you may only use the Services through a parent or guardian’s Account (defined below) and with their approval and oversight. The parent or guardian is responsible for your actions using the Account. If you are at least 13 but under 18, your parent or guardian must agree to these Terms. No one under 13 years old is permitted to use our Services.
  6. 6.
    Privacy Policy. When you agree to these Terms, you also agree to our Privacy Policy, incorporated herein by reference.
Important Things to Know About the Services.
What We Do and Don’t Do. As a peer-to-peer web3 service, the Services help you explore NFTs created by third parties and interact with different blockchains. We are not a wallet provider, exchange, broker, financial institution, or creditor. We provide a peer-to-peer web Services that helps users discover and interact with each other and with NFTs available in public blockchains. We do not have custody or control over the NFTs or blockchains you are interacting with, and we do not execute or effectuate purchases, transfers, or sales of NFTs. To use our Services, you must use a third-party wallet (“Wallet”) which allows you to engage in transactions on blockchains.
Buying NFT’s.
  1. 1.
    NFT’s are Non-Returnable and Non-Refundable. NFTs PURCHASED ON THE CURIO PLATFORM ARE NON-RETURNABLE AND NON-REFUNDABLE.
  2. 2.
    You are Responsible. We are not a party to any agreement between you or any purchaser or seller. You bear full responsibility for verifying the identity, legitimacy, functionality, or authenticity of users or NFTs (and any content associated with such NFTs) visible on the Services.
Our Services.
  1. 1.
    Accessing the Services. Like much of web3, your blockchain address functions as your identity on the Services. Accordingly, you will need a blockchain address and a Wallet to access the Services. You will also need to register for an account (“Account”). Our Services may also allow you to store or share content such as text (in posts or communications with others), files, documents, graphics, images (“User Content”).
  2. 2.
    Your Account. You are only allowed to create one Account, and you agree you won’t share your Account with anyone. You also agree that you will not: (i) create another Account if we’ve disabled one you previously established, unless you have our prior written consent; (ii) buy, sell, rent or lease access to your Account or username, unless you have our prior written consent; (iii) share your Account password with anyone; or (iv) log in or try to log in to access the Services through unauthorized third party applications or clients. Your Account will be associated with your linked blockchain address and display the NFTs for that blockchain address (and, if applicable, any content associated with such NFTs). You are solely responsible for your Account, and we are not liable for any acts or omissions by you in connection with your Account or as a result of your Account being compromised.
  3. 3.
    Your Wallet. By using your Wallet in connection with the Services, you agree that you are using that Wallet under the terms and conditions of the applicable provider of the Wallet. We do not operate or maintain any Wallets, we are not affiliated with any Wallet, and we do not have custody or control over the contents of your Wallet. We have no ability to retrieve or transfer its contents. We accept no responsibility for, or liability to you, in connection with your use of a Wallet, and we make no representations or warranties regarding how the Services will operate with any specific Wallet. You are solely responsible for keeping your Wallet secure and you should never share your Wallet credentials or seed phrase with anyone. If you discover an issue related to your Wallet, please contact your Wallet provider. You are solely responsible for your Wallet, and we are not liable for any acts or omissions by you in connection with your Wallet or as a result of your Wallet being compromised.
  4. 4.
    Equipment. You must provide all equipment, connectivity, and software necessary to connect to the Services. You are solely responsible for any fees, including Internet connection or mobile fees, that you incur when accessing the Services.
  5. 5.
    Interruption to the Services. Your access and use of the Services may be interrupted from time to time for any of several reasons, including, without limitation, the malfunction of equipment, periodic updating, maintenance, or repair of the Services or other actions that we, in our sole discretion, may elect to take. You acknowledge and agree that your use of the internet and all access to and use of the Services is solely at your own risk.
  6. 6.
    Changes to the Services. Because our Services are evolving over time we may change or discontinue all or any part of the Services, at any time and without notice, at our sole discretion.
Disputes Between Sellers and Purchasers and Release.
