Real Jelly Co. End User License Agreement (LAST UPDATED: 05/24/2022)
YOU SHOULD CAREFULLY READ THE FOLLOWING TERMS AND CONDITIONS BEFORE USING THIS APPLICATION.
This End User License Agreement ("EULA") is a legal agreement between you and Real Jelly Co. (the "Company") granting you certain rights to access and use Real Jelly Co.'s services, APIs, features, tools, and software applications; including without limitation using our services to view, explore, and create NFTs (a non-fungible token or similar digital item implemented on a blockchain - such as Solana blockchain - which uses smart contracts); to connect directly with others to purchase, sell or transfer NFTs on public blockchains, web-pages and forms (collectively, the "Service”) together with any user manuals and on-line help functions that the Company may update from time to time ("Documentation").
The terms “user”, “you”, “one”, and “your” means you as the user of the Service and/or Software. If one use the Service and/or Software on behalf of an entity, Third-Party, company, or enterprise, then the terms include you and the entity. In this case, you represent that entity and warrant 1) you are an authorized representative of the entity with the authority to bind the entity to this EULA and 2) you agree to these Terms behalf of the entity.
Real Jelly Co. is not a wallet provider, exchange, broker, financial institution, or a creditor. Real Jelly Co. provides a peer-to-peer Web 3.0 service that helps users to discover and directly interract with each other and NFTs available on public blockchains. Real Jelly Co. does not have custody or control over the NFTs or blockchains you are interacting with and Real Jelly Co. does not execute or effectuate purchases, transfers, or sales of NFTs. To use our Service and/or Software, you must use a Third-Party wallet (“Wallet”) which allows you to engage in transactions on blockchains.
1. Accepting the EULA
a) In order to use the Service and/or Software, you must firstly agree to the EULA. You may not use the Service and/or Software if you do not accept the Terms.
b) You can accept the EULA by:
i. clicking to accept or agree to the Terms, where this option is made available to you by the Company in the user interface of the Service and/or Installation Software; or
ii. by actually using the Service and/or Software. In this case, you understand and agree that the Company will treat your use of the Service and/or Software as acceptance of the EULA from this point onwards.
c) You may not use the Service and/or Software and may not accept the EULA if (a) you are not of legal age to form a binding contract with Company, or (b) you are a person barred from receiving the services provided by Service and/or Software under the laws of the United States or other countries including the country in which you are resident or from which you use the Service and/or Software. d)Before you continue, you should print off or save a local copy of the EULA for your records.
d) Company is not party to any agreement between any users. You bear full responsibility for verifying the identity, legitimacy, and authenticity of NFTs that you purchase from third-party sellers using the Service and/or Software.
e) Company makes no claims about the identity, legitimacy, functionality, or authenticity of users and/or NFTs or any content associated with NFTs.
f) Company reserves the right to change or modify these Terms at any time and in our sole discretion. Company will update the “Last Updated” date at the beginning of this EULA.
g) Company accepts no responsibility for, or liability to you, in connection with your use of a Wallet.
h) Company makes no representations or warranties regarding how the Service and/or Software will operate with any specific Wallet.
2. Language of the EULA
a) Where Company has provided you with a translation of the English language version of the Service and/or Software, Documentation or EULA, then you agree that the translation is provided for your convenience only and that the English language versions of the Service and/or Software, Documentation and EULA will govern your relationship with Company.
b) If there is any contradiction between what the English language version of the Service and/or Software, Documentation or EULA says and what a translation says, then the English language version shall take precedence.
a) Grant of Rights
Company hereby grants you a personal, nonexclusive, nontransferable, worldwide, limited license to use the Service and/or Software and Documentation in accordance with the terms outlined herein.
You understand and agree that you are responsible for maintaining the security of your account, and you are fully responsible for all activities that occur under the account and any other actions taken in connection with it. You understand and agree that you will not use your account in a misleading or unlawful manner. Company, at its sole discretion, reserves the right to change or remove any description or keyword that it considers inappropriate. You must immediately notify Company of any unauthorized uses of your account or any other breaches of security. Company will not be liable for any acts or omissions by you, including any damages of any kind incurred as a result of such acts or omissions. Without limiting any representations or warranties, Company has the right, but not the obligation, in Company's sole discretion (i) to refuse or remove any contents you use, or (ii) to terminate or deny access to and use of Company's web site to any individual or entity for any reason.
Like most of the Web 3.0 services, your blockchain address functions as your identity on Company’s Services and/or Software. Your account will be associated with your blockchain address and displays the NFTs and the associated content for that blockchain address. By using your Wallet in connection with the Service and/or Software, you agree that you are using that Waller under the terms and conditions of the applicable provider of the Wallet. Wallets are not operated by, maintained by, or affiliated with the Company. Company does not have any custody or control over the contents of your Wallet and has no ability to retrieve or transfer its contents.
You are solely responsible for keeping your Wallet secure and never share your credentials - including your seed phrase - with anyone. If you discover any issue or security flaw with the Service and/or Software please contact Real Jelly Co. directly firstname.lastname@example.org immediately.
