Last Updated: 14 October 2021
Welcome to the Kin.org website (the "Site"). The Kin Foundation (the “Foundation”, “we,” “us” or “our”) acts as the governance body for the Kin Ecosystem.
These Terms govern
- the use of the Services, and,
- any other related Agreement or legal relationship with the Foundation, except to the extent you ("you", “your” or the "User") and the Foundation have executed a separate agreement,
and constitute a binding legal agreement between you and the Foundation. These Terms, including all Additional Terms referenced in Clause 1.1 below, are collectively the "Agreement"
THESE TERMS ARE IMPORTANT AND AFFECT YOUR LEGAL RIGHTS, SO PLEASE READ IT CAREFULLY. NOTE CLAUSE 5.2 OF THESE TERMS CONTAINS A MANDATORY ARBITRATION PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS AND LIMITS THE REMEDIES AVAILABLE TO YOU IN THE EVENT OF CERTAIN DISPUTES.
Nothing in these Terms creates any relationship of employment, agency, or partnership between the involved parties.
The Services are provided by:
800-515 Legget Drive
Ottawa ON K2K 3G4
Information about the Services
The "Services" refers to your use or access of:
- the Site, including its subdomains (together the "Website") and any other website through which the Foundation makes a Service available;
- developer support and other technical support related services provided by the Foundation, provided through or in connection with the Website;
- the open-source ‘frontend’ service known as "Agora" (as hosted by the Foundation), and its related Application Program Interfaces (APIs);
- any SDKS, sample and content files, source code, scripts, instruction sets, technical or instructional guides or software included as part of the Service to the extent published by the Foundation or provided on or in connection with Website, as well as any related documentation;
- the Kin Rewards Engine, and ancillary services performed by the Foundation in connection with the administration and/or development of the Kin Rewards Engine; and
- any related services provided by the Foundation in connection with the Website, including sales, marketing and events.
What the User should know at a glance
- Usage of the Website and the Services are age restricted: to access and use this Website and the Services the User must be an adult under applicable law or as otherwise permitted under Clause 2 below.
- These Terms contain an arbitration clause that applies to Users depending on the circumstances. It affects how disputes with the Foundation are resolved. Users are advised to read it carefully.
- If you accept or agree to the Agreement on behalf of a company, organization or other legal entity (a “Legal Entity”), you represent and warrant that you have the authority to bind that Legal Entity to the Agreement and, in such event, “you” and “your” and “User” will refer and apply to that company or other legal entity.
- You acknowledge and agree that, by accessing, or using the Website or any of the Services, you are indicating that you have read, understand and agree to be bound by this agreement whether or not you have created an account on the Website, subscribed to the Kin newsletter or otherwise registered with the Website. If you do not agree to these terms and all applicable additional terms, then you have no right to access or use the Website or any of the Services.
1.1 Additional Terms
The Services are subject to the additional terms and guidelines as shown below (“Additional Terms”):
Website and Communities
Kin Rewards Engine
Brand and Communications
Single or additional conditions of use or access may apply in specific scenarios and in such cases are additionally indicated within this document.
By using any of the Services, Users confirm to meet the following requirements:
- In respect of the Website: the Website is not intended for use by anyone under the age of 13. If you are not yet legally considered an adult where you live (known as the age of majority), you may only use the Website if your parent or guardian agrees to these Terms on your behalf. By using the Website, you represent and warrant that you (a) are 13 years of age or older, (b) have not been previously suspended or removed from the Website, or engaged in any activity that could result in suspension or removal from the Website, and (c) have full power and authority to enter into these Terms and in so doing will not violate any other agreement to which you are a party.
- In respect of all other Services (other than the Website): the User must be an adult where you live (known as the age of majority) under applicable law;
- the User is not located in a country embargoed by the United States or Canada and that you are not on the list of Specially Designated Nationals administered by the Government of the United States of America or the Consolidated Canadian Autonomous Sanctions List administered by the Government of Canada or otherwise listed on any governmental sanctions, trade or economic list which would otherwise prohibit or restrict your access or use of the Services;
2.1 Account registration
To use the Service, Users may be requested to register or create a User Account, and must provide all required data or information in a complete and truthful manner. Users may also use the Service without registering or creating an account, however, this may cause limited availability of certain features or functions.