  1. 1.
    Disputes. We are not a party to any relationship between sellers and purchasers or in the delivery of NFT’s. In the event that you have a dispute with any seller or purchaser, you agree to address such dispute directly with the seller or purchaser.
  2. 2.
    RELEASE. If permitted in your jurisdiction, you release us (and our officers, directors, agents, investors, subsidiaries, and employees) (collectively “Releasees”) from, and covenant not to sue Releasees for any and all claims, demands, or damages (actual or consequential) of any kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such dispute. YOU RELEASE RELEASEES FROM CLAIMS, DEMANDS, AND DAMAGES OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES. IN ENTERING INTO THIS RELEASE, YOU EXPRESSLY WAIVE ANY PROTECTIONS (WHETHER STATUTORY OR OTHERWISE) THAT WOULD OTHERWISE LIMIT THE COVERAGE OF THIS RELEASE TO INCLUDE THOSE CLAIMS WHICH YOU MAY KNOW OR SUSPECT TO EXIST IN YOUR FAVOR AT THE TIME OF AGREEING TO THIS RELEASE.
License to Use the Services.
  1. 1.
    License to the Services. You are hereby granted a limited, nonexclusive, nontransferable, non-sublicensable, and personal license to access and use the Services provided, however, that such license is subject to your compliance with these Terms. If any software, content, or other materials owned by, controlled by, or licensed to us are distributed or made available to you as part of your use of the Services, we hereby grant you a non-commercial, personal, non-assignable, non-sublicensable, non-transferrable, and non-exclusive right and license to access and display such software, content, and materials provided to you as part of the Services (and right to download a single copy of our mobile App (if any) onto your applicable equipment or device), in each case for the sole purpose of enabling you to use the Services as permitted by these Terms, provided that your license in any content linked to or associated with any NFTs is solely as set forth by the applicable seller or creator of such NFT.
General Prohibitions.
You agree not to do any of the following:
  1. 1.
    Post, upload, publish, submit or transmit any NFT Assets or User Content that: (i) infringes, misappropriates or violates a third party's patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive or depicts minors in sexually suggestive situations; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any person or entity; (vii) is inappropriate or disruptive; (viii) promotes suicide or self-harm; (ix) degrades or doxes another individual, or (x) is otherwise illegal or promotes illegal or harmful activities or substances;
  2. 2.
    Use, display, mirror or frame the Services or any individual element within the Services, our name, any of our trademarks, logos or other proprietary information, or the layout and design of any page or form contained on a page, without our express written consent;
  3. 3.
    Attempt to access or search the Services or download content from the Services using any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided by us or other generally available third-party web browsers;
  4. 4.
    Use the Services, or any portion thereof, for any commercial purpose or for the benefit of any third party or in any manner not permitted by these Terms;
  5. 5.
    Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services;
  6. 6.
    Collect or store any personally identifiable information from the Services from other users of the Services without their express permission;
  7. 7.
    Engage in behaviors that have the intention or the effect of artificially causing an item or collection to appear at the top of search results, or artificially increasing view counts, favorites, or other metrics that we might use to sort search results;
  8. 8.
    Use the Services or data collected from our Services for any advertising or direct marketing activity (including without limitation, email marketing, SMS marketing, and telemarketing);
  9. 9.
    Use the Services for money laundering, terrorist financing, or other illicit finance;
  10. 10.
    Use the Services to carry out any financial activities subject to registration or licensing, including but not limited to creating, selling, or buying securities, commodities, options, or debt instruments;
  11. 11.
    Use the Services to create, sell, or buy NFTs or other items that give owners rights to participate in an ICO or any securities offering, or that are redeemable for securities, commodities, or other financial instruments;
  12. 12.
    Use the Services to engage in price manipulation, fraud, or other deceptive, misleading, or manipulative activity;
  13. 13.
    Use the Services in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying the Services.
  14. 14.
    Impersonate or misrepresent your affiliation with any person or entity;
  15. 15.
