These Tweed NFT and In-Platform Token End User Terms are for buyers / end users (the “Agreement”) are an agreement between you, a customer or end user (“you”, “your” or “End User”), Tweed Payments Inc., a Delaware company having an address at 300 Delaware Ave. Suite 210 #392 Wilmington, DE 19801 USA, (“Tweed,” “we,” “us” or “our”) and the original offeror of NFTs (as defined below) (the “Partner”).  This Agreement governs your access to and use of certain products, services and properties made available by Tweed. Our products, services and properties include, without limitation, our website available at https://www.paytweed.com. (the “Site”), our services to facilitate the purchase, storage, and transfer of certain non-fungible tokens (“NFT”s) and in-platform tokens / in-game currency (“In-Platform Tokens”) and software provided on or in connection with those services (collectively, the “Service”). Certain features of the Service may be subject to additional guidelines, terms, or rules (“Supplemental Terms”), which will be displayed in connection with such features and will be available on the Site. All such Supplemental Terms are incorporated by reference into this Agreement. If this Agreement is inconsistent with any Supplemental Terms, the Supplemental Terms shall control solely with respect to such services. 

This Agreement applies to you if you accept delivery of an NFT or Platform Token of a Partner by Tweed.  You also agrees to the other applicable terms of use set out on the Tweed Site at https://www.paytweed.com. 

EXCEPT AS REQUIRED BY LAW, ALL NFT SALES ARE FINAL AND THERE ARE NO REFUNDS ON NFT SALES.

UNDER THIS AGREEMENT TWEED IS NOT ACTING AS A BROKER, MONEY SERVICES BUSINESS, FINANCIAL INSTITUTION OR CREDITOR. TWEED FACILITATES TRANSACTIONS OF NFTs AND IN-PLATFORM TOKENS ON BEHALF OF END USERS IN CONNECTION WITH THE PURCHASE, STORAGE, AND SALE OF SUCH NFTs AND IN-PLATFORM TOKENS. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT, IF YOU USE THE SERVICE TO PURCHASE AN NFT AND/OR IN-PLATFORM TOKEN, THE PARTNER ORIGINALLY OFFERING SUCH NFT OR IN-PLATFORM TOKEN (SOMETIMES CALLED THE ‘ORIGINAL OFFEROR’) SHALL BE AN INTENDED THIRD-PARTY BENEFICIARY OF THIS AGREEMENT WITH RESPECT TO ANY SUCH PURCHASE AND SHALL ALSO HAVE CERTAIN OBLIGATIONS TO YOU SET OUT HEREIN. YOU AGREE THAT TWEED SHALL NOT BE A PARTY TO OR HAVE ANY RESPONSIBILITY OR LIABILITY FOR, ARISING OUT OF, RELATING TO, ASSOCIATED WITH OR RESULTING FROM ANY DISPUTES BETWEEN YOU AND ANY PARTNER.

YOU BEAR FULL RESPONSIBILITY FOR VERIFYING THE IDENTITY, LEGITIMACY, AND AUTHENTICITY OF NFTs AND IN-PLATFORM TOKENS YOU PURCHASE THROUGH THE SERVICE. NOTWITHSTANDING ANYTHING SET FORTH HEREIN OR THROUGH THE SERVICE, TWEED MAKES NO CLAIMS ABOUT THE IDENTITY, LEGITIMACY, OR AUTHENTICITY OF NFTS OR IN-PLATFORM TOKENS THAT YOU MAY PURCHASE THROUGH THE SERVICE, OR ANY CLAIMS MADE BY ANY PARTNER OF SUCH NFTS OR IN-PLATFORM TOKENS.

PLEASE READ SECTION 21 OF THIS AGREEMENT CAREFULLY, AS IT CONTAINS AN ARBITRATION AGREEMENT WHICH WILL, WITH LIMITED EXCEPTIONS, REQUIRE DISPUTES BETWEEN US TO BE SUBMITTED TO BINDING AND FINAL ARBITRATION. (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AND SEEK RELIEF AGAINST US ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING; AND (2) YOU ARE AGREEING TO MANDATORY INDIVIDUAL ARBITRATION FOR THE RESOLUTION OF DISPUTES AND WAIVING YOUR RIGHT TO A JURY TRIAL ON YOUR CLAIMS. 

PLEASE BE AWARE THAT SECTION 4 OF THIS AGREEMENT, BELOW, CONTAINS YOUR OPT-IN CONSENT TO RECEIVE COMMUNICATIONS FROM US.

THIS AGREEMENT IS IMPORTANT AND AFFECTS YOUR LEGAL RIGHTS, SO PLEASE READ IT CAREFULLY. BY CLICKING ON ANY “I ACCEPT” BUTTON, COMPLETING THE ACCOUNT REGISTRATION PROCESS, PURCHASING ITEMS THROUGH THE SERVICE, AND/OR OTHERWISE USING THE SERVICE, YOU AGREE TO BE BOUND BY THIS AGREEMENT AND ALL OF THE TERMS INCORPORATED HEREIN BY REFERENCE. If you do not agree to this Agreement, you may not access or use the Service or purchase any NFTs or In-Platform Token through the Service. For existing users of the Service, you acknowledge and agree that this Agreement is effective beginning on the date on which you first accessed and/or used any Service.

By submitting data through the Service, you expressly consent to the collection, use and disclosure of your personal data in accordance with this Agreement and any then-current Privacy Policy made available by us.

Tweed reserves the right to change or modify this Agreement at any time and in our sole discretion. If we make changes to this Agreement, we will provide notice of such changes, such as by sending an email notification, providing notice through the Service or updating the “Last Updated” date at the beginning of this Agreement. By continuing to access or use the Service at any point after such update, you confirm your acceptance of the revised Agreement and all of the terms incorporated therein by reference. We encourage you to review this Agreement frequently to ensure that you understand the terms and conditions that apply when you access or use the Service. If you do not agree to the revised Agreement, you may not access or use the Service.

1. Our service

The Service is a software application made available by Tweed that allows Registered Users (as defined below) to (i) engage in transactions directly with Tweed or with an Partner for the purchase of NFTs in exchange for fiat currency and/or cryptocurrency, in each case in accordance with the functionality of the Service (each such transaction, a “Transaction”); and (ii) store and access such NFTs and In-Platform Tokens through one or more digital wallets either made available by Tweed (each, a “Tweed Wallet”) or by other third party service providers or third party wallets. Such Transactions may be facilitated through the Tweed website directly, or through a Tweed plug-in or other integration on a third-party platform. You may only use certain portions of the Service by registering for an Account, as defined below.