Users are responsible for keeping their login credentials confidential and safe. For this reason, Users are also required to choose passwords that meet the highest standards of strength permitted by this Website.
By registering, Users agree to be fully responsible for all activities that occur under their username and password. Users are required to immediately and unambiguously inform the Foundation via the contact details indicated in this document, if they think their personal information, including but not limited to User Account, access credentials or personal data, have been violated, unduly disclosed or stolen.
2.2 Conditions for account registration
Registration of User Accounts on this Website is subject to the conditions outlined below. By registering, Users agree to meet such conditions.
- Accounts registered by bots or any other automated methods are not permitted.
- Unless otherwise specified, each User must register only one account.
- Unless explicitly permitted, a User Account may not be shared with other persons.
2.3 Account termination
Users can terminate their account and stop using the Service at any time by doing the following:
- By logging in and deleting the User Account; or
- By directly contacting the Foundation at the contact details provided in this document.
The termination of an account does not exempt the User from paying any applicable fees or charges incurred by the User in connection with the Services.
2.4 Account suspension and deletion
The Foundation reserves the right, at its sole discretion, to suspend or delete at any time and without notice, User Accounts which it deems inappropriate, offensive or in violation of these Terms.
The suspension or deletion of User Accounts shall not entitle Users to any claims for compensation, damages or reimbursement.
The suspension or deletion of accounts due to causes attributable to the User does not exempt the User from paying any applicable fees or charges incurred by the User in connection with the Services.
2.5 Acceptable use
This Website and the Services may only be used within the scope of what they are provided for, under these Terms and applicable law.
Users are solely responsible for making sure that their use of this Website and/or the Service violates no applicable law, regulations or third-party rights.
The Foundation reserves the right to take any appropriate measure to protect its legitimate interests including denying Users access to this Website or the Service, terminating contracts, reporting any misconduct performed through this Website or the Service to the competent authorities – such as judicial or administrative authorities - whenever Users are suspected to be in violation of any laws, regulations, third-party rights and/or these Terms, including, but not limited to, by engaging in any of the following activities:
2.6 Conduct restrictions
The User agrees not to:
- pretend to fulfill any possible condition or requirements for accessing this Website and/or use of the Services, such as for instance being adult according to law;
- conceal their identity or steal someone else's identity or pretend to be or represent a third-party, if not allowed to do so by such third-party;
- manipulate identifiers to disguise or otherwise conceal the origin of their messages or of the content posted;
- defame, abuse, harass, or use threatening practices, threaten or violate the legal rights of others in any other way;
- promote activity that may endanger the User’s life or the life of any other User or lead to physical harm. This includes but is not limited to suicide threats or instigations, intentional physical trauma, the use of illegal drugs, or excessive drinking. Under no circumstance is any User allowed to post any content promoting and/or encouraging and/or showing any self-destructive or violent behaviour on this Website;
- probe, scan or test the vulnerability of this Website, including the services or any network connected to the website, nor breaching the security or authentication measures on this Website, including the services or any network connected to this Website;
- install, embed, upload or otherwise incorporate any malware into or via this Website;
- use this Website or the technical infrastructure in an abusive, excessive or otherwise inappropriate way (for example: for spamming, bot-farming, crypto-harvesting purposes);
- attempt to disrupt or tamper with the technical infrastructure in a manner that harms or places an undue burden on this Website or the Service;
The User agrees not to:
- adopt any automated process to extract, harvest or scrape information, data and/or content from this Website and all the digital properties thereto related unless where explicitly allowed to do so by the Foundation;
2.8 Content restrictions
The User agrees not to:
- disseminate or publish content that is unlawful, obscene, illegitimate, libelous or inappropriate;
- publish any content that promotes, either directly or indirectly, hate, racism, discrimination, pornography, violence;
- disseminate or publish any content that is false or may create unjustified alarm;
- use this Website to publish, disseminate or otherwise provide content protected by intellectual property laws, including but not limited to patent, trademark or copyright law, unlawfully and without the legitimate right-holder’s consent;
- use this Website to publish, disseminate or otherwise make available any other content which infringes on any third-party rights, including but not limited to state, military, trade or professional secrets and personal data;
