- Acceptance of Terms. Please read these Terms carefully, as they set forth your rights and responsibilities when you use this Site to purchase JoyNFTs or to view, display, or interact with JoyNFTs though the Company’s proprietary 3D, augmented reality (“AR”) viewer “JOYvision,”and its virtual reality (“VR”) viewer in development (collectively, the “Services”). When each JoyNFT is sold for the first time, the agreement for sale is between the Company and the initial purchaser. If the initial purchaser decides to sell the JoyNFT through this Site, then this Site serves only as a platform facilitating such transaction between a buyer and seller. The Company will not be a party to any agreement between such buyer and seller of JoyNFTs or between any other users.
All JoyNFTs are stored on and accessible through the Ethereum blockchain. Thus, the Company does not maintain the JoyNFTs on this Site and, aside from transferring control of the JoyNFT to the initial purchaser of the JoyNFT, the Company has no control over the transfer, storage, ownership, or maintenance of the JoyNFT.
When you connect your cryptocurrency wallet to the Site using a trusted service provider, such as Wallet Connect or Wallet Link, you accept and agree to be bound by these Terms and all of the terms incorporated here by reference. By agreeing to these Terms, you hereby certify that you are at least 18 years old. If you do not agree to these Terms, you must not access or use the Site.
THESE TERMS ALSO INCLUDE AN ARBITRATION CLAUSE AND CLASS ACTION WAIVER. BY AGREEING TO THESE TERMS, YOU AGREE TO RESOLVE ALL DISPUTES THROUGH BINDING INDIVIDUAL ARBITRATION. THIS MEANS THAT YOU WAIVE ANY RIGHT TO HAVE THE DISPUTE DECIDED BY A JUDGE OR JURY. YOU ALSO WAIVE ANY RIGHT TO PARTICIPATE IN COLLECTIVE ACTION, WHETHER THROUGH CLASS ACTION, CLASS ARBITRATION, OR REPRESENTATIVE ACTION. YOU CAN OPT-OUT OF THE ARBITRATION CLAUSE BY PROVIDING US WITH NOTICE OF YOUR INTENT TO DO SO WITHIN THIRTY (30) DAYS OF YOUR INTIAL AGREEMENT TO THESE TERMS.
We reserve all rights to change or modify these Terms at any time and in our sole discretion. You hereby acknowledge and agree that by accessing or using the Site following any change of these Terms, you are agreeing to the revised Terms and all of the terms incorporated in it by reference.
Please review the Terms each time you access the Site to ensure that you understand how the Terms apply to your activities on the Site and the Services.
- Linking Your Cryptocurrency Wallet. When you link your cryptocurrency wallet, you acknowledge and agree that you are solely responsible for maintaining the security of your wallet and your control over any wallet-related authentication credentials, private, or public cryptocurrency keys, non-fungible tokens or cryptocurrencies that are stored in or are accessible through your wallet. Any unauthorized access to your cryptocurrency wallet by third parties may result in the loss or theft of JoyNFTs and/or funds held in your wallet and any associated wallets, including, but not limited to, any linked financial information such as bank account(s) or credit card(s). The Company will not be responsible for managing and maintaining the security of your cryptocurrency wallet. The Company will not be liable for any unauthorized access or use of your cryptocurrency wallet. If you notice any unauthorized or suspicious activity in your cryptocurrency wallet that seems related to this Site, please notify us immediately in writing.
- Ownership. Unless otherwise set forth in writing by Company, the Site, JOYworld, all content, and all other materials contained therein, including, but not limited to, the Company’s logos, and all designs, texts, graphics, pictures, information, data, software, sound files, other files, and the selection and arrangement thereof (collectively, “Site Content”) are the proprietary property of the Company and its affiliates, licensors, or users, as applicable. The Company’s logo and any Company product or service names, logos, or slogans that may appear on the Site or elsewhere are trademarks of the Company or its affiliates, and may not be copied, imitated or used, in whole or in part, without the Company’s prior written consent.
