Legal Information
01
Using the Services
These Terms govern your utilization of the Services, which allow you to buy, collect, listen to, obtain, license, rent, or subscribe to Content, and other proprietary Services. By establishing an account for using the Services in a specific country or territory, you designate it as your country or territory of residence. Your access to Services is contingent upon conditions and limitations, including meeting the eligibility criteria under Section 3 “User Eligibility.” Failure to agree to these Terms prohibits you from accessing or using the Service or otherwise engaging with the Services, and such access or engagement constitutes a breach of these Terms. By accessing or using the Services, connecting or creating your Digital Wallet, or viewing, accessing, transmitting, transacting, uploading, or downloading any information or other Content in connection with the Services, you affirm and guarantee that you (1) satisfy the eligibility requirements detailed in Section 3 below, (2) have read and comprehended the Terms, and (3) will abide by the Terms and remain an Eligible User (as defined under Section 3 below). We retain the sole discretion to, among other actions, modify, suspend, or discontinue the Services (or any part or Content thereof) at any time with or without prior notification to you, and we shall not be liable to you or any third party for exercising such rights. To use our Services, you may require compatible hardware, software (latest version is recommended and sometimes mandatory), and Internet access (which may involve fees). The performance of the Services can be influenced by these factors. To access certain functionalities of the Services, you might need to use a third-party wallet that facilitates your interaction with the platform and other aspects of the Services. Please be aware that we do not possess custody or control over your Digital Assets, wallets, or any blockchains you may interact with. We neither own nor control Metamask, Privy, Coinbase, OpenSea, the Ethereum network or any other blockchain protocol, the public smart contracts you interact with while using the Services, your browser, or any other third-party company, site, product, deployment, protocol, platform, or service you might access, visit, use, or otherwise engage with concerning various features of the Services or Content. As used in these Terms, “Digital Assets” refers to assets or items created or maintained on distributed ledger systems, including (a) assets created, maintained, and used on a specific distributed ledger system or smart contract and forming an integral feature of that system or contract, (b) digital representations of other asset types created and maintained on a distributed ledger system, (c) any other digital asset whose ownership, transfer, or state is proven or secured by cryptographic means, and (d) any other asset generally understood as related or similar to the foregoing, explicitly including (but not limited to) those assets commonly known as crypto tokens, digital tokens, fungible tokens, non-fungible tokens, NFTs, digital coins, crypto coins, cryptoassets, cryptocurrencies, virtual assets, virtual currencies, digital assets, convertible virtual currencies, utility tokens, or utility coins. Certain categories of Digital Assets and other Content are essential for the use or functionality of specific aspects of the Services; these are elaborated upon below.
02
Platform Functionality & Company Position
Our interface offers three primary capabilities: a simplified, user-centric tool for establishing or linking a Digital Wallet to the Orbit|Channel; an exploratory environment for discovering, creating, showcasing, and acquiring digital collectibles that grant licensing rights to specific creative works including Music, Film, and Visual Art NFTs; and a similar environment enabling the discovery of and engagement with supporter communities centered around particular creative works or creators. Our interface serves as merely one means to interact with the Orbit|Channel, rather than being the exclusive method. While parts of our interface comprise a web-based application and visual dashboard that we operate to facilitate your interaction with the Blockchain Frameworks, these Frameworks themselves exist independently of our interface. As stipulated in these Terms, your engagement with the Blockchain Frameworks and associated Content is entirely at your own discretion, and we provide no guarantees regarding the Blockchain Frameworks. The "interface" functions strictly as a non-custodial service providing client-side utilities that enhance users' interactions with the Orbit|Channel Blockchain Frameworks. We do not operate as a wallet service, trading platform, currency exchange, banking institution, or any form of financial services provider or regulated financial business. We do not act as your trading representative, intermediary, representative, or consultant, and maintain no trust-based relationship or obligation to you concerning your use or acquisition of our interface or Content. Although users may create or acquire NFTs through our interface, this does not constitute a promotion or offer of any investment opportunity, financial instrument, or financial product. We are not supporting, suggesting, advising on the value of, or recommending the acquisition of any Digital Asset as an investment vehicle. We offer no guidance regarding the potential market value of any Digital Asset nor the suitability of acquiring any Digital Asset. We do not provide investment guidance or deliver analytical, monetary, or investment assessments on any Digital Assets. All information obtained through our interface, or incidentally shared by us, is provided for informational purposes only and should not be interpreted as investment, taxation, financial, legal, or other professional consultation by or facilitated through us.