- publish any content or carry out any activity that disrupts, interrupts, harms, or otherwise violates the integrity of this Website or another User's experience or devices. Such activities include: spamming, distributing unauthorized advertisements, phishing, defrauding others, spreading malware or viruses etc.;
2.9 User protection
The User agrees not to:
- misappropriate any account in use by another User;
- harvest or collect any personally identifying information of other Users including but not limited to their email addresses or contact information, by circumventing the privacy setting of other Users’ accounts on this Website or by any other means;
- use any information relating to other Users, including personal or contact data, for purposes other than those this Website is intended for;
2.10 Commercial use restrictions
The User agrees not to:
- indicate or try to imply in any manner, that a User stands in a qualified relationship with this Website or that this Website has endorsed the User, the User’s products or services or any third party's products and services for any purpose;
2.11 Software license
The software embedded in or related to the Services is provided under a some-rights-reserved license. This means that Users are granted broad rights, including but not limited to the rights to use, execute, copy or distribute the software, to the extent determined by such license.
The terms of such license shall always prevail upon conflicting, divergent or inconsistent provisions of these Terms. In particular, the software thereto related to the Services provided on or in connection with the Website is provided under a MIT License, allowing Users to access and use the software’s source code.
The User acknowledges that the Foundation may not be an author, publisher, contributor and/or maintainer of the software provided on or in connection with the Services.
2.12 Agora API
Data relating to the Agora related Services may be submitted or called via the Application Program Interface (API). Any use of the API, including use of the API through a third-party product/service that accesses the Services, is bound by these Terms and, in addition, by the User expressly understands and agrees that the Foundation bears no responsibility and shall not be held liable for any damages or losses resulting from the User’s use of the API or their use of any third-party products/services that access data through the API.
2.13 License to Access and Use Our Website and Content
Unless where otherwise specified or clearly recognizable, the Website and all content and other materials contained therein, including, without limitation, the Kin logo and all designs, text, graphics, pictures, information, data, software, sound files, other files and the selection and arrangement thereof (collectively, “Content”) are the proprietary property of the Foundation or our affiliates, licensors or users, as applicable, and are protected by Canadian, U.S., and international copyright laws.
You are hereby granted a limited, nonexclusive, nontransferable, nonsublicensable license to access and use the Website and Content. However, such license is subject to these Terms and does not include any right to (a) sell, resell or use commercially the Website or Content, (b) distribute, publicly perform or publicly display any Content, (c) modify or otherwise make any derivative uses of the Website or Content, or any portion thereof, (d) use any data mining, robots or similar data gathering or extraction methods, (e) download (other than page caching) any portion of the Website or Content, except as expressly permitted by us, and (f) use the Website or Content other than for their intended purposes. Any use of the Website or Content other than as specifically authorized herein, without our prior written permission, is strictly prohibited and will terminate the license granted herein. Such unauthorized use may also violate applicable laws, including, without limitation, copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated by us, nothing in this Agreement shall be construed as conferring any right or license to any patent, trademark, copyright or other proprietary rights of the Foundation or any third party, whether by estoppel, implication or otherwise. This license is revocable at any time.
The Foundation undertakes its specified or clearly recognizable utmost effort to ensure that the content provided on this Website infringes no applicable legal provisions or third-party rights. However, it may not always be possible to achieve such a result.In such cases, without prejudice to any legal prerogatives of Users to enforce their rights, Users are kindly asked to preferably report related complaints using the contact details provided in this document.
The Kin logo and any product or service names, logos or slogans that may appear on the Website are trademarks of the Foundation or our affiliates and may not be copied, imitated or used, in whole or in part, without our prior written permission. You may not use any metatags or other “hidden text” utilizing “Kin” or any other name, trademark or product or service name of the Foundation or our affiliates without our prior written permission. In addition, the look and feel of the Website, including, without limitation, all page headers, custom graphics, button icons and scripts, constitute the service mark, trademark, or trade dress of the Foundation and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names and company names or logos mentioned on the Website 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 trademark 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 the Foundation.