2. Account Registration 

In order to use certain features of the Service you will need to register for an account on the Service (“Account”). You must be eighteen (18) years old, or if you are between the ages of 13 and 18 years old, you have provided Tweed with parental consent to use the Services or you are otherwise capable of forming a binding contract to register for an Account. By creating an Account, you agree to (i) provide accurate, current, and complete Account information about yourself, (ii) maintain and promptly update from time to time as necessary your Account information, (iii) maintain the security of your password and accept all risks of unauthorized access to your Account and the information you provide to us, and (iv) immediately notify us if you discover or otherwise suspect any security breaches related to the Service or your Account. You may not have more than one Account, and Tweed reserves the right to block multiple Accounts of the same user. While you may only have one Account, there may be subdivisions within a single Account related We reserve our right to establish and conduct, at any time during the term of this Agreement, know-your-customer (“KYC”) protocols in accordance with cryptocurrency industry’s best practices regarding your use of the Service.

You may sign into the Service with or otherwise link your Account to a valid account that you hold through a compatible third-party service (“Third-Party Account”) by allowing Tweed to access your Third-Party Account (e.g. Partner login), as is permitted under the applicable terms and conditions that govern your use of such Third-Party Account. You represent that you are entitled to disclose your Third-Party Account login information to Tweed or grant Tweed access to your Third-Party Account (including, but not limited to, for use for the purposes described herein) without breach by you of any of the terms and conditions that govern your use of the applicable Third-Party Account and without obligating Tweed to pay any fees or making Tweed subject to any usage limitations imposed by such third-party service providers. By granting Tweed access to any Third-Party Accounts, you understand that Tweed may access, make available and store (if applicable) any information, data, text, software, messages, tags and/or other materials accessible through the Service (collectively, “Content”) that you have provided to and stored in your Third-Party Account, solely as permitted by the functionality of the Service and your permission settings in such Third-Party Account. Please note that if a Third-Party Account or associated service becomes unavailable, or Tweed’s access to such Third-Party Account is terminated by the third-party service provider, then any Content made available from or through such Third-Party Account may no longer be available on and through Service. You may have the ability to disable the connection between your Account and your Third-Party Accounts at any time by accessing your settings within such Third-Party Account. PLEASE NOTE THAT YOUR RELATIONSHIP WITH THE THIRD-PARTY SERVICE PROVIDERS ASSOCIATED WITH YOUR THIRD-PARTY ACCOUNTS IS GOVERNED SOLELY BY YOUR AGREEMENT(S) WITH SUCH THIRD-PARTY SERVICE PROVIDERS, AND TWEED DISCLAIMS ANY LIABILITY FOR PERSONALLY IDENTIFIABLE INFORMATION THAT MAY BE PROVIDED TO IT BY SUCH THIRD-PARTY SERVICE PROVIDERS IN VIOLATION OF THE PRIVACY SETTINGS THAT YOU HAVE SET IN SUCH THIRD-PARTY ACCOUNTS. Tweed makes no effort to review any Content for any purpose, including but not limited to, for accuracy, legality or noninfringement, and Tweed is not responsible for any Content.

You agree that you will not (i) buy, sell, rent, or lease access to your Account without our written permission; (ii) register or attempt to register for a new Account without our written permission after your Account has been disabled or deleted by us; (iii) share your Account password with anyone; or (iv) log in or try to log in to access the Service through unauthorized third party applications or clients.

3. Know Your Customer

When you register for your Account, you agree to provide Tweed with any 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 us to keep a record of such information. Tweed reserves the right to require you to provide additional information and documents as it believes reasonably necessary at any time, including at the request of any competent authority or in order to assist Tweed with complying with its obligations under applicable law, regulation, or policy, including laws related to anti-money laundering and the financing of terrorism. Tweed may also require you to provide additional information and documents in cases where it has reason to believe that: (i) your Account is being used for money laundering or for any other illegal activity; (ii) you have concealed or reported false identification information and other details; or (iii) Transactions effected via your Account were effected in breach of this Agreement. In such cases, Tweed, in its sole discretion, may pause or cancel your Transactions until such requested additional information and documents have been reviewed by Tweed and accepted as satisfying the requirements of applicable law, regulation, or policy. 

If you do not provide complete and accurate information and documents in response to such a request, or Tweed is otherwise unable to verify your identity, or we have actual indications of fraud or violation of applicable legislation or regulation from your side, Tweed may, in its sole discretion:  (i) suspend your account temporarily while we investigate further; (ii) reverse or rescind any NFT or In-Platform Token purchase Transaction that it reasonably suspects has been conducted in violation of applicable law, fraud or this Agreement; (iii) refuse to provide any NFT, In-Platform Token, Content, product, service and/or further access to the Service to you; and/or (iv) if no other remedy is available and you have not complied with our requests to verify your compliance with applicable legislation, terminate your Account; all without any compensation whatsoever for you. 

In the latter (iv) above (this is, if no other remedy is available and you have not complied with our requests to verify your compliance with applicable legislation, and, in response, we terminate your account), you hereby acknowledge and accept that any NFTs or In-Platform Tokens left behind in your Tweed Wallet shall be repossessed by Tweed, and thus you hereby waive any right you may have over such NFT(s) or In-Platform Token(s) and any legal action to claim back ownership or any other right over the abovementioned NFT(s) and In-Platform Token(s). 

4. Consent to Electronic Communication 

By creating an Account, you consent to receive electronic communications from Tweed (e.g., via email or by posting notices to the Service). These communications may include notices about your Account (e.g., password changes and other transactional information) and are part of your relationship with us. You agree that any notices, agreements, disclosures or other communications that we send to you electronically will satisfy any legal communication requirements, including, but not limited to, that such communications be in writing. You should maintain copies of electronic communications from us by printing a paper copy or saving an electronic copy. We have no obligation to store for your later use or access any such electronic communications that we make to you. We may also send you promotional communications via email, including, but not limited to, newsletters, special offers, surveys and other news and information we think will be of interest to you. You may opt out of receiving these promotional emails at any time by following the unsubscribe instructions provided therein.