03
Participant Requirements
To access or use our Interface, you affirm, guarantee, and state to us the following as of the dates you visit the Portal and otherwise engage with our Interface: You have attained the age of majority (18 years or older). You have not been previously prohibited or excluded from using the Interface. Your access to the Portal and engagement with the Interface does not (a) contravene or otherwise violate any local or international legislation, rule, statute, regulation, ordinance, order, protocol, code, decree, or other directive, requirement, or guideline, published or in force that governs or regulates any individual, property, transaction, activity, event, or other matter, including any rule, order, judgment, directive or other requirement or guideline issued by any local or international federal, provincial or state, municipal, regional or other governmental, regulatory, judicial or administrative authority having jurisdiction over us, you, the Interface, or any Content, platform, protocol, or protocol relating to or utilized to enable and deliver the Interface, or as otherwise legitimately enacted, enforceable by law, common law, or equity (collectively, "Governing Regulations"); and (b) enable or support any prohibited activity. You acknowledge that the Interface is provided solely for personal enjoyment and recreational purposes. You are engaging with, utilizing, or obtaining the Content (including Portal Content) and accessing the Interface exclusively for personal, non-commercial, and non-speculative purposes. You are not a resident, citizen, national, registered, or organized in, have a principal office in, or serve as a representative of Belarus, Burma (Myanmar), Cote D'Ivoire (Ivory Coast), Cuba, Democratic Republic of Congo, Iran, Iraq, Liberia, North Korea, Russia, Crimea, Sudan, Syria, Zimbabwe, or any other jurisdiction subject to embargoes or similar sanctions imposed by the United States, the United Kingdom, or the European Union (collectively,1 "Excluded Jurisdictions," and any such person or entity, an "Excluded Individual"). You do not appear on any restricted parties list or equivalent maintained by the United States government, the United Kingdom government, the European Union, any other government, or the United Nations (collectively, "Restricted Parties List Individuals"). You have no intention to transact or facilitate any transaction with, for, or on behalf of any Excluded Individual or Restricted Parties List Individual, or persons or entities located in an Excluded Jurisdiction. You are not controlled or owned, directly or indirectly, by any Excluded Individual or Restricted Parties List Individual, or any person situated in, typically residing in, or established under the laws of any Excluded Jurisdiction. If you represent an organization, none of your executives, administrators, directors, stakeholders, or authorized delegates is an Excluded Individual or Restricted Parties List Individual, or is situated in, typically residing in, or established under the laws of any Excluded Jurisdiction, or is controlled or owned, directly or indirectly, by any person subject to Sanctions or situated in, typically residing in, or established under the laws of any Excluded Jurisdiction. You are not using, and will not use, a VPN, multiple API keys, route traffic through multiple IP addresses, or other mechanisms to conceal the origin of traffic or employ any other privacy or anonymization tools in connection with data you transmit to the Interface to bypass, or attempt to bypass, Governing Regulations or the provisions of these Terms. You understand and acknowledge that all Digital Assets you may obtain or engage with through the Portal or using the Interface, including any Art NFTs, are digital collectibles created or distributed solely for personal enjoyment, and beyond certain limited, personal licenses to download a single media file (or "artwork"), grant no rights, privileges, or entitlements whatsoever, that they are not financial instruments, and are entirely unsuitable for any such (or any other) purpose. You understand that you should never obtain any Digital Asset or engage with any smart contract through the use of the Interface or on the Portal for investment or other financial purposes, and that any attempt to do so is entirely at your own risk, explicitly violates these Terms, and is likely to result in the complete loss of funds. You understand and acknowledge that the use of blockchain technology, even for personal enjoyment and non-investment purposes, is innovative, complex, and subject to unique inherent risks and requirements. Therefore, you possess a sufficient combination of technical understanding, market awareness, professional guidance, and experience to assess the merits and risks of utilizing the Interface to obtain or engage with Digital Assets of any type, including (as one example among many) the risk of permanent loss of purchased Content, such as your Art NFTs, or evidence of any associated licenses. An individual who fulfills the requirements of this Section is considered a "Qualified Participant."