You are granted a limited, nonexclusive, nontransferable right to create a text hyperlink to the Website for noncommercial purposes, provided that such link does not portray the Foundation or our affiliates or any of our products or services in a false, misleading, derogatory or otherwise defamatory manner, and provided further that the linking site does not contain any adult or illegal material or any material that is offensive, harassing, or otherwise objectionable. This limited right may be revoked at any time. You may not use a Kin logo or other proprietary graphic of the Foundation to link to the Website or Content without our express written permission. Further, you may not use, frame or utilize framing techniques to enclose any Foundation trademark, logo or other proprietary information, including the images found on the Website, the content of any text or the layout or design of any page, or form contained on a page, on the Website without our express written consent.
2.16 Third-Party Content, Sites and/or Services
We may display content from third parties through the Website and Content (collectively, “Third-Party Content”). We do not control, endorse, or adopt any Third-Party Content, and we make no representations or warranties of any kind regarding such Third-Party Content, including, without limitation, regarding its accuracy or completeness. You acknowledge and agree that your interactions with third parties providing Third-Party Content are solely between you and such third parties, and that the Foundation is not responsible or liable in any manner for such interactions or Third-Party Content.
The Foundation makes no claim or representation regarding, and accepts no responsibility for, the quality, content, nature or reliability of third-party websites accessible by hyperlink from the Website or of websites linking to the Website (“Third-Party Sites and/or Services”). Such Third-Party Sites and/or Services are not under our control, and we are not responsible for the contents of any Third-Party Sites and/or Services, any link contained in Third Party Sites and/or Services, or any review, changes or updates to such Third Party Sites and/or Services. We provide these links to you only as a convenience, and the inclusion of any link does not imply our affiliation, endorsement or adoption of any site or any information contained therein. When you leave our Website, you should be aware that our terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any Third-Party Sites and/or Services to which you navigate from our Website.
3.0 Liability and indemnification
3.1 Disclaimer and Release
THE SERVICES ARE PROVIDED STRICTLY ON AN “AS IS” AND “AS AVAILABLE” BASIS. USE OF THE SERVICES ARE AT USERS’ OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE FOUNDATION EXPRESSLY DISCLAIMS ALL CONDITIONS, REPRESENTATIONS, AND WARRANTIES — WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD-PARTY RIGHTS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY USER FROM FOUNDATION OR THROUGH A SERVICE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN.
WITHOUT LIMITING THE FOREGOING, THE FOUNDATION, ITS SUBSIDIARIES, AFFILIATES, LICENSORS, OFFICERS, DIRECTORS, AGENTS, CO-BRANDERS, PARTNERS, SUPPLIERS AND EMPLOYEES DO NOT WARRANT THAT THE CONTENT IS ACCURATE, RELIABLE OR CORRECT; THAT THE SERVICES WILL MEET USERS’ REQUIREMENTS; THAT THE SERVICES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DOWNLOADED AT USERS OWN RISK AND USERS SHALL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO USERS’ COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA OR FUNDS OR DIGITIAL ASSETS THAT RESULTS FROM SUCH DOWNLOAD OR USERS’ USE OF THE SERVICE.
THE FOUNDATION MAKES NO WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, WITH RESPECT TO THIRD-PARTY CONTENT OR THIRD-PARTY SITES AND/OR SERVICES, AND EXPRESSLY DISCLAIMS ANY WARRANTY OR CONDITION OF MERCHANTABILITY, NON-INFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT WILL THE FOUNDATION BE LIABLE FOR ANY INCIDENTAL, CONSEQUENTIAL, OR COVER DAMAGES ARISING OUT OF YOUR USE OF OR INABILITY TO USE THIRD-PARTY CONTENT OR THIRD-PARTY SITES AND/OR SERVICES OR ANY AMOUNT IN EXCESS OF THE AMOUNT PAID BY YOU FOR THE THIRD-PARTY CONTENT OR THIRD-PARTY SITES AND/OR SERVICES THAT GIVE RISE TO ANY CLAIM.