    Violate any applicable law or regulation; or
  16. 16.
    Encourage or enable any other individual to do any of the foregoing.
  17. 17.
    Content Used for Unlawful Purposes. NFT Assets and Content created or used primarily or substantially for the purpose of raising funds for known terrorist organizations listed on https://www.state.gov/foreign-terrorist-organizations/ are prohibited on the Services and will be removed.
  18. 18.
    Stolen Content. The sale of stolen NFT Assets and NFT Assets taken without authorization or otherwise illegally obtained on the Services is prohibited. If you have reason to believe that an NFT Asset was illegally obtained, please contact us immediately. Listing illegally obtained NFT Assets may result in your listings being canceled, your assets being hidden, or your Account being suspended.
  19. 19.
    Reporting. If you become aware of the creation, listing, or buying of NFT Assets in violation of any of the Terms, please contact us at [email protected] to report it.
  20. 20.
    No Obligation to Monitor. We are not obligated to monitor access to or use of the Services or to review or edit any User Content or NFT Content (together, the “Content”) or NFT Assets. However, we have the right to do so for the purpose of operating the Services, to ensure compliance with these Terms and to comply with applicable law or other legal requirements. We reserve the right, but are not obligated, to remove or disable access to any Content or NFT Assets at any time and without notice, including, but not limited to, if we, at our sole discretion, consider it objectionable or in violation of these Terms. We have the right to investigate violations of these Terms or conduct that affects the Services. We may also consult and cooperate with law enforcement authorities to prosecute users who violate the law.
User Content and NFT Content.
  1. 1.
    Representation. You represent and warrant that you have, or have obtained, all rights, licenses, consents, permissions, power and/or authority necessary to grant the rights granted herein for any Content that you submit, post or display on or through the Services. You agree that any Content will not contain material subject to copyright or other proprietary rights, unless you have necessary permission or are otherwise legally entitled to post the material and to grant us the license described in these Terms.
  2. 2.
    Your Responsibility for Content. You are solely responsible for all your Content. You represent and warrant that neither your Content, nor your use and provision of your Content to be made available through the Services, nor any use of your Content by us on or through the Services will infringe, misappropriate or violate a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
  3. 3.
    Removal of Content. You should know that in certain instances, some of your Content (such as posts or comments you make) may not be completely removed and copies of your Content may continue to exist on the Services. To the maximum extent permitted by law, we are not responsible or liable for the removal or deletion of (or the failure to remove or delete) any Content.
Ownership.
  1. 1.
    The Services. The Services, including their “look and feel” (e.g., text, graphics, images, logos, page headers, button icons, and scripts), proprietary content, information and other materials, and all content and other materials contained therein, including, without limitation, the Curio logo and all designs, text, graphics, pictures, data, software, sound files, other files, and the selection and arrangement thereof are the proprietary property of Curio or our affiliates, licensors, or users, as applicable, and you agree not to take any action(s) inconsistent with such ownership interests. We and our affiliates, licensors, and users, as applicable, reserve all rights in connection with the Services and its content, including, without limitation, the exclusive right to create derivative works.
  2. 2.
    Our Name and Logos. Just Imagine and Curio’s name, logo, trademarks, and any Just Imagine product or Services names, designs, logos, and slogans are the intellectual property of Just Imagine or our affiliates or licensors and may not be copied, imitated or used, in whole or in part, without our prior written permission in each instance. You may not use any metatags or other “hidden text” utilizing “Curio” or any other name, trademark or product or Services name of Just Imagine or our affiliates or licensors without our prior written permission. In addition, the “look and feel” of the Services constitutes the Services mark, trademark or trade dress of Just Imagine and may not be copied, imitated or used, in whole or in part, without our prior written permission.
  3. 3.
    Third-Party Trademarks. All other third-party trademarks, registered trademarks, and product names mentioned on the Services or contained in the content linked to or associated with any NFTs displayed on the Services are the property of their respective owners and may not be copied, imitated or used, in whole or in part, without the permission of the applicable intellectual property rights holder. Reference to any products, Services, processes or other information by name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship, or recommendation by us.