04
Interface Usage & Participant Behavior
Your interaction with the Interface and Content is governed by these Terms and other referenced policies, as well as Governing Regulations. Any non-compliant use constitutes a breach of these Terms. You are accountable for your engagement with and utilization of the Interface. Under the terms and conditions outlined herein, we grant you a limited, non-exclusive, non-transferable, revocable permission to access and utilize the Portal and Interface strictly subject to the provisions of these Terms, the Privacy Policy, and Governing Regulations. Furthermore, you are permitted a limited, non-exclusive, non-transferable, revocable right to create a text hyperlink to the Portal provided that such link does not portray us, our affiliates, or the Interface in a false, misleading, disparaging, or otherwise defamatory manner, and provided further that the linking site does not contain any illegal materials, or other materials that could be deemed offensive, harassing, or otherwise objectionable. Our granting of such permissions is conditional upon the following conditions and agreements, which must remain valid throughout your use of the Interface: Qualified Participant. You are and will consistently remain a Qualified Participant while using the Interface. Individual Usage. You assert that you are engaging with or obtaining Content for personal enjoyment, without an intention or expectation of financial gain from your use of the Interface, or engagement with or acquisition of any Content. You confirm that you use the Interface and Content solely for personal, non-commercial purposes unless explicitly authorized in writing by us, and you agree not to sell, rent, lease, or provide access to your Profile (including any associated Digital Wallet by transfer of private keys or otherwise) to any person without our prior written consent. Prohibited Activities: You agree to comply with all Governing Regulations when using the Interface, and you will not use the Interface if any Governing Regulation prohibits you from doing so. You agree not to participate in, or facilitate, any activity that violates any Governing Regulation, including applicable sanctions programs, or engage in any activity involving money laundering, terrorism financing, or other illicit financial operations. You agree that you are solely responsible for and have implemented measures to ensure that your use of the Interface does not violate any Governing Regulation. Specific Prohibited Activities: In support of the above, you agree (i) not to engage in any activity that deceives us, other participants, or any other person, or use the Interface to provide false, inaccurate, manipulative, deceptive, or misleading information, including false statements or implications about Digital Assets or Content, or (ii) not to engage in any activities that could cause price manipulation of Digital Assets or Content, nor purchase, sell, or transfer illegal, stolen, or fraudulently obtained items, including as payments to us; you agree not to suggest any untrue or misleading endorsement or affiliation with us; or otherwise breach these Terms. Export Restrictions: You agree that you will not export or re-export, directly or indirectly, any Interface, or other information or materials provided by us hereunder, to any country for which the European Union or any other relevant jurisdiction requires any export license or other governmental approval at the time of export without first obtaining such license or approval. Specifically, but without limitation, the Interface may not be exported or re-exported (a) into any Excluded Jurisdictions or any country designated by the EU as subject to restrictive measures, or (b) to anyone listed on any EU sanctions list or other applicable restricted parties list. You are responsible for and hereby agree to comply at your sole expense with all applicable European Union export laws and regulations. Transactions: You agree not to engage in any activity through the Interface or facilitate any activity through the Interface that results in the sale or promotion of Digital Assets which would be illegal or require registration or licensing under EU or other Governing Regulations. To your knowledge, you will only submit transactions involving legally-obtained Digital Assets when using the Interface. Interface Usage. You will maintain sufficient technical understanding, market awareness, professional guidance, and experience to evaluate the merits and risks of utilizing the Interface to obtain or engage with Digital Assets of any type, including (as one example among many) the risk of permanent loss of purchased Content, such as your Art NFTs and associated licenses to download the associated media file. You accept all consequences of using the Interface, including the inherent risks of transacting in Digital Assets, engaging with smart contracts, and using blockchain technology generally. You are solely responsible for evaluating and understanding any risks related to any