THE SERVICE MAY BECOME INACCESSIBLE OR IT MAY NOT FUNCTION PROPERLY WITH USERS’ WEB BROWSER, MOBILE DEVICE, AND/OR OPERATING SYSTEM. THE FOUNDATION CANNOT BE HELD LIABLE FOR ANY PERCEIVED OR ACTUAL DAMAGES ARISING FROM SERVICE CONTENT, OPERATION, OR USE OF THIS SERVICE.
THE FOUNDATION 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 THE SERVICES, INCLUDING BUT NOT LIMITED TO ANY LOSSES, DAMAGES, OR CLAIMS ARISING FROM: (A) USER ERROR SUCH AS FORGOTTEN PASSWORDS, SEED PHRASES OR CRYPTOGRAPHIC KEYS, INCORRECTLY CONSTRUCTED TRANSACTIONS, OR MISTYPED ADDRESSES; (B) SERVER FAILURE OR DATA LOSS; (C) UNAUTHORIZED ACCESS TO APPLICATIONS; (D) ANY UNAUTHORIZED THIRD-PARTY ACTIVITIES, INCLUDING WITHOUT LIMITATION THE USE OF VIRUSES, PHISHING, BRUTEFORCING OR OTHER MEANS OF ATTACK AGAINST THE SERVICES; (D) VULNERABILITY OR ANY KIND OF FAILURE, ABNORMAL BEHAVIOR OF SOFTWARE OR SMART CONTRACT; (E) THE LATE REPORT (OR NO REPORT AT ALL) OF ANY ISSUE OR ANY DELAY IN ACTION TAKEN BY ANY PERSON INCLUDING THE FOUNDATION. NOTHING IN THIS AGREEMENT EXCLUDES OR LIMITS LIABILITY FOR DEATH OR PERSONAL INJURY CAUSED BY NEGLIGENCE, FRAUDULENT MISREPRESENTATION OR ANY OTHER LIABILITY WHICH MAY NOT OTHERWISE BE LIMITED OR EXCLUDED UNDER APPLICABLE LAW.
Federal law, some states, and other jurisdictions, do not allow the exclusion and limitations of certain implied warranties. the above exclusions may not apply to users. This agreement gives users specific legal rights, and users may also have other rights which vary from state to state. the disclaimers and exclusions under this agreement shall not apply to the extent prohibited by applicable law.
3.2 Limitations of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE FOUNDATION, AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, AGENTS, CO-BRANDERS, PARTNERS, SUPPLIERS AND EMPLOYEES BE LIABLE FOR
- ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO THE USE OF, OR INABILITY TO USE, THE SERVICE; AND
- ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICES OR USER ACCOUNT OR THE INFORMATION CONTAINED THEREIN;
- ANY ERRORS, MISTAKES, OR INACCURACIES OF CONTENT;
- PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM USER ACCESS TO OR USE OF THE SERVICE;
- ANY UNAUTHORIZED ACCESS TO OR USE OF THE FOUNDATION’S SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN;
- ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICE;
- ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH THE SERVICE;
- ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICE; AND/OR
- THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY USER OR THIRD PARTY.
IN NO EVENT SHALL THE FOUNDATION, AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, AGENTS, CO-BRANDERS, PARTNERS, SUPPLIERS AND EMPLOYEES BE LIABLE FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN AMOUNT EXCEEDING THE GREATER OF $500 (FIVE-HUNDRED DOLLARS) AND THE AMOUNT ACTUALLY RECEIVED BY US THAT IS SUBJECT TO THE CLAIM.