  4. 4.
    User Content. We do not claim any ownership rights in any User Content and nothing in these Terms will be deemed to restrict any rights that you may have to your User Content. By making any User Content available through the Services you hereby grant to us a non-exclusive, transferable, worldwide, royalty-free license, with the right to sublicense, to use, copy, modify, create derivative works based upon, distribute, publicly display, and publicly perform your User Content in connection with operating and providing the Services.
Feedback.
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. You agree that we 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 us 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.
Complying with Laws and Providing Us with Information.
  1. 1.
    Compliance with Laws. You represent and warrant that you will comply with all applicable laws (e.g., local, state, federal and other laws) when using the Services, including U.S. export and re-export control and economic sanction laws and regulations. Without limiting the foregoing, by using the Services, you represent and warrant that: (1) you are not located in a country that is subject to a U.S. Government embargo; and (2) you have not been identified as a Specially Designated National or placed on any U.S. Government list of prohibited, sanctioned, or restricted parties. If you access or use the Services outside the United States, you are solely responsible for ensuring that your access and use of the Services in such country, territory or jurisdiction does not violate any applicable laws.
  2. 2.
    Additional Information. We may require you to provide additional information and documents in certain circumstances, such as at the request of any government authority, as any applicable law or regulation dictates, or to investigate a potential violation of these Terms. In such cases, we may, in our sole discretion, disable your Account and block your ability to access the Services until such additional information and documents are processed by us. If you do not provide complete and accurate information in response to such a request, we may refuse to restore your access to the Services.
Copyright Policy.
Notice of Infringement under Digital Millennium Copyright Act (“DMCA”). We respect copyright law and expect our users to do the same. It is our policy to terminate in appropriate circumstances Account holders who repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders. It is not our intent to infringe on anyone’s intellectual property rights, and we will respond to allegations of copyright infringement in accordance with the DMCA. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide us with a written notice (“DMCA Notice”) with the following information:
  1. 1.
    An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
  2. 2.
    A description of the copyright work that you claim has been infringed;
  3. 3.
    A description of where the infringing material is located on the Services;
  4. 4.
    Your address, telephone number, and email address;
  5. 5.
    A statement by you that you have a good faith belief that the alleged infringing use is not authorized by the copyright owner, its agent, or the law; and
  6. 6.
    A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.
Notice to You. We may notify you if we receive a DMCA Notice about Content that you submit. If you receive a notification that you are allegedly infringing on another’s copyright, you may file a counter-notice. We will review all DMCA Notices and counter-notices in an objective manner. If we determine that the DMCA Notice is valid, we may remove the infringing content. If we determine your counter-notice to be valid, we will remove the complaint and take no further action regarding your account.
Contact Information. You can reach us directly by emailing us at [email protected] with the subject “Copyright Infringement.” We may request additional information before removing any allegedly infringing material.
No Misrepresentation. Please note that if you knowingly and/or materially misrepresent any of the above information (in a DMCA Notice or counter-notice), you may be responsible for damages, including the costs involved in investigating and responding to your claim and any legal costs and fees that may arise from your misrepresentation. If you continue to file fraudulent or inaccurate DMCA Notices or counter-notices, we reserve the right to contact law enforcement and terminate your Account.
Suspension, Termination, or Limitation of Your Access to the Services.
  1. 1.
    For Violation of Law. We may suspend or terminate your access to the Services at any time as required by applicable law or any governmental authority.
  2. 2.
    For Violation of Terms. We may suspend or terminate your access to the Services at any time if we in our sole and reasonable discretion determine you are violating these Terms or the terms of any third-party service provider.
  3. 3.
    For Compliance Purposes. In accordance with our anti-money laundering, anti-terrorism, anti-fraud, and other compliance policies and practices, we may impose reasonable limitations and controls on the ability of you or any beneficiary to utilize the Services. Such limitations may include rejecting transaction requests, freezing funds, or otherwise restricting you from using the Services.