activities involving the Interface, Portal Content, or any Content you view, engage with, or obtain through the Interface. Technical Conduct: You agree not to engage in any activity that attempts to interfere with or compromise the integrity, security, or proper functioning of the Interface or computer, server, network, personal device, or other information technology system, including the deployment of viruses, denial-of-service attacks, use of any robot, spider, crawler, scraper, or other automated means to extract or export data collected from or through the Interface, and other conduct that imposes, or may impose a disproportionately large load on our infrastructure. Private Keys and Security: You agree to maintain the security and confidentiality of your private keys, passkey-linked profile, physical device, passwords, seed phrases, and any other information, asset, device, or access mechanism whatsoever associated with any blockchain wallet addresses or Digital Wallets, however designed, controlled or hosted, that are used in connection with your use of the Interface or associated with your Profile. You understand and agree that you are solely responsible for maintaining the security of your profile and control over any usernames, or any other codes, seed phrases and other security information that you use to access the Interface, and that failure to do so could result in the complete loss of any obtained Content or your ability to fully utilize the Interface. Disruptive Behavior. You agree not to interfere with other participants' access to or use of the Interface and to align your activity with these Terms and not to engage in any activity that poses a threat to us, other participants, or third parties; for example, this includes (i) distributing a virus or other harmful code, or through unauthorized access of other participants' profiles or wallets, (ii) unduly burdening the Interface or the networks or services connected to the Interface such as denial of service attacks, or (iii) intentionally violating any privacy rights of us, other participants, or third parties without their consent. Manipulative Usage: You agree not to manipulate view counts, downloads, ratings, or reviews through any means — such as (i) using a bot, script, or automated process; or (ii) providing or accepting any kind of compensation or incentive. Commercial Usage & Gambling: You agree not to utilize the Interface (i) to engage in or promote any lottery, bidding fee auctions, contests, sweepstakes, or other games of chance or (ii) for commercial purposes, in either case without our express written permission. Taxation: You acknowledge that the Interface is not responsible for determining the withholding, sales, use, value added, transfer or other taxes, together with any interest and penalties imposed with respect thereto (collectively, "Taxes"), that may apply to your transactions or use of the Interface, including any receipt of Creator Rewards or subsequent transfers of such Creator Rewards. You agree that you are solely responsible for determining what, if any, Taxes apply to your Digital Assets, use of the Interface, or other transactions and to withhold, collect, report, and remit the correct amounts of Taxes to the appropriate taxing authorities. Intellectual Property Infringement: You agree not to (1) engage in activities involving content that infringes or violates any copyright, trademark, patent, right of publicity, or any other proprietary intellectual property right under the laws of any jurisdiction worldwide; (2) use Content other than in compliance with these Terms without express written consent from the owner of the Content; or (3) engage in any action that implies an untrue endorsement or affiliation with the Interface or Content. Content Restrictions: You agree not to: (1) distribute, publish, broadcast, reproduce, copy, retransmit, or publicly display any of Our Content (as defined below); (2) modify or create derivative works from the Portal or Our Content, or any portion thereof; (3) use any data mining, robots, or similar data gathering or extraction methods on the Portal or Our Content; (4) download any portion of the Portal or Our Content, other than for purposes of page caching, except as expressly permitted by us; (5) download, scrape, reverse engineer, reproduce or copy all or part of any Content unless specifically and expressly permitted otherwise in a separate agreement with us; or (6) seek to or actually access or interact with any Content in a manner not expressly permitted by these Terms and the functionality of the Portal. Aiding Prohibited Conduct. You agree not to assist or permit any person in engaging in any of the activities described above, or otherwise violate these Terms. You represent and warrant that each of the aforementioned conditions and agreements will remain accurate throughout the duration of these Terms and your use of the Interface. If you are uncertain whether a planned use would violate these Terms, please contact us at support@orbit.channel.