THIS LIMITATION OF LIABILITY SECTION SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, THEREFORE THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO USER. THE TERMS GIVE USER SPECIFIC LEGAL RIGHTS, AND USER MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM JURISDICTION TO JURISDICTION. THE DISCLAIMERS, EXCLUSIONS, AND LIMITATIONS OF LIABILITY UNDER THE TERMS SHALL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
The User agrees to defend, indemnify and hold the Foundation and its subsidiaries, affiliates, officers, directors, agents, co-branders, partners, suppliers and employees harmless from and against any and all claims or demands, damages, obligations, losses, liabilities, costs or debt, and expenses, including, but not limited to, legal fees and expenses, arising from
- User’s use of and access to the Service, including any data or content transmitted or received by User;
- User’s violation of these terms, including, but not limited to, User’s breach of any of the representations and warranties set forth in these terms;
- User’s violation of any third-party rights, including, but not limited to, any right of privacy or intellectual property rights;
- User’s violation of any statutory law, rule, or regulation;
- any content that is submitted from User’s account, including third party access with User’s unique username, password or other security measure, if applicable, including, but not limited to, misleading, false, or inaccurate information;
- User’s wilful misconduct; or
- statutory provision by User or its affiliates, officers, directors, agents, co-branders, partners, suppliers and employees to the extent allowed by applicable law.
4.0 Common provisions
4.1 No Waiver
The Foundation’s failure to assert any right or provision under these Terms shall not constitute a waiver of any such right or provision. No waiver shall be considered a further or continuing waiver of such term or any other term.
4.2 Service interruption
To ensure the best possible service level, the Foundation reserves the right to interrupt the Service for maintenance, system updates or any other changes, informing the Users appropriately.
Within the limits of law, the Foundation may also decide to suspend or terminate the Service (or features altogether. If the Service is terminated, the Foundation will cooperate with Users to enable them to withdraw Personal Data or information in accordance with applicable law.
Additionally, the Service might not be available due to reasons outside the Foundation’s reasonable control, such as “force majeure” (eg. issues related to the Solana Blockchain, labor actions, infrastructural breakdowns or blackouts etc).
4.3 Service reselling
Users may not reproduce, duplicate, copy, sell, resell or exploit any portion of Services without the Foundation’s express prior written permission, granted either directly or through a legitimate reselling programme.
4.4 Changes to these Terms
The Foundation reserves the right to amend or otherwise modify these Terms at any time. In such cases, the Foundation will appropriately inform the User of these changes, by sending an email notification, providing notice through the Site, or updating the “Last Updated” date at the beginning of these Terms.
Such changes will only affect the relationship with the User for the future.
The continued use of the Service will signify the User’s acceptance of the revised Terms. If Users do not wish to be bound by the changes, they must stop using the Service. Failure to accept the revised Terms, may entitle either party to terminate the Agreement.
The applicable previous version will govern the relationship prior to the User's acceptance. The User can obtain any previous version from the Foundation.
If required by applicable law, the Foundation will specify the date by which the modified Terms will enter into force.
4.5 Assignment of contract
The Foundation reserves the right to transfer, assign, dispose of by novation, or subcontract any or all rights or obligations under these Terms, taking the User’s legitimate interests into account. Provisions regarding changes of these Terms will apply accordingly.
Users may not assign or transfer their rights or obligations under these Terms in any way, without the written permission of the Foundation.
All communications relating to the use of the Services must be sent using the contact information stated in this document and be in English.
Should any provision of these Terms be deemed or become invalid or unenforceable under applicable law, the invalidity or unenforceability of such provision shall not affect the validity of the remaining provisions, which shall remain in full force and effect.
Any such invalid or unenforceable provision will be interpreted, construed and reformed to the extent reasonably required to render it valid, enforceable and consistent with its original intent. These Terms constitute the entire Agreement between Users and the Foundation with respect to the subject matter hereof, and supersede all other communications, including but not limited to all prior agreements, between the parties with respect to such subject matter. These Terms will be enforced to the fullest extent permitted by law.
5.0 Resolution of Disputes
5.1 Choice of Law and Venue
Except as prohibited by applicable law, these Terms are governed by the laws of Ontario, Canada and the federal laws of Canada applicable therein, aside from its conflict of laws principles. Where the Terms allow claims to be resolved in Court, you agree to submit to the personal jurisdiction of the courts located within Toronto, Ontario, Canada for the purpose of litigating all claims or disputes related to injunctions sought by us or other equitable relief to protect our intellectual property rights in any court of competent jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.