5. Your Representations 

When you register for an Account, you hereby represent and warrant, to and for the benefit of Tweed, its affiliates and its and their respective representatives, as follows:

1. Accuracy of Personal Information. All information provided to Tweed and/or its third-party designees, including address and social security number or tax ID number and payment information, is accurate, complete and belongs to you. None of: (i) you; (ii) any of your affiliates; (iii) any other person having a beneficial interest in you; or (iv) any person for whom you are acting as agent or nominee in connection with this Agreement is: (A) a country, territory, entity or individual named on an OFAC list as provided at http://www.treas.gov/ofac, or a person or entity prohibited under the OFAC programs, regardless of whether or not they appear on the OFAC list; or (B) a senior foreign political figure, or any immediate family member or close associate of a senior foreign political figure; or (C) a national or resident of any jurisdiction subject to a U.S. trade embargo

2. Independent Investigation and Non-Reliance. You are sophisticated, experienced and knowledgeable in the buying, selling or trading of NFTs, as applicable. Additionally, you have conducted an independent investigation of the Service and the matters contemplated by this Agreement, have formed your own independent judgment regarding the benefits and risks of and necessary and desirable practices regarding the foregoing, and, in making the determination to buy, sell or trade any NFTs or purchase In-Platform Tokens using the Service, you have relied solely on the results of such investigation and such independent judgement. Without limiting the generality of the foregoing, you understand, acknowledge and agree that the legal requirements pertaining to blockchain technologies and digital assets and digital goods generally, including the NFTs and In-Platform Tokens, are uncertain, and you have conducted an independent investigation of such potentially applicable legal requirements and the resulting risks and uncertainties, including the risk that one or more governmental entities or other persons may assert that any digital assets or cryptographic tokens (including the NFTs and In-Platform Tokens) may constitute securities under applicable legal requirements. You hereby irrevocably disclaim and disavow reliance upon any statements or representations made by or on behalf of, or information made available by, Tweed, in determining to enter into this Agreement or to buy, sell or trade any NFTs or purchase In-Platform Tokens or otherwise use the Service.

3. Litigation. There is no legal proceeding pending that relates to your activities relating to NFTs, In-Platform Tokens, other digital assets, or blockchain technology.

4. Compliance. You have not failed to comply with, and have not violated, any applicable legal requirement relating to any blockchain technologies, token trading activities or NFT or In-Platform Token purchase and/or sale. No investigation or review by any governmental entity is pending or, to your knowledge, has been threatened against or with respect to you, nor does any government order or action prohibit you or any of your representatives from engaging in or continuing any conduct, activity or practice relating to NFTs or In-Platform Tokens.

5. In-Platform Tokens Not Cash Equivalent or Securities.  If you purchase any In-Platform Token, you represent to Tweed that: (i) you do not believe that any In-Platform Token has any monetary value outside of platform, game or metaverse for which it is intended (ii) you do not believe that any In-Platform Token is a security (i.e. share of a company) within the meaning of the Securities Act nor have they been sold or promoted to you as a means to enrich yourself as part of any 'get-rich-quick' scheme or 'pump-and-dump' scam or otherwise; (iii) In-Platform Tokens are not redeemable for cash; and (iv) you do not expect to earn any revenue, dividends or other financial benefits from any In-Platform Token.

6. Your Equipment.  You must provide all equipment and software necessary to connect to the Service. You are solely responsible for any fees, including Internet connection or mobile fees, that you incur when accessing the Service. You agree to not " use any bots, scripts, or other software devices, including but not limited to automated programs, to interact with or access the Service. Any attempt to do so may result in the termination of the your Account and/or legal action. You acknowledges that the use of such software devices may violate applicable laws and regulations, and may cause harm to Tweed, the Service or other users.

6. Purchasing an NFT or In-Platform Token

Partner represents that the NFT and/or In-Platform Token does not violate any third party intellectual property rights and is also not being sold in violation of any obligations of Partner to any third party.  Partner represents that all NFTs and/or In-Platform Tokens offered through the service are not securities within the meaning of the Securities Act and are also not a convertible virtual currency.  You agree that you are buying the NFT and/or In-Platform Token not for speculation or to earn a profit but instead as a collectible or for other use as personal entertainment.

In order to purchase an NFT and/or In-Platform Token using the Service, you must provide a valid and accepted payment method, such as your credit card (your “Payment Method”). Upon Tweed’s authorization and verification of your Payment Method(s), you will be able to engage in Transactions. You are responsible for keeping all information for your Payment Method updated and accurate through the term of this Agreement.

If you have registered for an Account (each, a “Registered User”) and have provided a valid Payment Method to Tweed can use the Payment Method to purchase an NFT and/or In-Platform Token being offered for sale by Tweed in collaboration with the Partner, including without limitation (i) an Partner that has integrated the Service into its platform; and (ii) an Partner offering an NFT and/or In-Platform Token that they own for sale through a third-party platform that has integrated the Service into its platform. All pricing for such NFTs and/or In-Platform Token is disclosed at point of sale or otherwise through the platform on which such seller makes such NFTs and/or In-Platform Token available for purchase. 

When you use the Service to purchase an NFT and/or In-Platform Token offered for sale by an Partner, you agree and understand that Tweed will (i) purchase such NFT and/or In-Platform Token and take title in the NFT and/or In-Platform Token, and (ii) then it will sell that NFT and/or In-Platform Token to you and charge or debit your chosen payment method and delivering to your Tweed Wallet or such other wallet that you may designate. You are not responsible for paying the Partner because you are not buying the NFT and/or In-Platform Token from them. Tweed pays the Partner for the NFT and/or In-Platform Token that it sells to you.

Tweed will facilitate the transfer of any NFT and/or In-Platform Token you purchase using the Service to your Tweed Wallet as soon as funds have settled to Tweed, or earlier in Tweed’s sole discretion. This settlement of funds to Tweed, and in turn the transfer of the NFT and/or In-Platform Token from Tweed to your Tweed Wallet or third party digital wallet, may take up to three business days but in some cases may be longer. Tweed is not responsible for any delays related to such transfer and/or any damage this may cause you, if any. Tweed may also require you to provide additional information and documents in connection with a Transaction where it has reasons to believe that: (i) your Account is being used for money laundering or for any other illegal activity; (ii) you have concealed or reported false identification information and other details; or (iii) Transactions effected via your Account were effected in breach of this Agreement. In such cases, Tweed, in its sole discretion, may pause or cancel such Transaction until such requested additional information and documents have been reviewed by Tweed and accepted as satisfying the requirements of applicable law, regulation, or policy. If you do not provide complete and accurate information and documents in response to such a request, or Tweed is otherwise unable to verify your identity, Tweed may, in its sole discretion, (A) reverse or rescind any NFT and/or In-Platform Token purchase Transaction that it reasonably suspects has been conducted in violation of applicable law or this Agreement; and/or (B) refuse to provide any NFT and/or In-Platform Token, Content, product, service and/or further access to the Service to you.

If Tweed cannot complete your Transaction for any reason (including price movement, market latency, or order size), Tweed will reject the order and notify you of such rejection. In the event a Transaction cannot be completed, (i) If your card has not been charged, Tweed will authorize a release of any hold on your card in connection with a rejected order; and (ii) if your card has already been charged, Tweed will initiate a refund to your card. You will not be irrevocably charged for a rejected Transaction unless it is due to your breach of this Agreement or agreement with the provider of your Payment Method, or otherwise as set forth in Section 13, below. 