05
Orbit|Channel Architecture
The Orbit|Channel Architecture combines three sets of blockchain-based, interconnected smart contracts to provide a unified, publicly accessible, and transparent framework for enthusiasts to directly acquire individual creative works from and support their creators by minting individual Art NFTs, and join supporter communities organized around self-executing, autonomous smart contracts which enable users to mint, collect, and exchange digital assets. Key Components: Orb: An NFT-Compatible smart contract that facilitates both tradable and non-tradable digital assets providing users access to content. These contracts support established NFT trading platforms through the operator pattern. They also include automatic royalty distribution mechanisms to publishers and artists based on predetermined percentage allocations. Store: A smart contract that facilitates the sale of a specified quantity of NFTs at a fixed price. Marketplace: A smart contract offering a bulletin-board service where users can list their NFTs for sale at fixed prices. Art NFTs are indivisible Digital Assets granting the holder a personal license to access creative works through the Interface. The purchase and minting of each Art NFT are managed via autonomous smart contracts which, once deployed, cannot be altered. The processes within these smart contracts operate entirely through code execution beyond our involvement or control. We do not control the Orbit|Channel Architecture or any accompanying liquidity mechanisms, nor do we maintain or contribute, directly or indirectly, to any marketplace or other exchange mechanisms for buying or selling Digital Assets beyond the Interface components described above. We make no representation or warranty regarding the functionality of the Orbit|Channel generally. We do not guarantee any ability to resell Digital Assets or any price for trading. If trading is available, we make no representation or warranty as to the ability to recover the cost of purchasing a Digital Asset, nor profit from the sale of such asset. We provide no advice or opinion on the value of any Digital Asset, nor advise on any aspect of trading Digital Assets, in any respect. By using the Interface, you hereby acknowledge and agree that you understand the risks of interacting with Digital Assets, including but not limited to those described elsewhere herein, and are solely responsible for any funds or value lost as a result of your purchase or usage of Digital Assets and the associated contracts.
06
Our Content
Unless we indicate otherwise in writing, the Portal, all its content, and all other materials within it, including our logo, and all designs, text, graphics, pictures, information, data, software, Art NFTs and associated media files, other files, and their selection and arrangement (collectively, "Our Content") are owned by us or our affiliates, licensors, or users, as applicable. The Orbit|Channel logo and any of our product or service names, logos, or slogans that may appear on the Portal or elsewhere are our or our affiliates' trademarks, and may not be copied, imitated, or used, in whole or in part, without our prior written permission. Use of Our Content: You may not use any Our Content to link to the Portal without our express written permission. You may not use framing techniques to enclose any of Our Content without our express written consent. Furthermore, the appearance and feel of the Portal, Interface, and Our Content, including all page headers, custom graphics, button icons, and scripts, constitute our service mark, trademark, or trade dress and may not be copied, imitated, or used, in whole or in part, without our prior written permission. Availability of Content: Purchased Content in the form of licenses associated with a particular Art NFT will generally remain accessible for you to download, redownload, or otherwise access from us as long as you hold the NFT in question. Content could be removed from the Interface and become unavailable for further download or access from us (for instance, if we lose our right from the Content provider to make it available). Content Sources: We exclusively publish content from established Publishers or Record Labels that possess the relevant rights to such content. We do not list or make content available directly from individuals. All content available through our Interface has been appropriately licensed from authorized rights holders in accordance with applicable intellectual property laws.
07
Payments, Taxes, and Refunds
Fees and purchase prices associated with the acquisition or trading of Art NFTs through Digital Assets are permanently fixed upon the deployment of the relevant smart contracts and are publicly verifiable. Purchases of Art NFTs on the Portal must be made using one of the specified digital assets via the Digital Wallet connected to your Profile. When acquiring an Art NFT on the Portal, you agree to pay the price indicated on the transaction page of the Portal and in accordance with the Portal's procedures. By acquiring an Art NFT on the Portal or any other platform, you further agree to pay all applicable fees, including, but not limited to, any transaction fees, protocol fees, and gas fees, as may be relevant. All transactions involving Digital Assets may incur fees distributed to various parties, including the creator, publisher, and platform. These fee rates and recipient addresses are irrevocably set at deployment and automatically calculated and distributed. By contributing funds to the smart contract and acquiring the corresponding Digital Asset, whether through the Interface or otherwise, you agree to pay all applicable fees, including, but not limited to, any transaction fees, protocol fees, and gas fees, as may be relevant. In certain situations, you may be able to acquire some Content directly from us via the Interface either for free or for a charge, both referred to as a "Transaction." Each Transaction is an electronic contract between you and us, or you and the entity providing the Content on the Interface. In some circumstances, we may charge your chosen payment method for any directly paid Transactions, including applicable taxes. You can link multiple payment methods to your Profile, and you agree that we may store and charge those payment methods for Transactions. If we are unable to charge you, you remain responsible for any outstanding amounts, and we may attempt to charge you again or request that you provide an alternative payment method. If we offer the option to pre-order Content, you will be charged when the Content is delivered to you (unless you cancel before the Content's availability). In compliance with local law, we may automatically update your payment information for your payment methods if such information is provided by payment networks or your financial institutions. We will issue refunds for direct purchases of Content at our sole discretion, and in any case, only for funds actually received by us in connection with a direct purchase, and we reserve the right to decline any refund request. Funds sent or purchases made through the Orbit|Channel Architecture smart contracts for Digital Assets are not under our control and cannot be reversed or refunded. These Terms are not intended to, and do not, establish or impose any fiduciary duties on us. To the maximum extent permitted by law, you acknowledge and agree that we owe no fiduciary duties or liabilities to you or any other party by virtue of your use of the Interface, and that, if any such duties or liabilities could exist legally or in equity, those duties and liabilities are hereby irrevocably disclaimed, waived, and eliminated. Our only duties and obligations to you are those expressly stated in these Terms and any mandatory duties under Governing Regulations. By using the Interface, you acknowledge that we must comply with all Governing Regulations. You acknowledge that Governing Regulations may require us to take certain actions or provide information upon request by government agencies or otherwise, which we deem necessary, and which may not be in your best interests.