5.2 Mandatory Arbitration
Any dispute or claim between you and us relating to or arising out of the Services or the Terms (except for small claims court matters or the injunctive or other equitable relief mentioned in this Section), will be referred to and determined exclusively through binding confidential arbitration conducted in Toronto, Ontario, Canada, unless you are a resident of the United States, in which case the arbitration will be held in a location within 100 miles of your residence, unless the parties agree otherwise.
The arbitration will be held on an individual basis, before a single arbitrator and in accordance with the applicable Ontario arbitration statute (the Arbitration Act, 1991, S.O. 1991, c.17, as amended, or the International Commercial Arbitration Act, R.S.O. 1990, c. I.9, as amended, or such other statute that may be enacted). The arbitration will not be open to the public or media and all evidence discovered or submitted is confidential and may not be publicly disclosed, except as needed to enforce an arbitral award.
Any claims or disputes where the total amount of the award sought is less than Ten Thousand U.S. Dollars (US $10,000.00) may be resolved through binding non-appearance-based arbitration, at the option of the party seeking relief. For claims or disputes where the total amount of the award sought is Ten Thousand U.S. Dollars (US $10,000.00) or more, the right to a hearing will be determined by the arbitration rules. You and the Foundation may also take claims to small claims court in Toronto, Ontario, Canada if the dispute qualifies for hearing by that court. BY ENTERING INTO THIS AGREEMENT, YOU ARE GIVING UP YOUR RIGHT TO GO TO COURT TO ASSERT ANY CLAIMS, EXCEPT FOR MATTERS THAT MAY BE TAKEN TO SMALL CLAIMS COURT.
You and the Foundation also agree that: (i) you and the Foundation will each pay such portion of the costs of the arbitration (which consists of each party’s legal expenses, the fees and expenses of the arbitrator, and any other expenses related to the arbitration) as determined by the arbitrator; (ii) the arbitrator may, in making an award of costs, consider whether costs are prohibitive compared to litigating in a court, and may require the Foundation to pay a greater portion of the fees and expenses of the arbitrator, or the travel expenses of you or any witness, in which case the Foundation will pay as much of your arbitration costs as the arbitrator deems necessary to prevent such cost-prohibitiveness; (iii) the arbitrator will honor claims of privilege and privacy recognized at law; (iv) the arbitrator may award any individual relief or individual remedies that are permitted by applicable law; and (v) the arbitrator’s award will be final and non-appealable, but may be enforced in any court of competent jurisdiction.
5.3 Jury Trial Waiver.
THE PARTIES HEREBY WAIVE THEIR CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY, instead electing that all claims and disputes shall be resolved by arbitration under this Arbitration Agreement. Arbitration procedures are typically more limited, more efficient and less costly than rules applicable in court and are subject to very limited review by a court. In the event any litigation should arise between you and the Foundation in any state or federal court in a suit to vacate or enforce an arbitration award or otherwise, YOU AND THE FOUNDATION WAIVE ALL RIGHTS TO A JURY TRIAL, instead electing that the dispute be resolved by a judge.
5.4 Class Action Waiver.
THE ARBITRATION WILL BE CONDUCTED ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS, MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING, AND MAY NOT AWARD CLASS-WIDE RELIEF.
5.5 Right to Opt Out.
You have the right to opt out of this agreement to arbitrate by sending written notice of your decision to opt out, postmarked within 30 days of the date this Agreement, to the Foundation's address specified above. Your written notice must include your name, address and email address. If you send written notice, then the mandatory arbitration provisions in this Agreement will not apply to you or the Foundation. IF YOU DO NOT SEND THIS WRITTEN NOTICE, THEN YOU AGREE TO BE BOUND BY THE MANDATORY ARBITRATION PROVISIONS IN THIS AGREEMENT.
The Foundation welcomes your comments, complaints, claims, questions and suggestions. Please send us feedback at the contact details located above.