You may not use any Site Content or link to the Site without the Company’s prior written consent. You may not use framing techniques to enclose any Site Content without the Company’s prior written consent. Furthermore, the look and feel of the Site Content, including, without limitation, all page headers, custom graphics, button icons, and scripts constitute the service mark, trademark, or trade dress of the Company and may not be copied, imitated, or used, in whole or in part, without the Company’s prior written consent.
- Terms of Sale. By placing an order on the Site, you acknowledge and agree that you are submitting a binding off to purchase a JoyNFT. If you are the initial purchaser of a JoyNFT, then all amounts due are to be paid to the Company. If you are not the initial purchaser of a JoyNFT, then amounts may be paid to the then-holder of the JoyNFT. You also acknowledge and agree that the Company will receive a royalty of ten-percent (10%) with every subsequent sale of a JoyNFT (“Royalty” or “Royalties”). For example, if you are the initial purchaser, and you sell a JoyNFT for $100 to a subsequent purchaser, $10.00 will automatically be transferred to the Company and you will receive $90.00. The Company has the right to collect Royalties for JoyNFT sales in perpetuity and may use those funds in any way the Company sees fit.
IF YOU SELL A JOYNFT ON A THIRD-PARTY NFT MARKETPLACE, YOU SHALL INCLUDE A STATEMENT SUBSTANTIALLY SIMILAR TO THE FOLLOWING IN THE DESCRIPTION OF THE NFT:
“10% Royalty Applies. See JOYWORLD TERMS for details.”
In addition, when you buy or sell a JoyNFT on this Site, you will agree to pay all applicable fees associated with the transaction and you authorize the Company to automatically charge and collect such fees from your payment. The Company will always display a breakdown of any transaction or other fees before your purchase or sale of a JoyNFT.
No refunds are permitted except with respect to any statutory warranties or guaranties that cannot be excluded or limited by applicable law.
This provision shall not be applicable to any Collaborations. For the purposes of these Terms, “Collaborations” shall be defined as works jointly developed by Creator in collaboration with another artist/creator, and pursuant to which proceeds from any sale of such works are shared evenly between Creator and the other creator.
- Intellectual Property. Other than Site Content, all other trademarks, product names, and logos on the Site 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. Without limiting the foregoing, if you believe that third-party material hosted on the Site infringes your copyright or trademark rights, please file a notice of infringement by contacting the Designated Copyright Agent identified below.
Your notice must contain the following information as required by the Digital Millennium Copyright Act (17 U.S.C. § 512.) (“DMCA”):
- The full name and a physical or electronic signature of the person authorized to act on behalf of the copyright owner;
- Identification of the copyrighted work claimed to have been infringed. If multiple copyrighted works are covered by your notice, you may provide a representative list of the copyrighted works that you claim have been infringed;
- Reasonably sufficient detail to enable us to identify and locate the copyrighted work that is claimed to be infringing (e.g., a link to the page on the Site that contains the material);
- A mailing address, telephone number, and email address where we can contact you;
- A statement that you have a good-faith belief that the disputed use of the copyrighted work is not authorized by the copyright owner, its agent, or the law; and
- A statement made by you, under penalty of perjury, that the information in the notice is true, complete, and accurate and that you are the copyright owner or are authorized to act on behalf of the copyright owner.
Please submit your notice to the Designated Copyright Agent below: Satnick Lau LLP 11755 Wilshire Blvd., Suite 1250, Los Angeles, CA 90025 Email: firstname.lastname@example.org
Once adequate notice is received by the Company, as described above, the Company will respond expeditiously and take whatever action, in its sole discretion, that is considered appropriate including removal of the disputed copyrighted work from the Site.