08
Blockchain, Third-Party Materials & Hyperlinks
The Interface may provide you with access to certain public data and other information (including information derived from public blockchain records). This information is offered for your convenience; however, Orbit|Channel neither endorses nor approves any such information. Orbit|Channel neither (1) guarantees the accuracy, timeliness, or completeness of any such information, nor (2) warrants any results from your use or reliance on such information. You agree that you use any such information at your own risk. You agree that neither Orbit|Channel nor its agents (including independent contractors or other service providers) will be liable to you in any way for the termination, interruption, delay, or inaccuracy of any such information on the Interface. We do not endorse, support, conduct diligence on, represent, or guarantee the completeness, truthfulness, accuracy, or reliability of any information on any blockchain. You agree that you will neither redistribute nor facilitate the redistribution of any such information, nor will you provide access to such information to anyone not authorized by us to receive it. Furthermore, your public key and Digital Wallet address (necessary for interacting with a blockchain), as well as your profile and wallet holdings, are publicly visible. If your public key or wallet address can be linked to you, it may be possible for someone to identify you and the Items in, and activities associated with, your wallet. We bear no responsibility for the functionality or integrity of any underlying blockchain, decentralized storage solution, smart contracts deployed on the underlying blockchain, or distributed ledger network associated with any Content or Digital Asset that the Interface or Content may relate to. Since we cannot guarantee the functionality of any underlying blockchain or distributed ledger, we cannot be held responsible for failures occurring on the underlying blockchain due to, but not limited to, the following events: network downtime, soft forks, hard forks, merges, DAO votes, 51% attacks, double-spending instances or bugs, consensus failures, distributed denial of service attacks, key loss, key theft, wallet bugs, wallet code failure, and similar occurrences. Consequently, we are unable to guarantee that all Interface features will operate as intended or that any Content will necessarily display or otherwise be presented via the Interface as intended. Similarly, we cannot guarantee the functionality of features and services that are managed by or depend on third parties with whom we may work. Occasionally, we may collaborate with third parties to facilitate the Interface and may rely on third-party platforms, service providers, and vendors. We do not guarantee that third parties with whom we may work will perform their intended functions as expected. Therefore, we are not responsible for the functionality of third-party systems that may be necessary to facilitate the Interface. Accordingly, we cannot be held liable if the Interface ceases to function, or never functions, as intended due to errors of third parties or that may occur on the underlying blockchains upon which the Interface may depend. We also cannot be held liable for errors related to decentralized storage solutions that may be used by users, us, or other affiliated third parties, or that may otherwise occur and result in the malfunction of the Interface. The Interface and Content may contain links or functionality allowing access to or use of third-party websites ("Third-Party Websites") and applications ("Third-Party Applications"), or otherwise display, include, or make available content, data, audio, information, services, applications, or materials from third parties ("Third-Party Materials"). When you click on a link to, access, or use a Third-Party Website or Third-Party Application, although we may not notify you that you have left the Interface, you may be subject to the terms and conditions (including privacy policies) of another website or destination. Third-Party Websites, Third-Party Applications, and Third-Party Materials are not under our control and may be "open" applications for which no recourse is possible. To the fullest extent permissible by Governing Regulations, you agree we are not responsible or liable for any Third-Party Websites, Third-Party Applications, and Third-Party Materials. You use all links to Third-Party Websites, Third-Party Applications, and Third-Party Materials at your own risk. We may provide links to Third-Party Websites and Third-Party Applications solely as a convenience and do not review, recommend, approve, monitor, endorse, warrant, or make any representations regarding information concerning Third-Party Websites or Third-Party Applications, or their products or services or associated Third-Party Materials, which is provided on an "as is" basis, nor do the opinions, advice, or information of any third party reflect those of Orbit|Channel.