  4. 4.
    Right to Take Action. We reserve the right to take action, with or without advance notice, if we believe you have violated any law, these Terms or the terms of any third-party service provider, or for compliance purposes, including, without limitation, removing the ability to view NFTs on the Services or using our Services to interact with the NFTs; disabling the ability to use the Services in conjunction with buying/selling/ transferring NFTs available on blockchains; deleting your Account; and/or disabling your ability to access the Services or other actions. We cannot destroy or impound your assets or smart contracts, but we reserve the right to destroy inappropriate metadata stored on our servers.
Links to Third Party Websites or Resources.
The Services may allow you to access third-party websites or other resources. We provide access only as a convenience and are not responsible for the content, products or Services on or available from those resources or links displayed on such websites. You acknowledge sole responsibility for and assume all risk arising from, your use of any third-party resources.
Disclaimers.
  1. 1.
    AS IS AND AS AVAILABLE. THE SERVICES, CONTENT CONTAINED THEREIN, ANY NFTS, NFT ASSETS, AND OTHER CRYPTOCURRENCY ASSETS LISTED THEREIN (COLLECTIVELY, “CURIO MATERIALS”) ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED. WE (AND OUR SUPPLIERS) MAKE NO WARRANTY THAT THE CURIO MATERIALS: (I) WILL MEET YOUR REQUIREMENTS; (II) WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; OR (III) WILL BE ACCURATE, RELIABLE, COMPLETE, LEGAL, OR SAFE. WE DISCLAIM ALL OTHER WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
  2. 2.
    NO REPRESENTATION OR WARRANTY. WE DO NOT REPRESENT OR WARRANT THAT THE CURIO MATERIALS ARE ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE. WE WILL NOT BE LIABLE FOR ANY LOSS OF ANY KIND FROM ANY ACTION TAKEN OR TAKEN IN RELIANCE ON ANY CURIO MATERIALS. WHILE WE ATTEMPT TO MAKE YOUR ACCESS TO AND USE OF THE CURIO MATERIALS SAFE, WE CANNOT AND DO NOT REPRESENT OR WARRANT THAT THE CURIO MATERIALS, OR OUR SERVERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE CANNOT GUARANTEE THE SECURITY OF ANY DATA THAT YOU DISCLOSE ONLINE. YOU ACCEPT THE INHERENT SECURITY RISKS OF PROVIDING INFORMATION AND DEALING ONLINE OVER THE INTERNET AND WILL NOT HOLD US RESPONSIBLE FOR ANY BREACH OF SECURITY UNLESS IT IS DUE TO OUR GROSS NEGLIGENCE.
  3. 3.
    NO LIABILITY FOR NFTS.
  4. 4.
    WE WILL NOT BE RESPONSIBLE OR LIABLE TO YOU FOR ANY LOSS AND TAKE NO RESPONSIBILITY FOR, AND WILL NOT BE LIABLE TO YOU FOR, ANY USE OF NFTS, INCLUDING BUT NOT LIMITED TO ANY LOSSES, DAMAGES OR CLAIMS ARISING FROM: (1) USER ERROR SUCH AS FORGOTTEN PASSWORDS, INCORRECTLY CONSTRUCTED TRANSACTIONS, OR MISTYPED ADDRESSES; (2) SERVER FAILURE OR DATA LOSS; (3) CORRUPTED CRYPTOCURRENCY WALLET FILES; (4) UNAUTHORIZED ACCESS TO APPLICATIONS; OR (5) ANY UNAUTHORIZED THIRD PARTY ACTIVITIES, INCLUDING WITHOUT LIMITATION THE USE OF VIRUSES, PHISHING, BRUTEFORCING OR OTHER MEANS OF ATTACK AGAINST THE SERVICES OR CRYPTO ASSETS.
  5. 5.