If you believe that a DMCA notice of copyright infringement has been improperly submitted against you, you may submit a counter-notice to the Designated Copyright Agent with the following information required under the DMCA:
- Your physical or electronic signature;
- Identification of the copyrighted work that has been removed or to which access has been disabled including a link to the page on the Site that contained the material before it was removed or disabled;
- A statement under penalty of perjury that you have a good-faith belief that the copyrighted work was removed or disabled as a result of mistake or misidentification;
- Your name, address, email address, and telephone number; and
- A statement that you (i) consent to the jurisdiction of the Federal District Court in the judicial district where your address is located if the address is in the United States, or the Oregon District Court if your address is located outside the United States, and (ii) accept service of process from the person who provided the DMCA notice of the alleged copyright infringement.
Please submit your counter-notice to the Designated Copyright Agent below: Satnick Lau LLP 11755 Wilshire Blvd., Suite 1250, Los Angeles, CA 90025 Email: email@example.com
If the Company receives a counter-notice in compliance with the above requirements, we will provide the person who submitted the DMCA copyright infringement notice with a copy of the counter-notice, informing them that the Company will replace the removed material in ten (10) business days from the date of the counter-notice unless the Company first receives notice from the person who submitted the DMCA copyright infringement notice that they have filed an action seeking a court order to restrain the allegedly infringing activity.
WHILE THE COMPANY INTENDS TO COMPLY WITH ALL PROVISIONS OF THE DMCA, IT WILL NOT UNILATERALLY TAKE RESPONSIBILITY FOR POLICING AND REMOVING MATERIAL THOUGHT TO BE INFRINGING.
Subject to your continued compliance with these Terms, the Company hereby grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Site Content. In return, you agree that you must not engage, or assist, in any activity that violates any law, statute, ordinance, regulation, or sanctions program, including, but not limited to, the U.S. Department of Treasury’s Office of Foreign Assets Control (“OFAC”), or that involves proceeds of any unlawful activity. You also agree that you will not engage in any other activity or behavior that threatens the Company, (e.g., by distributing a virus or other harmful code, or through unauthorized access to the Site or other users’ cryptocurrency wallets and not to interfere with other users’ access to or use of the Services.
You also agree that you will not:
- Distribute, publish, broadcast, reproduce, copy, retransmit, or publicly display any Site Content without the prior written consent of the Company;
- Modify or create derivative works from the Site Content, or any portion thereof without the prior written consent of the Company;
- Use any data mining, robots, or similar data gathering or extraction methods on the Site Content without the prior written consent of the Company; and
- Download any portion of the Site Content, other than for purposes of page caching, without the prior written consent of the Company.
- General and Limited Commercial Use of JoyNFTs. With respect to the JoyNFTs, each purchaser of a JoyNFT is granted a non-exclusive, worldwide, limited license to such JoyNFT and its content to publicly display, perform, distribute, sell, or otherwise reproduce such JoyNFT and its content solely for their own personal, non-commercial purposes, subject to their continued compliance with these Terms. Each purchaser of a JoyNFT is granted a non-exclusive, worldwide, limited license to publicly display, perform, distribute, sell, or otherwise reproduce such JoyNFT and its content for the purpose of commercializing their own merchandise that includes, contains, or consists of the JoyNFT (“Commercial Use”) so long as: (i) such Commercial Use does not result in the purchaser earning more than One Hundred Thousand Dollars ($100,000) in gross revenue each year; and (ii) their continued compliance with these Terms.
You hereby acknowledge and agree that JoyNFTs are limited-edition digital creations based on content that may be trademarked and/or copyrighted by the Company. Unless otherwise specified, your purchase of a JoyNFT does not give you the right to publicly display, perform, distribute, sell, or otherwise reproduce the JoyNFT or its content for any other commercial purpose. You also acknowledge and agree that you are not receiving any copyright interest in the JoyNFT or its content, all rights with respect to which will remain with the Company, and that the Company may sell, license, modify, display, broadcast and create derivative works based on your JoyNFT or its content. Any commercial exploitation of the JoyNFT in contravention with these Terms could subject you to claims of copyright infringement. If you sell a JoyNFT through the Site, you acknowledge and agree that you will not have any claims against the Company for any breach of these Terms by a purchaser. If you purchase a JoyNFT on the Site, you shall hold the Company and the seller of such JoyNFT harmless from and against any and all violations or breaches of these Terms.