When you choose to purchase an NFT and/or In-Platform Token through the Service using a cryptocurrency, we will request the applicable cryptocurrency funds from your wallet before we buy the NFT and/or In-Platform Token. If Tweed’s buying transaction fails, and you are entitled to a refund as addressed in the immediately preceding paragraph, you acknowledge and agree that (i) you may be liable for gas fees and other transaction costs in connection with such refund; and (ii) at our sole discretion, we may provide such refund in an equivalent value in a different cryptocurrency from the one in which you originally funded the purchase.

Except as set out above, and as permitted under applicable law, all Transactions are final, and Tweed shall not issue any refunds. 

For Transaction disputes, you will first contact the Partner may maintain and publish a return/refund policy from which you may benefit and which may apply to your NFT and/or In-Platform Token purchases.  If you are not able to resolve the dispute with the Partner, then please contact us at the information set out in the Account or on our Site and we will try to settle your dispute within fifteen (15) business days of when we receive your notice together with all relevant information.

In the event that you are entitled to a refund in connection with a cryptocurrency purchase of an NFT and/or In-Platform Token, you will be asked to enter a valid third-party digital wallet address through the Service. You represent and warrant that you are the owner of the wallet that you provide. You are solely responsible for ensuring that the wallet address is correct and that the wallet supports the cryptocurrency in which the refund will be processed. All such refund payments are non-cancellable and irreversible. 

7. Your Tweed Wallet

Your Tweed Wallet is linked to your Account and may include multiple discrete digital wallets, each supporting a different blockchain, but collectively visible to you through the Service as a single digital wallet. Once an NFT and/or In-Platform Token is transferred to your Tweed Wallet, you can log into your Account on the Site to access, view, and display through such Tweed Wallet NFTs and/or In-Platform Token that (i) you have purchased using the Service; or (ii) you have purchased outside the Service and transferred to such Tweed Wallet. Tweed does not represent that your Tweed Wallet or any NFTs and/or In-Platform Token stored therein will be interoperable with any specific third-party platform or service, or that you will be able to access and/or redeem any benefits embedded in or otherwise connected to an NFT and/or In-Platform Token (such as, for example, token-gated access to a third-party service) while such NFT and/or In-Platform Token is in your Tweed Wallet.

If you wish to withdraw an NFT and/or In-Platform Token from your Tweed Wallet to a third-party digital wallet, you must submit a request to Tweed. Tweed will make commercially reasonable efforts to effect all such withdrawals within a reasonable period of time. You may be liable for gas fees and other transaction costs in connection with such withdrawal.  Tweed shall have no liability to you in connection with any loss or error arising from or in connection with any incorrect information (including, for e.g., third-party digital wallet address) provided by you in connection with any such withdrawal.

Tweed does not itself host any cryptocurrency wallets nor does it supply any cryptocurrency exchange services for you.  The Tweed Wallet may be integrated with Third Party Applications offering such services, as discussed below.

8. Pricing; Payment

Any payment obligations you incur are binding at the time of purchase. You may not substitute any other currency, whether cryptocurrency or fiat currency, for the currency in which you have contracted to pay at the time of purchase. For clarity, no fluctuation in the value of any currency, whether cryptocurrency or otherwise, shall impact or excuse your obligations with respect to any purchase.

All pricing and fees will be set forth at the time and point of sale. By using the Service you agree to pay all applicable fees. Tweed reserves the right to adjust its pricing and fees at any time. We will notify you of the pricing and fees which apply to your Transaction when you authorize the Transaction and in each receipt we issue to you. Our fee may include gas fees to process a Transaction, which we will calculate in our discretion, as well as the gas fees for the eventual export of the NFT and/or In-Platform Token out of the Tweed Wallet in the future. We will notify you of the total amount of your purchase at or before the time you authorize the Transaction. You are responsible for paying any additional fees charged by your financial services provider. In the event that we receive a payment in an amount less than the total due for the relevant Transaction, we will reject the order, notify you of the reason for the rejection, and (except where otherwise required to comply with applicable law) return the payment less our processing costs. You may be responsible for additional transaction fees, including gas fees, in connection with your Transaction. 

When a Transaction is initiated through your Account, we will assume that you authorized such Transaction, unless you notify us otherwise. If you believe you did not authorize a particular Transaction or that a Transaction was incorrectly carried out, you must contact us as soon as possible. While we endeavor to assist with unauthorized or erroneous Transactions, we cannot guarantee that we will be able to reverse or correct any Transaction once it has been initiated.

You cannot cancel, reverse or change any Transaction marked as complete or pending. If your payment is not successful, if your Payment Method has insufficient funds or if you reverse a payment made from funds in your bank account, you authorize Tweed, in its sole discretion, to either cancel the Transaction or to debit your any of your other Payment Methods in any amount necessary to complete the Transaction on its original terms. You agree to make any such payment upon Tweed’s request. You are responsible for maintaining an adequate balance and/or sufficient credit limits in order to avoid overdraft, non-sufficient funds (NSF) or similar fees charged by your financial services provider. We reserve the right to refuse to process or to cancel or reverse any Transaction in our sole discretion, even after funds have been debited from your Payment Method(s), if we suspect the Transaction violates this Agreement. In such instances, Tweed will reverse the Transaction and we are under no obligation to allow you to reinstate a purchase or sale order at the same price or under the same terms as the cancelled Transaction.

Tweed may use a third-party payment processor to process any payment you make to Tweed. Tweed may add or change any payment processing services at any time. Such services may be subject to additional terms or conditions and not under this Agreement. Whether a particular currency or cryptocurrency is accepted as a payment method by Tweed is in Tweed’s sole discretion and subject to change at any time. 

Tweed may from time to time make available certain conditional offers, promotional prices, or discounted fees (each, a “Promotion”) to new or existing users of the Service. The rules governing such Promotion will be made available in connection with such Promotion. Tweed will determine your eligibility for any Promotion in its sole discretion and may change the terms of or terminate a Promotion at any time, with or without notice to you. 

9. Ownership

Unless otherwise indicated in writing by us, the Service and all Content and other materials contained therein, including, without limitation, the Tweed logo, are the proprietary property of Tweed or our affiliates, licensors or users, as applicable.

Notwithstanding anything to the contrary in this Agreement, the Service and Content may include software components provided by Tweed or its affiliates or a third party that are subject to separate license terms (e.g. Partner services), in which case those license terms will govern such software components.

The Tweed logo and any Tweed product or service names, logos or slogans that may appear on the Service are trademarks of Tweed 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 “Tweed,” or any other name, trademark or product or service name of Tweed or our affiliates without our prior written permission. In addition, the look and feel of the Service and Content, including, without limitation, all page headers, custom graphics, button icons and scripts, constitute the service mark, trademark or trade dress of Tweed 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 other names or logos mentioned on the Service 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 Tweed.