    NFTS ARE INTANGIBLE DIGITAL ASSETS. THEY EXIST ONLY BY VIRTUE OF THE OWNERSHIP RECORD MAINTAINED IN THE APPLICABLE BLOCKCHAIN NETWORK. ANY TRANSFER OF TITLE THAT MIGHT OCCUR IN ANY UNIQUE DIGITAL ASSET OCCURS ON THE DECENTRALIZED LEDGER WITHIN SUCH BLOCKCHAIN NETWORK. WE DO NOT GUARANTEE THAT WE OR THE SERVICES CAN AFFECT THE TRANSFER OF TITLE OR RIGHT IN ANY NFTS.
  6. 6.
    YOU BEAR FULL RESPONSIBILITY FOR VERIFYING THE IDENTITY, LEGITIMACY, AND AUTHENTICITY OF ASSETS YOU PURCHASE ON THE SESRVICES. NOTWITHSTANDING INDICATORS AND MESSAGES THAT SUGGEST VERIFICATION, WE MAKE NO CLAIMS ABOUT THE IDENTITY, LEGITIMACY, OR AUTHENTICITY OF ASSETS ON THE SERVICES.
  7. 7.
    No Responsibility for Technical Failures. We are not responsible for sustained casualties due to vulnerability or any kind of failure or abnormal behavior of software (e.g., wallet, smart contract), blockchains or any other features of the NFTs. We are not responsible for casualties due to a late report by developers or representatives (or no report at all) of any issues with the blockchain supporting any NFTs, including forks, technical node issues or any other issues having fund losses as a result.
  8. 8.
    Fraud and Gross Negligence. Nothing in these Terms shall exclude or limit liability of either party for fraud, violation of laws, or any other activity that cannot be limited or excluded by legitimate means.
  9. 9.
    LIMITATIONS. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES IN CONTRACTS WITH CONSUMERS, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.
Assumption of Risk.
You accept and acknowledge:
  1. 1.
    The prices and liquidity of cryptocurrency assets (including NFT’s) are extremely volatile. Fluctuations in the price of other digital assets could materially and adversely affect the NFTs made available through the Services, which may also be subject to significant price volatility. We cannot guarantee that any purchasers of NFTs will not lose money. You acknowledge that you fully understand this subjectivity and volatility and that you may lose money.
  2. 2.
    Our Services do not store, send, or receive cryptocurrency assets. This is because cryptocurrency assets exist only by virtue of the ownership record maintained on its supporting blockchain. Any transfer of cryptocurrency assets occurs within the supporting blockchain and not on the Services. Transactions in NFTs may be irreversible, and, accordingly, losses due to fraudulent or accidental transactions may not be recoverable. Some transactions in NFTs shall be deemed to be made when recorded on a public ledger, which is not necessarily the date or time that you initiated the transaction.
  3. 3.
    There are 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. You accept and acknowledge that we will not be responsible for any communication failures, disruptions, errors, distortions or delays you may experience when using the Services for transactions, however caused.
  4. 4.
    A lack of use or public interest in the creation and development of distributed ecosystems could negatively impact the development of those ecosystems and related applications and could therefore also negatively impact the potential utility or value of a certain NFT.
  5. 5.
    The regulatory regime governing blockchain technologies, cryptocurrencies, and tokens is uncertain, and new regulations or policies may materially adversely affect the development of the Services and the utility of NFTs.
  6. 6.
    The Services may rely on third-party platforms to perform transactions with respect to any cryptocurrency assets. If we are unable to maintain a good relationship with such platform providers; if the terms and conditions or pricing of such platform providers change; if we violate or cannot comply with the terms and conditions of such platforms; or if any of such platforms loses market share or falls out of favor or is unavailable for a prolonged period of time, access to and use of the Services will suffer.
  7. 7.