09
Service Providers
You are prohibited from using a service provider in connection with your use of the Interface unless the service provider first agrees in writing to: (i) use the Interface exclusively for you and at your direction to provide requested services in a manner consistent with these Terms, all other applicable terms and policies, and your privacy policy, and for no other individual or entity and for no other purpose, including the service provider's own purposes, and (ii) if the service provider engages another service provider ("Sub-Service Provider") to provide the requested services, ensure the Service Provider requires the Sub-Service Provider in writing to comply with the above requirements, and (iii) agrees to these Terms. You must ensure that any service provider and Sub-Service Provider comply with these Terms and all other applicable terms and policies as if they were in your position, and you are accountable for their actions and omissions, including their noncompliance. When you stop using a service provider or Sub-Service Provider, you must ensure they immediately cease using the Interface and promptly delete all Interface data in their possession or control. Upon our request, you must provide a list of your service providers and Sub-Service Providers, including up-to-date contact information for each, the types and volume of services, and proof of written agreements with your service providers to demonstrate compliance with this Section. We reserve the right to prohibit your use of any service provider or Sub-Service Provider in connection with your use of the Interface or data from the Interface if we believe that (1) they have violated these Terms, Governing Regulations, or other applicable terms or policies, or (2) they are negatively impacting the Interface or its users, and we will provide you with notice if we do so. Promptly upon receiving such notice, you must stop using that service provider or Sub-Service Provider in connection with your use of the Interface or processing of the Interface data.
10
Limitation of liability
To the maximum extent permitted by law, neither we nor any associated parties will be liable for any indirect, incidental, special, consequential, or punitive damages, or any lost profits or revenues, whether incurred directly or indirectly, or any loss of data, use, goodwill, or other intangible losses resulting from: (i) your ability or inability to access or use the interface; (ii) any conduct or content from third parties on the interface, including any harmful, offensive, or illegal behavior; (iii) any content obtained through the interface; (iv) unauthorized access, use, or alteration of the interface or content; or (v) use of digital assets. Our total liability in any instance will not surpass either one hundred euros (€100.00) or the amount you paid us in the preceding six months for the specific interface feature giving rise to the claim, whichever amount is greater. These limitations apply irrespective of the theory of liability, whether based on warranty, contract, statute, tort (including negligence), or otherwise, even if we have been informed of the potential for such damages, and even if any remedy fails to achieve its fundamental purpose, to the fullest extent allowed by applicable law. We and our affiliates disclaim all responsibility and will not be liable for any losses or damages arising from: (a) user errors, improperly structured transactions, or address errors; (b) server failures or data loss; (c) unauthorized access or use; (d) any third-party attacks including viruses, phishing, brute force attacks, or other methods targeting the interface or digital assets; or (e) tax obligations. We and our affiliates assume no responsibility for any losses or injuries resulting from vulnerabilities, failures, abnormal software behavior (including wallets and smart contracts), blockchain issues, or any interface features. By using our platform, you release and discharge us (along with our officers, employees, agents, successors, and assigns) from all past, present, and future disputes, claims, controversies, demands, rights, obligations, liabilities, actions, and causes of action of any nature (including personal injuries, death, and property damage) that arise directly or indirectly from your use of the portal, including interactions with other users or third-party content. Certain jurisdictions protect consumers by not permitting specific warranty exclusions, limitations on incidental or consequential damages, or limitations on liability for personal injury. In such locations, some of these limitations may not apply to you. Nothing in these terms endeavors to exclude liability that cannot be excluded under applicable law.