10. License to Our Service and Content

You are hereby granted a limited, revocable, nonexclusive, non-transferable, non-assignable, non-sublicensable, “as-is” license to access and use the Service and Content for your own personal, non-commercial use; provided, however, that such license is subject to this Agreement and does not include any right to (i) sell, resell, or use commercially the Service or Content, (ii) distribute, publicly perform, or publicly display any Content, (iii) modify or otherwise make any derivative uses of the Service or Content, or any portion thereof, (iv) use any data mining, robots, or similar data gathering or extraction methods, (v) download (other than page caching) any portion of the Service or Content, except as expressly permitted by us, and (vi) use the Service or Content other than for their intended purposes. This license is subject to your compliance with the Acceptable Use Policy set forth in Section12 below.

You are granted a limited, nonexclusive, non-transferable right to create a text hyperlink to the Service for non-commercial purposes, provided that such link does not portray Tweed or our affiliates or any of our Services, Content, 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 in Tweed’s sole discretion. This limited right may be revoked at any time. You may not use a logo or other proprietary graphic of Tweed to link to the Service or Content without our express written permission. Further, you may not use, frame or utilize framing techniques to enclose any Tweed trademark, logo or other proprietary information, including the images found on the Service, the content of any text or the layout or design of any page, or form contained on a page, on the Service without our express written consent. 

Tweed may from time-to-time change or discontinue any or all aspects or features of the Service, including by deactivating or deleting Accounts that Tweed in its sole discretion determines have been abandoned. In such events, you may no longer be able to access, interact with, or read the data from the Service. 

11. Third-Party Services; Third-Party Terms

The Service may contain links to third-party properties (“Third-Party Properties”) and applications (“Third-Party Applications”). When you click on a link to a Third-Party Property or Third-Party Application, you are subject to the terms and conditions (including privacy policies) of another property or application. Such Third-Party Properties and Third-Party Applications and are not under the control of Tweed. Tweed is not responsible for any Third-Party Properties or Third-Party Applications. Tweed provides links to these Third-Party Properties and Third-Party Applications only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Properties or Third-Party Applications, or their products or services. You use all links in Third-Party Properties, and Third-Party Applications at your own risk. When you leave our Service, this Agreement and our terms and policies no longer govern. You should review all applicable agreements and policies, including privacy and data gathering practices, of any Third-Party Properties or Third-Party Applications, and should make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party.

The Service and Content may include components, including software components, that are provided by a third party and that are subject to separate license terms, in which case those license terms will govern your access to and use of such components. For example, when you click to get more details about an NFT and/or In-Platform Token, you may see a link to the Third-Party Property from which such NFT and/or In-Platform Token originated. Our Service and/or any Third-Party Property may include terms governing the use of such NFT and/or In-Platform Token, including license terms. In the event you purchase such NFT and/or In-Platform Token through our marketplace, you are required to comply with the terms that govern such NFT and/or In-Platform Token, which may be different from this Agreement.

12. Acceptable Use Policy

You agree that you are solely responsible for your conduct while participating in the purchase or sale of NFTs and/or In-Platform Token or otherwise accessing or using the Service. You agree that you will abide by this Agreement and will not:

• Provide false or misleading information to Tweed;

• Use or attempt to use another user’s Account without authorization from such user and Tweed;

• Pose as another person or create a misleading username;

• Circumvent or attempt to circumvent any limitations or restrictions placed on Promotions offered by Tweed; 

• Use the Service in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying the Service, or that could damage, disable, overburden or impair the functioning of the Service in any manner;

• Develop, utilize, or disseminate any software, or interact with any API in any manner, that could damage, harm, or impair the Service;

• Reverse engineer any aspect of the Service, or do anything that might discover source code or bypass or circumvent measures employed to prevent or limit access to any service, area, or code of the Service;

• Attempt to circumvent any content-filtering techniques we employ, or attempt to access any feature or area of the Service that you are not authorized to access;

• Use any robot, spider, crawler, scraper, script, browser extension, offline reader, or other automated means or interface not authorized by us to access the Service, extract data or otherwise interfere with or modify the rendering of Service pages or functionality;

• Collect or harvest data from our Service that would allow you to contact individuals, companies, or other persons or entities, or use any such data to contact such entities;

• Use data collected from our Service for any direct marketing activity (including without limitation, email marketing, SMS marketing, telemarketing, and direct marketing);

• Bypass or ignore instructions that control all automated access to the Service;

• Use the Service for any illegal or unauthorized purpose, or engage in, encourage, or promote any activity that violates any applicable law or this Agreement;

• Use the Service to carry out any illegal activities in connection with or in any way related to your access to and use of the Service, including but not limited to money laundering, terrorist financing or deliberately engaging in activities designed to adversely affect the performance of the Service;

• Engage in or knowingly facilitate any “front-running,” “wash trading,” “pump and dump trading,” “ramping,” “cornering” or fraudulent, deceptive or manipulative trading activities, including:

  • trading an NFT at successively lower or higher prices for the purpose of creating or inducing a false, misleading or artificial appearance of activity in such NFT, unduly or improperly influencing the market price for such NFT or establishing a price which does not reflect the true state of the market in such NFT;

  • for the purpose of creating or inducing a false or misleading appearance of activity in an NFT or creating or inducing a false or misleading appearance with respect to the market in an NFT: (A) executing or causing the execution of any Transaction in an NFT which involves no material change in the beneficial ownership thereof; or (B) entering any order for the purchase or sale of an NFT with the knowledge that an order of substantially the same size, and at substantially the same price, for the sale of such NFT, has been or will be entered by or for the same or different parties; or

  • participating in, facilitating, assisting or knowingly transacting with any pool, syndicate or joint account organized for the purpose of unfairly or deceptively influencing the market price of an NFT;

• Use the Service to purchase, acquire, store, sell, or otherwise transfer any NFT and/or In-Platform Token that violates our NFT and/or In-Platform Token Content Policy;

• Use the Services to purchase In-Platform Tokens for the purpose of redeeming them for cash;

• Use the Service to carry out any financial activities subject to registration or licensing, including but not limited to using the Service to transact in securities, commodities futures, trading of commodities on a leveraged, margined or financed basis, binary options (including prediction-market transactions), real estate or real estate leases, equipment leases, debt financings, equity financings or other similar transactions; or

• Use the Service to participate in or facilitate fundraising subject to regulation for a business, protocol, or platform, including but not limited to creating, listing, or buying assets that (i) are redeemable for financial instruments, (ii) give owners rights to participate in an ICO or any securities offering, or (iii) entitle owners to financial rewards, including but not limited to, DeFi yield bonuses, staking bonuses, and burn discounts.