    There are risks associated with purchasing user generated content, including but not limited to, the risk of purchasing counterfeit assets, mislabeled assets, assets that are vulnerable to metadata decay, assets on smart contracts with bugs, and assets that may become untransferable. We reserve the right to hide collections, contracts, and assets affected by any of these issues or by other issues. Assets you purchase may become inaccessible on our Services. Under no circumstances shall the inability to view your assets on the Services serve as grounds for a claim against us.
  8. 8.
    We do not control the public blockchains that you are interacting with and we do not control certain smart contracts and protocols that may be integral to your ability to complete transactions on these public blockchains. Additionally, blockchain transactions may be irreversible, and we have no ability to reverse any transactions on the blockchain.
Indemnity.
To the fullest extent permitted by applicable law, you agree to indemnify, defend and hold harmless Just Imagine, and our respective past, present and future employees, officers, directors, contractors, consultants, equity holders, suppliers, vendors, service providers, parent companies, subsidiaries, affiliates, agents, representatives, predecessors, successors and assigns (individually and collectively, the “Just Imagine Parties”), from and against all actual or alleged third party claims, damages, awards, judgments, losses, liabilities, obligations, penalties, interest, fees, expenses (including, without limitation, attorneys’ fees and expenses) and costs (including, without limitation, court costs, costs of settlement and costs of pursuing indemnification and insurance), of every kind and nature whatsoever, whether known or unknown, foreseen or unforeseen, matured or unmatured, or suspected or unsuspected, in law or equity, whether in tort, contract or otherwise (collectively, “Claims”), including, but not limited to, damages to property or personal injury, that are caused by, arise out of or are related to: (i) your use or misuse of the Curio Materials; (ii) your Content or Feedback; (iii) your violation of these Terms; (iv) your use or disposal of any NFTs; (v) your violation of the rights of a third party or of applicable law; or (vi) your negligence or willful misconduct. You agree to promptly notify us of any Claims and cooperate with the Just Imagine Parties in defending such Claims. You further agree that the Just Imagine Parties shall have control of the defense or settlement of any third-party Claims. THIS INDEMNITY IS IN ADDITION TO, AND NOT IN LIEU OF, ANY OTHER INDEMNITIES SET FORTH IN ANOTHER WRITTEN AGREEMENT (IF ANY) BETWEEN YOU AND JUST IMAGINE.
Limitation of Liability.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU AGREE THAT IN NO EVENT WILL WE OR OUR SERVICE PROVIDERS INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE CURIO MATERIALS BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOST PROFITS, LOST REVENUES, LOST SAVINGS, LOST BUSINESS OPPORTUNITY, LOSS OF DATA OR GOODWILL, SERVICES INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE SERVICES OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE CURIO MATERIALS, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT WE OR OUR SERVICE PROVIDERS HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
TO THE MAXIMUM EXTENT PERMITTED BY THE LAW OF THE APPLICABLE JURISDICTION, IN NO EVENT WILL JUST IMAGINE’S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, THE CURIO MATERIALS, OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR CURIO MATERIALS EXCEED THE AMOUNTS YOU HAVE PAID OR ARE PAYABLE BY YOU TO US FOR USE OF THE SERVICES OR ONE HUNDRED DOLLARS ($100), IF YOU HAVE NOT HAD ANY PAYMENT OBLIGATIONS TO US, AS APPLICABLE.
THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN US AND YOU.
Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you. Some jurisdictions also limit disclaimers or limitations of liability for personal injury from consumer products, so this limitation may not apply to personal injury claims
Governing Law and Forum Choice.
These Terms and any action related thereto will be governed by the Federal Arbitration Act, federal arbitration law, and the laws of the State of California, without regard to its conflict of laws provisions. Except as otherwise expressly set forth in the Dispute Resolution section, the exclusive jurisdiction for all Disputes (defined below) that you and we are not required to arbitrate will be the state and federal courts located in the County of Los Angeles, California, and you and we each waive any objection to jurisdiction and venue in such courts.
Dispute Resolution.
  1. 1.