If you are unsure whether a contemplated use of the Site Content or a JoyNFT and its content would violate these Terms, please contact us at: Satnick Lau LLP 11755 Wilshire Blvd., Suite 1250, Los Angeles, CA 90025 Email: firstname.lastname@example.org
- Taxes. The Company is not responsible for determining the withholding, sales, uses, value added, transfer or other taxes, together with any interest and penalties imposed with respect to them (collectively, “Taxes”), that may apply to any transactions on this Site. You acknowledge and agree that you are solely responsible for determining what, if any, Taxes apply to your transactions and to withhold, collect, report, and remit the correct amount of Taxes to the appropriate taxing authorities. Unless otherwise indicated on an applicable invoice, amounts due under this Site are exclusive of sale, use, value added or similar Taxes (“Sales Taxes”). This means that Sales Taxes become your sole responsibility. Upon our request, you agree to promptly provide a properly executed Internal Revenue Service Form W-9 or applicable Internal Revenue Service W-8 and any other tax form that is reasonably required by the Company to comply with its tax reporting obligations.
- Modifications. You acknowledge and agree that the Company may modify part or all of this Site or the Services without notice, and that the Company may update these Terms and any other document incorporated by reference therein at any time
- Risks. Please note the following risks in accessing, purchasing, selling, or using JoyNFTs: The price and liquidity of blockchain assets, including JoyNFTs, are extremely volatile and may be subject to large fluctuations. Fluctuations in the price of other digital assets could materially and adversely affect JoyNFTs, which may also be subject to significant price volatility. Legislative and regulatory changes or actions at the state, federal, or international level may also adversely affect the use, transfer, exchange, and value of JoyNFTs. JoyNFTs are not legal tender and are not backed by any government. Transactions of JoyNFTs may be irreversible, and, accordingly, losses based on fraudulent or accidental transactions may not be recoverable. Some transactions in JoyNFTs will be deemed to be made when recorded on a public ledger, which is not necessarily the date or time that you initiated the transaction. The value of JoyNFTs may derive from the continued willingness of market participants to exchange fiat currency or digital assets for JoyNFTs, which may result in the potential for permanent and total loss of value of a particular JoyNFT should the market for that JoyNFT disappear.
You acknowledge and agree that you are solely responsible for determining the nature, potential value, suitability, and appropriateness of these risks for yourself, and that the Company does not give advice or recommendations on JoyNFTs, including, but not limited to, the suitability and appropriateness of, and investment strategies for, JoyNFTs. You agree and understand that you access and use this Site at your own risk. Yet this brief statement does not disclose all of the risks associated with JoyNFTs and other digital assets. You acknowledge and agree that the Company will not be responsible for any communication failures, disruptions, errors, distortions, or delays you may experience when using JoyNFTs, however caused.
UNLESS OTHERWISE STATED IN A WRITING BY THE COMPANY, THE SITE, AND ANY SITE CONTENT CONTAINED THEREIN, AND ALL JOYNFTS LISTED THEREIN ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED. THE COMPANY AND ITS AFFILIATES MAKE NO WARRANTY THAT THE SITE WILL (1) MEET YOUR REQUIREMENTS; (2) BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; OR (3) BE ACCURATE, RELIABLE, COMPLETE, LEGAL, OR SAFE.
THE COMPANY 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 SITE. THE COMPANY DOES NOT REPRESENT OR WARRANT THAT SITE CONTENT IS ACCURATE, COMPLETE, RELIABLE, CURRENT, OR ERROR-FREE.