For the avoidance of doubt, you represent and warrant that the NFTs and/or In-Platform Token you purchase, sell or otherwise use through our the Service are pure “utility” in nature, and bear no resemblance to a security as may currently be defined by law or regulation, in neither form nor function; specifically, the transactions to be performed through the Service will not constitute an “investment contract”, and thus they would fail the “Howey Test” as set forth in SEC v. W.J. Howey Co, 328 U.S. 293 (1946) so that the NFTs and/or In-Platform Tokens are not considered securities under any circumstances.

13. Investigations, Breach

If Tweed becomes aware of any possible violations by you of this Agreement, Tweed reserves the right to investigate such violations. If, as a result of the investigation, Tweed believes that any illicit or otherwise criminal activity may have occurred, Tweed reserves the right to refer the matter to, and to cooperate with, any and all applicable legal authorities. Tweed is entitled, except to the extent prohibited by applicable law, to disclose any information or materials on or in the Service, including Content, in Tweed’s possession in connection with your use of the Service, to (i) comply with applicable laws, legal process or governmental request; (ii) enforce this Agreement, (iii) respond to any claims that Content violates the rights of third parties, (iv) respond to your requests for customer service, or (v) protect the rights, property or personal safety of Tweed, its users, or the public, and all law enforcement or other government officials, as Tweed in its sole discretion believes to be necessary or appropriate. By agreeing to this Agreement, you hereby provide your irrevocable consent to such monitoring. You acknowledge and agree that you have no expectation of privacy concerning your use of the Service, including without limitation text, voice, or video communications.

In addition to the above, if pursuant to this investigation, Tweed has reasonable evidence to support that you have violated this Agreement and/or you have engaged in any illicit or otherwise criminal activity, Tweed may, in its sole discretion: (i) suspend your account; (ii) reverse or rescind any NFT and/or In-Platform Token purchase or transaction that it reasonably suspects has been conducted in violation of applicable law, fraud or this Agreement; (iii) refuse to provide any NFT and/or In-Platform Token, Content, product, service and/or further access to the Service to you; (iv) withhold any amount that may be due by Tweed to you for any pending transaction; and/or (v) if no other remedy is available and you have not complied, to our satisfaction, with our requests to verify your compliance with applicable legislation, terminate your Account; all without no compensation whatsoever for you, and without prejudice to additional indemnities and damage claims that may be applicable pursuant to this Agreement or applicable legislation.

In the latter (v) above (this is, if no other remedy is available and we terminate your account), you hereby acknowledge and accept that any NFT and/or In-Platform Token left behind in your Tweed Wallet shall be repossessed by Tweed, and thus you hereby waive any right you may have over such NFT(s) and/or In-Platform Tokens and any legal action to claim back ownership or any other right over the abovementioned NFT(s) and/or In-Platform Tokens. 

Additionally, Tweed will also be entitled to confiscate and repossess any NFT(s) and/or In-Platform Tokens that have been minted through transactions where a refund has been successfully processed in favor of the user or where, after the corresponding dispute proceeding has finalized, it has been deemed that such NFT and/or In-Platform Tokens is the property of Tweed or (for whatever reason, such as being the result of an erroneous transaction) there is no ownership title whatsoever.

14. Release

You hereby release and forever discharge Tweed and our affiliates, officers, employees, agents, successors, and assigns (the “Tweed Entities”) from, and hereby waive and relinquish, each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injuries, death, and property damage), that has arisen or arises directly or indirectly out of, or that relates directly or indirectly to, the Service (including any interactions with, or act or omission of, other users of the Service or any Third-Party Properties). YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542, OR ANY SIMILAR LAW OR RULE OF ANY OTHER JURISDICTION, WHICH STATES IN SUBSTANCE: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”

15. Assumption of Risk Related to NFTs and/or In-Platform Tokens

You acknowledge and agree that:

1. The prices of digital assets are extremely volatile. Fluctuations in the price of other digital assets could materially and adversely affect the NFTs, which may also be subject to significant price volatility. We cannot and do not guarantee that any NFTs will not lose value.

2. The supply and utility of In-Platform Tokens is controlled by the Original Offeror. We cannot and do not guarantee that In-Platform Tokens will not lose their in-game value with regards to what they can be exchanged for, used for, or redeemed for within the Original Offeror’s Platform. In-Platform Tokens are to be used only within the Original Offeror’s Platform. They have no value and should not be used outside the Original Offeror’s Platform. You should not sell or attempt to sell any In-Platform Tokens purchased through the Service.

3. You are solely responsible for determining what, if any, taxes apply to Transactions completed through the Service involving your NFTs and/or In-Platform Tokens and remitting such taxes to the appropriate authorities. Tweed is not responsible for determining the taxes that may apply to Transactions involving NFTs and/or In-Platform Tokens.

4. NFTs and/or In-Platform Tokens exist and can be transferred only by virtue of the ownership record maintained on the blockchain supporting such NFTs. 

5. There are risks associated with using digital currency and digital assets, 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 Account. 

6. The legal and regulatory regime governing blockchain technologies, cryptocurrencies, and tokens is uncertain, and new regulations or policies may materially adversely affect the development of the Service and the utility of NFTs and/or In-Platform Tokens sold or available through the Service.

7. There are risks associated with purchasing NFTs and tokens, 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. 

8. We make no representation as to whether the NFT and/or In-Platform Token is in violation of any third party intellectual property rights; each NFT and/or In-Platform Token sold hereunder is sold on an ‘AS-IS WHERE-IS’ basis without warranties other than as required by applicable law.

Tweed reserves the right to hide NFTs and/or In-Platform Tokens that Tweed suspects or believes may violate this Agreement. In such case, NFTs and/or In-Platform Tokens you purchase may become inaccessible on the Service. Under no circumstances shall the inability to access or view your NFTs on the Service serve as grounds for a claim against Tweed.

Tweed has no responsibility for the NFTs and/or In-Platform Tokens purchased or stored through the Service. Tweed does not investigate and cannot guarantee or warrant the authenticity, originality, uniqueness, marketability, legality or value of any NFT and/or In-Platform Token.

Tweed makes no representation, guarantee, or warranty of the authenticity or legality of any NFT and/or In-Platform Tokens or any Partner.

16. Term and Termination

This Agreement takes effect as of when it is accepted by you and terminates when you close your Account.  Either You or Tweed can terminate this Agreement at any time for any reason or for no reason on email notice to the other party, notice through the Account or by closing the Account.