    Mandatory Arbitration of Disputes. We each agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Services (collectively, “Disputes”) will be resolved solely by binding, individual arbitration and not in a class, representative or consolidated action or proceeding. You and we agree that the U.S. Federal Arbitration Act governs the interpretation and enforcement of these Terms, and that you and we are each waiving the right to a trial by jury or to participate in a class action. This arbitration provision shall survive termination of these Terms.
  2. 2.
    Exceptions. As limited exceptions to Section XIX(A) above: (i) we both may seek to resolve a Dispute in small claims court if it qualifies; and (ii) we each retain the right to seek injunctive or other equitable relief from a court to prevent (or enjoin) the infringement or misappropriation of our intellectual property rights.
  3. 3.
    Conducting Arbitration and Arbitration Rules. The arbitration will be conducted by JAMS under its JAMS Comprehensive Arbitration Rules and Procedures (the “JAMS Rules”) then in effect, except as modified by these Terms. The JAMS Rules are available at https://www.jamsadr.com/. A party who wishes to start arbitration must submit a written Demand for Arbitration to JAMS and give notice to the other party as specified in the JAMS Rules. JAMS provides a form Demand for Arbitration at https://www.jamsadr.com/. Any arbitration hearings will take place in the county (or parish) where you live, unless we both agree to a different location, but will be conducted remotely to the extent permitted by the JAMS Rules. The parties agree that the arbitrator shall have exclusive authority to decide all issues relating to the interpretation, applicability, enforceability and scope of this arbitration agreement.
  4. 4.
    Arbitration Costs. Payment of all filing, administration and arbitrator fees will be governed by the JAMS Rules, and we won’t seek to recover the administration and arbitrator fees we are responsible for paying, unless the arbitrator finds your Dispute frivolous. If we prevail in arbitration we’ll pay all of our attorneys’ fees and costs and won’t seek to recover them from you. If you prevail in arbitration you will be entitled to an award of attorneys’ fees and expenses to the extent provided under applicable law.
  5. 5.
    Injunctive and Declaratory Relief. Except as provided in Section XIX(A) above, the arbitrator shall determine all issues of liability on the merits of any claim asserted by either party and may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim. To the extent that you or we prevail on a claim and seek public injunctive relief (that is, injunctive relief that has the primary purpose and effect of prohibiting unlawful acts that threaten future injury to the public), the entitlement to and extent of such relief must be litigated in a civil court of competent jurisdiction and not in arbitration. The parties agree that litigation of any issues of public injunctive relief shall be stayed pending the outcome of the merits of any individual claims in arbitration.
  6. 6.
    Class Action Waiver. YOU AND JUST IMAGINE 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. Further, if the parties’ Dispute is resolved through arbitration, the arbitrator may not consolidate another person’s claims with your claims and may not otherwise preside over any form of a representative or class proceeding. If this specific provision is found to be unenforceable, then the entirety of this Dispute Resolution section shall be null and void.
  7. 7.
    Severability. With the exception of any of the provisions in Section XIX(F) of these Terms (“Class Action Waiver”), if an arbitrator or court of competent jurisdiction decides that any part of these Terms is invalid or unenforceable, the other parts of these Terms will still apply.
General Terms.
  1. 1.
    Miscellaneous. These Terms constitute the entire and exclusive understanding and agreement between Just Imagine and you regarding the Services, and these Terms supersede and replace all prior oral or written understandings or agreements between Just Imagine and you regarding the Services. If any provision of these Terms is held invalid or unenforceable by an arbitrator or a court of competent jurisdiction, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect. You may not assign or transfer these Terms, by operation of law or otherwise, without our prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null. We may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.
  2. 2.
    Notices. Any notices or other communications provided by us under these Terms will be given: (i) via email; or (ii) by posting to the Services. For notices made by email, the date of receipt will be deemed the date on which such notice is transmitted.
  3. 3.
    Waiver of Rights. Our failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.
  4. 4.
    Contact Information. If you have any questions about these Terms or the Services, please contact Just Imagine at [email protected]

Last modified 1mo ago