11
Assumption of Risk
You accept and acknowledge: We do not provide legal, tax, regulatory, financial, accounting, or other advice. You are solely responsible for determining what, if any, taxes apply to your transactions and for withholding, collecting, reporting, and remitting the correct tax amounts to the appropriate tax authorities. Orbit|Channel is not responsible for determining, withholding, collecting, reporting, or remitting the taxes applicable to your Digital Assets. Prices and liquidity of Digital Assets and their validation are subject to significant volatility and fluctuations. There are inherent risks associated with using internet and blockchain-based products, including risks related to hardware, software, and internet connections, potential malicious software intrusions, and unauthorized third-party access to your wallet or Profile. You accept that Orbit|Channel will not be responsible for any communication failures, disruptions, errors, distortions, or delays you may experience when using the Interface or any blockchain network, regardless of the cause. The nature of Digital Assets may involve increased risks of fraud or cyber-attack, and technical difficulties experienced by the platforms storing Digital Assets could prevent access to or use of your Digital Assets. You have confirmed to us that you possess sufficient knowledge about blockchain technology to utilize the Interface. Digital Asset prices and liquidity are extremely unpredictable and may undergo substantial fluctuations. Price changes in one Digital Asset could significantly impact other Digital Assets. Governing Regulations concerning blockchain technologies and Digital Assets remain uncertain and are evolving, and new regulations or policies could materially affect the Interface and the use, transfer, exchange, and value of Digital Assets. Blockchain transactions may be irreversible, potentially rendering losses from fraudulent or accidental transactions unrecoverable. Certain Digital Asset transactions are considered final when recorded on a public ledger, which may not coincide with when you initiated the transaction. Digital Assets derive value partly from the continued willingness of market participants to acquire them, creating the possibility of permanent and complete value loss should the market for a specific Digital Asset (or related assets) cease to exist. Modifications to Third-Party Materials may introduce risks affecting your access to and use of the Interface. You understand and agree that you alone are responsible for assessing the nature, potential value, suitability, and appropriateness of these risks, and that we do not provide advice or recommendations regarding Digital Assets, including their suitability, appropriateness, or investment strategies. You understand and agree that you access and use the Portal, Interface, and any Content at your own risk, and that this summary does not encompass all possible risks associated with Digital Assets or the Interface. You acknowledge that Orbit|Channel will not be responsible for any communication failures, disruptions, errors, distortions, or delays you may encounter when using Digital Assets or other blockchain-based technology, regardless of the cause.
12
Complete Agreement
Except as specified herein or in other written contracts between us and you, these Terms constitute the entire agreement between you and us concerning your access to and use of the Interface, Content, and Digital Assets. These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you without our prior written consent, and our failure to assert any right or provision under these Terms shall not be interpreted as a waiver of such right or provision. No waiver by either party of any breach or default shall be deemed a waiver of any preceding or subsequent breach or default. The section headings used herein are for organizational purposes only and should not be considered to have any legal effect. The Interface is operated by us from within the European Union. Those who choose to access the Interface from locations outside the European Union do so on their own initiative and are responsible for complying with applicable local laws. You agree that the United Nations Convention on Contracts for the International Sale of Goods will not apply to the interpretation or construction of these Terms. Except as otherwise provided herein, these Terms are intended solely for the benefit of the parties involved.
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Dispute Resolution
Any disputes arising from or in connection with these Terms or the Service shall be subject to the exclusive jurisdiction of the courts of Rijeka, Croatia.
Note for Consumers: If you are a Consumer, you may have the right to bring proceedings against us in the courts of your country of residence within the EU. The European Commission provides an online dispute resolution platform: https://ec.europa.eu/consumers/odr/.
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Updates to Terms
We may update these Terms periodically. If we make changes that we determine, in our sole discretion, to be significant, we will inform users through an announcement on the Portal. By continuing to access the Portal or use the Interface after such changes take effect, you accept and agree to be bound by the revised Terms. You are responsible for regularly reviewing these Terms to remain informed of any modifications, and your continued use of the Interface signifies acceptance of the current version of the Terms. We encourage you to check the Terms whenever you use the Interface to ensure you understand the conditions that apply to your access and usage.