17. Indemnification

To the fullest extent permitted by applicable law, you agree to indemnify, defend, and hold harmless Tweed and the Tweed Entities 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 or associated with pursuing indemnification and insurance), of every kind and nature whatsoever arising out of or related to this Agreement or your use of the Service, 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 (a) your use or misuse of the Service, Content or NFTs, including, without limitation, any act or omission involving any third party in connection with the purchase, storage, or withdrawal of any NFTs hereunder; (b) any feedback you provide; (c) your violation of this Agreement; (d) your violation of the rights of any third party, including another user; (e) any breach or non-performance of any covenant or agreement made by you; or (f) the purchase, storage, or withdrawal of any NFTs. You agree to promptly notify Tweed of any third-party Claims and cooperate with the Tweed Entities in defending such Claims. You further agree that the Tweed Entities 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 A SEPARATE WRITTEN AGREEMENT BETWEEN YOU AND TWEED.

18. Disclaimers

THE SERVICE AND CONTENT CONTAINED THEREIN ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED. TWEED (AND ITS SUPPLIERS) MAKE NO WARRANTY THAT THE SERVICE: (A) WILL MEET YOUR REQUIREMENTS; (B) WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; OR (C) WILL BE ACCURATE, RELIABLE, COMPLETE, LEGAL, OR SAFE. TWEED DISCLAIMS ALL OTHER WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT AS TO THE SERVICE OR ANY CONTENT CONTAINED THEREIN. TWEED DOES NOT REPRESENT OR WARRANT THAT CONTENT ON THE SERVICE IS 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 MATERIAL OR INFORMATION, CONTAINED ON THE SERVICE. WHILE TWEED ATTEMPTS TO MAKE YOUR ACCESS TO AND USE OF THE SERVICE AND CONTENT SAFE, TWEED CANNOT AND DOES NOT REPRESENT OR WARRANT THAT THE SERVICE, CONTENT, OR ANY NFT LISTED ON OUR SERVICE 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.

WE WILL NOT BE RESPONSIBLE OR LIABLE TO YOU FOR ANY LOSSES YOU SUSTAIN AS A RESULT OF YOUR USE OF THE SERVICE. WE TAKE NO RESPONSIBILITY FOR, AND WILL NOT BE LIABLE TO YOU FOR, ANY USE OF ITEMS, INCLUDING BUT NOT LIMITED TO ANY LOSSES, DAMAGES OR CLAIMS ARISING FROM: (I) USER ERROR SUCH AS FORGOTTEN PASSWORDS, INCORRECTLY CONSTRUCTED TRANSACTIONS, OR MISTYPED ADDRESSES; (II) SERVER FAILURE OR DATA LOSS; (III) CORRUPTED DIGITAL WALLET FILES; (IV) UNAUTHORIZED ACCESS TO APPLICATIONS; OR (V) ANY UNAUTHORIZED THIRD PARTY ACTIVITIES, INCLUDING WITHOUT LIMITATION THE USE OF VIRUSES, PHISHING, BRUTEFORCING OR OTHER MEANS OF ATTACK AGAINST THE SERVICE OR ITEMS.

NFTS AND IN-PLATFORM TOKENS ARE INTANGIBLE DIGITAL ASSETS. THEY EXIST ONLY BY VIRTUE OF THE OWNERSHIP RECORD MAINTAINED IN THE BLOCKCHAIN NETWORK. ANY TRANSFER OF TITLE THAT MIGHT OCCUR IN ANY UNIQUE DIGITAL ASSET OCCURS ON THE DECENTRALIZED LEDGER WITHIN THE BLOCKCHAIN PLATFORM. WE DO NOT GUARANTEE THAT TWEED OR ANY TWEED ENTITY CAN EFFECT THE TRANSFER OF TITLE OR RIGHT IN ANY NFTS. WE CANNOT AND DO NOT GUARANTEE THAT ANY NFT WILL HAVE OR RETAIN ANY INHERENT VALUE, OR THAT YOU WILL BE ABLE TO SELL OR RESELL ANY NFT PURCHASED THROUGH THE SERVICE.

Tweed is not responsible for any losses or harms sustained by you due to vulnerability or any kind of failure, abnormal behavior of software (e.g., smart contract), blockchains, or any other features of or inherent to the NFTs or In-Platform Tokens. Tweed is not responsible for casualties due to any delay or failure to report any issues with any blockchain supporting NFTs or In-Platform Tokens, including without limitation forks, technical node issues, or any other issues that result in losses of any sort.

Nothing in this Agreement shall exclude or limit liability of either party for fraud, death or bodily injury caused by negligence, violation of laws, or any other activity that cannot be limited or excluded under the laws applicable to your jurisdiction. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES IN CONTRACTS WITH CONSUMERS, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.

19. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL TWEED BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFIT OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM THIS AGREEMENT, THE SERVICE, ANY ITEMS, OR FOR ANY DAMAGES RELATED TO LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, OR LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE AND EVEN IF TWEED HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE SERVICE IS UNDERTAKEN BY YOU AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA RESULTING THEREFROM.

NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF TWEED ARISING OUT OF OR IN ANY WAY RELATED TO THIS AGREEMENT, YOUR ACCESS TO AND USE OF THE SERVICE, CONTENT (INCLUDING YOUR CONTENT), OR ANY NFTS PURCHASED, STORED, OR WITHDRAWN THROUGH THE SERVICE EXCEED THE GREATER OF (A) $100 OR (B) THE AMOUNT RETAINED BY TWEED IN THE TRANSACTION OR INCIDENT THAT IS THE SUBJECT OF THE CLAIM.

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.

20. Data Protection and Security

You acknowledge that we may process personal data in relation to you, and personal data that you have provided or in the future provide to us in connection with this Agreement, or the Services. Accordingly, you represent and warrant that before providing any such personal data to us, you have read, understood and acknowledged our Privacy Policy.

If you suspect that your Account or any of your security details have been compromised or if you become aware of any fraud or attempted fraud or any other security incident (including a cyber-security attack) affecting you and/or Tweed (collectively a "Security Breach"), you must notify Tweed Support immediately through the contact information set out on the Site or in the Account. Prompt reporting of a Security Breach does not imply that Tweed will be liable to you for any losses suffered as a result of the Security Breach.

We shall not bear any liability, whatsoever, for any damage or interruptions caused by any computer viruses or other malicious code that may affect your computer or other equipment, or any phishing, spoofing or any other kind of cyber-attack. 

21. Dispute Resolution; Arbitration

Please read the arbitration agreement in this Section (“Arbitration Agreement”) carefully. It contains procedures for MANDATORY BINDING ARBITRATION AND A CLASS ACTION WAIVER.