WHILE THE COMPANY ATTEMPTS TO MAKE YOUR ACCESS TO AND USE OF THE SITE AND SITE CONTENT SAFE, IT CANNOT AND DOES NOT REPRESENT OR WARRANT THAT THE SITE, SITE CONTENT, ANY JOYNFTS LISTED ON THE SITE OR ITS SERVERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THE COMPANY CANNOT AND DOES NOT GUARANTEE THE SECURITY OF ANY DATA THAT YOU DISCLOSE ONLINE. YOU ACCEPT THE INHERENT SECURITY RISKS OF PROVIDING SUCH INFORMATION AND DEALING ONLINE OVER THE INTERNET AND WILL NOT HOLD THE COMPANY RESPONSIBLE FOR ANY BREACH OF SECURITY UNLESS IT IS DUE TO THE COMPANY’S GROSS NEGLIGENCE.
THE COMPANY WILL NOT BE RESPONSIBLE OR LIABLE TO YOU FOR ANY LOSS AND TAKES NO RESPONSIBILITY FOR, AND WILL NOT BE LIABLE TO YOU FOR, ANY USE OF JOYNFTS INCLUDING, BUT NOT LIMITED TO, ANY LOSSES, DAMAGES, OR CLAIMS ARISING FROM: (A) USER ERROR SUCH AS FORGOTTEN PASSWORDS, INCORRECTLY CONSTRUCTED TRANSACTIONS, OR MISTYPED ADDRESSES; (B) SERVER FAILURE OR DATA LOSS; (C) CORRUPTED WALLET FILES; (D) UNAUTHORIZED ACCESS TO APPLICATIONS; (E) ANY UNAUTHORIZED THIRD-PARTY ACTIVITIES, INCLUDING, WITHOUT LIMITATION, THE USE OF VIRUSES, PHISHING, BRUTE FORCING OR OTHER MEANS OF ATTACK AGAINST THE SITE OR JOYNFTS.
JOYNFTS ARE INTANGIBLE DIGITAL ASSETS. THEY EXIST ONLY BECAUSE OF THE OWNERSHIP RECORD MAINTAINED IN THE ETHEREUM NETWORK. ANY TRANSFER OF TITLE THAT MIGHT OCCUR IN ANY UNIQUE DIGITAL ASSET OCCURS ON THE DECENTRALIZED LEDGER WITHIN THE ETHEREUM PLATFORM. WE DO NOT GUARANTEE THAT THE COMPANY OR ANY OF ITS AFFILIATES CAN TRANSFER TITLE OR RIGHTS IN ANY JOYNFT.
The Company is not responsible for sustained casualties due to vulnerability or any kind of failure, abnormal behavior of software (e.g., wallet, smart contract), blockchains or any other features of the JoyNFTs. The Company is not responsible for casualties due to late report by developers or representatives (or no report at all) of any issues with the blockchain supporting JoyNFTs including forks, technical node issues, or any other issues having fund losses as a result.
Nothing in these Terms will 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 by legitimate means.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES IN CONTRACTS WITH CONSUMERS, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
AS MUCH AS IS LAWFUL, IN NO EVENT WILL THE COMPANY BE LIABLE TO YOU OR ANY THIRD-PARTY FOR ANY LOST PROFIT OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES ARISING FROM THESE TERMS, THE SITE, SITE CONTENT, THE SERVICES, OR THIRD-PARTY SITES AND PRODUCTS, 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, WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE AND EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE SITE, SITE CONTENT, THE SERVICES OR THIRD-PARTY SITES AND PRODUCTS ARE 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, IN NO EVENT WILL THE MAXIMUM AGGREGATE LIABILITY OF THE COMPANY ARISING OUT OF OR IN ANY WAY RELATED TO THIS AGREEMENT, THE ACCESS TO AND USE OF THE SITE, SITE CONTENT, JOYNFTS, OR ANY SERVICES PURCHASED ON THE SITE EXCEED THE GREATER OF (A) $100 OR (B) THE AMOUNT YOU HAVE PAID TO THE COMPANY FOR THE SERVICES IN THE LAST TWELVE (12) MONTHS OUT OF WHICH LIABILITY AROSE.