Applicability of Arbitration Agreement. You agree that any dispute, claim, or request for relief relating in any way to your access or use of the Service, to any products sold or distributed through the Service, to any NFTs and In-Platform Tokens, or to any aspect of your relationship with Tweed, will be resolved by binding arbitration, rather than in court, except that (i) you may assert claims or seek relief in small claims court if your claims qualify; and (ii) you or Tweed may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). This Arbitration Agreement shall apply, without limitation, to all disputes or claims and requests for relief that arose or were asserted before the effective date of this Agreement or any prior version of this Agreement.  

Any action, proceeding, arbitration hearing or mediation relating to or arising from this Agreement must be brought, held, or otherwise occur in the county of Delaware where Tweed is located. PLEASE READ THIS PROVISION CAREFULLY. IT PROVIDES THAT ANY CLAIM MAY BE RESOLVED BY BINDING ARBITRATION AND THAT (i) YOU ARE GIVING UP YOUR RIGHT TO HAVE A TRIAL BY JURY TO RESOLVE ANY CLAIM ALLEGED AGAINST TWEED OR RELATED THIRD PARTIES; (ii) YOU ARE GIVING UP YOUR RIGHT TO HAVE A COURT RESOLVE ANY CLAIM ALLEGED AGAINST TWEED OR RELATED THIRD PARTIES; (iii) YOU ARE GIVIMG UP YOUR RIGHT TO SERVE AS A REPRESENTATIVE, AS A PRIVATE ATTORNEY GENERAL, OR IN ANY OTHER REPRESENTATIVE CAPACITY, AND/OR TO PARTICIPATE AS A CLASS OF CLAIMANT, IN ANY LAWSUIT OR ARBITRATION FILED AGAINST TWEED, AND/OR RELATED THIRD PARTIES. Any claim, dispute, or controversy (“Claim”) by either you or Tweed against the other, or against the officers, directors, employees, agents, parents, subsidiaries, affiliates, beneficiaries, agents, successors, or assigns of the other, arising from or relating in any way to this Agreement or to the relationship formed between the parties as a result of this Agreement, including Claims regarding the applicability of this arbitration clause or the validity of the entire Agreement, shall be resolved exclusively and finally by binding arbitration administered by the American Arbitration Association (“AAA”) in the county in Delaware where Tweed is located. All Claims are subject to arbitration, no matter what theory they are based on. This includes Claims based on contract, tort (including intentional tort), fraud, agency, your, Tweed’s negligence, statutory or regulatory provisions, or any other source of law. Claims and remedies sought as part of a class action, private attorney general, or other representative action are subject to arbitration on an individual (non-class, non-representative) basis only, and the arbitrator may award relief only on an individual (non-class, non-representative) basis. You and Tweed will agree on another arbitration forum if the AAA ceases operations. The arbitration will be conducted before a single arbitrator and will be limited solely to the Claim between you and Tweed. The arbitration, or any portion of it, will not be consolidated with any other arbitration and will not be conducted on a class-wide or class action basis. The prohibition against class action contained in this Section shall be non-severable from the remainder of this Section. If either party prevails in the arbitration of any Claim against the other, the non-prevailing party will reimburse the prevailing party for any fees it paid to the AAA in connection with the arbitration, as well as for any reasonable attorneys’ fees incurred by the prevailing party in connection with such arbitration. Any decision rendered in such arbitration proceedings will be final and binding on the parties, and judgment may be entered in a court of competent jurisdiction. Rules and forms of the AAA may be obtained and Claims may be filed at any AAA office, www.adr.org, or 335 Madison Avenue, New York, NY 10017, telephone 1-800-778-7879. This arbitration agreement is made pursuant to a transaction involving interstate commerce, and shall be governed by the Federal Arbitration Act, 9 U.S.C. §§ 1-16. This arbitration agreement applies to all Claims now in existence or that may arise in the future. Nothing in this Agreement shall be construed to prevent any party’s use of (or advancement of any Claims, defenses, or offsets in) bankruptcy or repossession, replevin, judicial foreclosure or any other prejudgment or provisional remedy relating to any collateral, security, or other property interests for contractual debts now or hereafter owned by either party to the other. IN THE ABSENCE OF THIS ARBITRATION AGREEMENT, YOU MAY OTHERWISE HAVE HAD A RIGHT OR OPPORTUNITY TO LITIGATE CLAIMS THROUGH A COURT BEFORE A JUDGE OR A JURY AND/OR TO PARTICIPATE OR BE REPRESENTED IN LITIGATION FILED IN COURT BY OTHERS (INCLUDING CLASS ACTIONS), BUT EXCEPT AS OTHERWISE PROVIDED ABOVE, THOSE RIGHTS, INCLUDING ANY RIGHT TO A JURY TRIAL, ARE WAIVED AND ALL CLAIMS MUST NOW BE RESOLVED THROUGH ARBITRATION.

Severability. If any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Arbitration Agreement shall continue in full force and effect. 

Survival of Agreement. This Arbitration Agreement will survive the termination of your relationship with us. 

22. General

We reserve the right in our sole discretion to modify, suspend, or discontinue the Service, or any features or parts thereof, whether temporarily or permanently, at any time with or without notice to you in our sole discretion. 

This Agreement, and your access to and use of the Service, shall be governed by and construed and enforced in accordance with the laws of Delaware, without regard to any conflict of law rules or principles that would cause the application of the laws of any other jurisdiction. Any dispute between the parties that is not subject to arbitration or cannot be heard in small claims court, shall be resolved in the state or federal courts of Delaware in the district where Tweed is located. 

Notwithstanding anything contained in this Agreement, we reserve the right, without notice and in our sole discretion, to terminate your right to access or use the Service at any time and for any or no reason, and you acknowledge and agree that we shall have no liability or obligation to you in such event and that you will not be entitled to a refund of any amounts that you have already paid to us, to the fullest extent permitted by applicable law. 

Whenever the word “including” or any derivative thereof is used herein, it shall be construed as if followed by the phrase “without limitation.” If any term, clause or provision of this Agreement is held invalid or unenforceable, then that term, clause or provision will be severable from this Agreement and will not affect the validity or enforceability of any remaining part of that term, clause or provision, or any other term, clause or provision of this Agreement. 

Your relationship to Tweed is that of an independent contractor, and neither party is an agent or partner of the other. this Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you without the prior written consent of Tweed. 

Tweed’s failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision. Except as otherwise provided herein, this Agreement is intended solely for the benefit of Tweed and you are not intended to confer third party beneficiary rights upon any other person or entity.

Provisions of this Agreement that by their nature should survive termination hereof shall survive termination including but not limited to 3 Know Your Customer, 4 Consent to Electronic Communication, 5 Your Representations, 9 Ownership, 12 Acceptable Use Policy, 13 Investigation, Breach, 14 Release, 15 Assumption of Risks, 17 Indemnification, 18 Disclaimers, 19 Limitation of Liability, 21 Dispute Resolution and 22 General.