- Indemnification. As much as is lawful, you agree to indemnify, defend, and hold harmless the Company and its respective past, present, and future employees, officers, directors, contractors, consultants, equity holders, suppliers, vendors, service providers, parent companies, subsidiaries, affiliates, agents, representatives, predecessors, successors, and assigns (individually and collectively, the “Company Parties”), from and against all actual or alleged third-party claims, damages, awards, judgments, losses, liabilities, obligations, penalties, interest, fees, expenses (including, without limitation, attorneys’ fees and expenses) and costs (including, without limitation, court costs, costs of settlement and costs of pursuing indemnification and insurance), of every kind and nature whatsoever, whether known or unknown, foreseen or unforeseen, matured or unmatured, or suspected or unsuspected, in law or equity, whether in tort, contract or otherwise (collectively, “Claims”), including, but not limited to, damages to property or personal injury, that are caused by, arise out of or are related to (i) your use or misuse of the Site, Site Content, or JoyNFTs; (ii) your violation of these Terms; (iii) your violation of the rights of a third-party, including another user; and (iv) your failure to pay any Taxes or Sales Taxes in connection with your transactions on this Site or to provide the Company with a properly executed tax form described above. You agree to promptly notify the Company of any third-party Claims. You agree to cooperate with the Company Parties in defending such Claims. You also agree that the Company Parties will 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 WRITTEN AGREEMENT BETWEEN YOU AND THE COMPANY.
- Governing Law. These Terms, your rights, and obligations, and all actions contemplated by, arising out of or related to these Terms will be governed by the laws of the State of Oregon, as if these Terms are a contract entered into and performed within the State of Oregon. YOU UNDERSTAND AND AGREE THAT YOUR USE OF THIS SITE AS CONTEMPLATED BY THESE TERMS SHALL BE DEEMED TO HAVE OCCURRED IN THE STATE OF OREGON AND BE SUBJECT TO THE INTERNAL LAWS OF THE STATE OF OREGON REGARDLESS OF ITS CONFLICTS OF LAWS PROVISIONS.
- Disputes and Arbitration Agreement. Please carefully read the following arbitration agreement (“Arbitration Agreement”). It requires you to arbitrate disputes with the Company and limits the way you can seek relief from the Company.
- Applicability of Arbitration Agreement. You agree that any dispute or claim relating in any way to your access or use of the Site, to any Services sold or distributed through the Site, including JoyNFTs, or to any aspect of your relationship with the Company will be resolved by binding arbitration, rather than in court, except that (i) you may assert claims in small claims court if your claims qualify; and (ii) you or the Company 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).
- Arbitration Rules and Forum. The Federal Arbitration Act (“FAA”) governs the interpretation and enforcement of this Arbitration Agreement. To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to:Satnick Lau LLP 11755 Wilshire Blvd., Suite 1250, Los Angeles, CA 90025
- The arbitration will be conducted by JAMS, an established alternative dispute resolution provider. Disputes involving claims and counterclaims under $250,000, not inclusive of attorneys’ fees and interest, will be subject to JAMS’s most current version of the Streamlined Arbitration Rules and procedures available at http://www.jamsadr.com/rules-streamlined-arbitration/; all other claims will be subject to JAMS’s most current version of the Comprehensive Arbitration Rules and Procedures, available at http://www.jamsadr.com/rules-comprehensive-arbitration/. JAMS’s rules are also available at jamsadr.com or by calling JAMS at 1-(800)-352-5267. If JAMS is unavailable to arbitrate, the parties will select an alternative arbitral forum. If the arbitrator finds that you cannot afford to pay JAMS’s filing, administrative, hearing and/or other fees and cannot obtain a waiver from JAMS, the Company will pay them for you. You may choose to have the arbitration conducted by telephone or video conference or based on written submissions, or you may request to meet in-person for arbitration in the County of Clackamas, State of Oregon. You agree that any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
- Authority of Arbitrator. The arbitrator will have exclusive authority to (i) determine the scope and enforceability of this Arbitration Agreement; and (ii) resolve any dispute related to the interpretation, applicability, enforceability, or formation of this Arbitration Agreement including, but not limited to any claim that all or any part of this Arbitration Agreement is void or voidable. The arbitration will decide the rights and liabilities, if any, of you and the Company. The arbitration proceeding will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator will have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under applicable law, the arbitral forum’s rules, and the Agreement (including, the Arbitration Agreement). The arbitrator will issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding on you and the Company. You agree that to the extent monetary or non-monetary remedy or relief is granted, such request for relief may be enforced as needed by any court of competent jurisdiction.
- Waiver of Jury Trial. YOU AND THE COMPANY HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR JURY. Instead, you and the Company are electing that all claims and disputes will be resolved by arbitration under this Arbitration Agreement, except as otherwise indicated in this Section. An arbitrator can award on an individual basis the same damages and relief as a court and must follow this Arbitration Agreement as a court would. However, there is no judge or jury in arbitration, and court review of an arbitration award is subject to restricted review.
- Waiver of Class or Other Non-Individualized Relief. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT ON A OR COLLECTIVE CLASS BASIS, ONLY INDIVIDUAL RELIEF IS AVAILABLE, AND CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. If a decision is issued stating that applicable law precludes enforcement of any part of this subsection’s limitations as to a given claim for relief, then that claim must be severed from the arbitration and brought in the state or federal courts in the State of Oregon. All other claims must be arbitrated.
- Thirty (30) Day Right to Opt-Out. You have the right to opt-out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt-out (the “Opt-Out Notice”) to the following address: Satnick Lau LLP 11755 Wilshire Blvd., Suite 1250, Los Angeles, CA 90025 Email: email@example.com
The Opt-Out Notice must be provided within thirty (30) days after you first become subject to this Arbitration Agreement. Your notice must include your name and address, the cryptocurrency wallet address you used to transact on this Site (if you have one), and an unequivocal statement that you want to opt-out of this Arbitration Agreement. If you opt-out of this Arbitration Agreement, all other parts of this Agreement will continue to apply to you. Opting out of this Arbitration Agreement does not affect any other arbitration agreements that you may currently have, or may enter, with the Company.
- Severability. Unless provided herein, if any part of parts of the Arbitration Agreement are found under the applicable law to be invalid or unenforceable, then such specific part or parts will be of no force and effect and will be severed. The rest of the Arbitration Agreement will continue in full force and effect. Furthermore, if any term, clause, or provision of these Terms is held invalid or unenforceable, then that term, clause, or provision will be severable from these terms and will not affect the validity or enforceability of any remaining part of that term, cause, or provision, or any other terms, clause, or provision of these Terms.
- Survival. The Arbitration Agreement will survive the termination of your relationship with the Company.
- Modifications. Notwithstanding anything to the contrary, we agree that if the Company makes any future material change to the Arbitration Agreement, you may reject that change within thirty (30) days of such change becoming effective by providing us with written notice at the following address: Satnick Lau LLP 11755 Wilshire Blvd., Suite 1250, Los Angeles, CA 90025 Email: firstname.lastname@example.org
- Entire Agreement. These Terms comprise the entire agreement between you and the Company relating to your access to and use of the Site, Site Content, and any JoyNFTs you have purchased, and will supersede any and all prior discussions agreements, and understandings of any kind. Except as otherwise provided herein, these Terms are intended solely to benefit the parties and are not intended to confer third-party beneficiary rights upon any other person or entity.