4. Representations and License Restrictions
You represent and warrant that no content you use in connection with the Service and/or Software infringes upon (either directly or indirectly), or otherwise violates any intellectual property rights owned or controlled by a third party. You represent and warrant that there have been no claims or proceedings pending or threatened against you and that you have not received any notice of a third party claim or proceeding (i) alleging that any content you have or plan to use in connection with the Service and/or Software infringes upon or constitutes unauthorized use of the intellectual property rights of another, or (ii) challenging the ownership, the right to use, or validity of the content you have or plan to use in connection with the Service and/or Software. or (ii) challenging the ownership, the right to use, or validity of the content you have or plan to use in connection with the Service and/or Software.
b) License Restrictions
You hereby understand and agree not to do the following:
i. Duplicate, modify, reverse compile, disassemble or otherwise reverse-engineer the Service and/or Software in whole or part;
ii. Lend, transfer, distribute, or grant any rights in the Service and/or Software in any form to any person;
iii. Create derivative works based upon the Service and/or Software or the documentation in whole or in part;
iv. Defeat, disable or circumvent any protection mechanism related to the Service and/or Software or Documentation;
v. Grant unauthorized access to the Service and/or Software to any third party;
vi. Violate the systems security or authentication measures, interfere with services to any user, host, or network by virtue of, for example, mail bombing, flooding, deliberately attempting to overload the system, or broadcast attacks;
vii. Forge any TCP-IP packet header or any part of the header information in an email, or a newsgroup posting, or a website;
viii. Intentionally or unintentionally violate any applicable local, state, national or international law; or
ix. Export any part of the Service and/or Software in violation of any laws or regulations, including U.S. Department of Commerce Export Administration regulations;
x. Use the Service and/or Software for any illegal or unauthorized purpose, including creating or displaying illegal content, such as content that may involve child sexual exploitation and/or adult content;
xi. Remove any copyright notice or licensing information contained in the Service and/or Software;
xii. Infringe or violate the intellectual property rights or any other rights of others;
xiii. Distribute spam, including through sending unwanted NFTs to other users;
xiv. Sell or resell the Service and/or Software or attempt to circumvent any Company fee systems;
xv. Use the Service and/or Software to buy, sell, or transfer stolen items, fraudulently obtained items, items taken without authorization, and/or illegally obtained items;
xvi. Create or promote NFTs or other items the promote suicide or self-harm, incite hate or violence against others, or doxes another individual.
5. Third-Party Content and Services
As a peer-to-peer Web 3.0 service, Company helps to explore NFTs - and their related contents - created by third parties and interact with different blockchains. Company does not make any warranties or representations about these Third-Party contents visible through our Service and/or Software. You bear full responsibility for verifying the legitimacy, authenticity, and legality of NFTs that you purchase from Third-Party sellers. Company cannot guarantee that any bought, transferred and/or sold NFTs will always remain available on the Company’s Service and/or Software. NFTs can be subject to separate terms directly between buyers and sellers. Third-Party websites may include additional Purchase Terms, which are solely between the buyer and the seller. The buyer and the seller are solely responsible to enforce those separate Purchase Terms. Use all Third-Party Websites, Third-Party Links, Third-Party Applications and Third-Party materials at your own risk.
Company (or its licensors, if any) owns and retains all title, copyright, trademark and other proprietary rights in and to the Software. This EULA is NOT a sale of the Service and/or Software or any copy of it. Except for the rights expressly granted above, this EULA transfers to you no right, title, or interest in the Service and/or Software, the Documentation, or any copyright, patent, trademark, trade secret or other intellectual property or proprietary right in the Service and/or Software or the documentation. The Service and/or Software is protected by applicable intellectual property laws, including United States copyright laws and international treaties. This EULA confers no rights of ownership to you other than those rights of use specifically described herein.
By using the Company’s Service and/or Software in conjunction with creating, submitting, posting, promoting, or displaying content (including content operations via Company’s APIs), you grant us a worldwide, non-exclusive, sub-licensable, royalty-free license to use, copy, modify, and display any content, including but not limited to text, images, files, materials, communications, comments, feedbacks, suggestions, concepts, questions, ideas, data, or otherwise, that you post on and/or submit through the Service and/or Software (including Company’s APIs) for the Company’s current or future business purposes, including to promote, provide, and improve the Service and/or Software. This includes any digital file, or other material linked to or associated with any NFTs that are on the Service and/or Software. Company does not claim that submitting, posting, transmitting, or displaying content on or through the Services and/or Software (including Company’s APIs) gives the Company any ownership of the content.
You represent and warrant that you have or have obtained all rights, licenses, consents, permissions, power and/or authority necessary to grant the required rights for any content that you create, submit, post, display, or promote using the Service and/or Software (including Company’s APIs). You also represent and warrant that the content does not contain materials subject to copyright, service-mark, trademark, publicity rights, or other intellectual property rights, unless you legally have the required permissions and the content does not violate any laws.
Company will take down works in response to Digital Millennium Copyright Act (“DMCA”) takedown notices and/or other intellectual property infringement claims and will terminate access to the Services and/or Software of the user accordingly. If you believe that your content is damaged in any way, please submit your written notice using email@example.com.
Any content or information you use and/or upload in connection with your use of the Service and/or Software will be deemed NOT to be confidential. By uploading or sending Company any information or content (including, but not limited to, comments, feedback, bug reports, piracy reports, or product suggestions) and notwithstanding the language that might accompany any such information and/or content, if any, you grant Company an unrestricted, irrevocable, worldwide license to use, reproduce, display, perform, modify, transmit and distribute such content or information, and you also agree that Company is free to use any ideas, concepts, know-how or techniques that you send to Company for any purpose.
This EULA will be terminated automatically and without notice from Company if you fail to comply with any term or condition outlined herein.
9. Warranty Disclaimer and Limitation of Liability
You expressly acknowledge and agree that the use of the Service and/or Software and its documentation is at your sole risk.
The Service and/or Software and documentation are provided AS IS. THE COMPANY MAKES NO WARRANTY OF ANY KIND TO YOU, THE END USER AND THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAWS, UNDER NO CIRCUMSTANCES, INCLUDING NEGLIGENCE, SHALL COMPANY, ITS AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS BE LIABLE FOR ANY INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, FOR PERFORMANCE OF OR OUTPUT OBTAINED FROM THE SERVICE AND/OR SOFTWARE, NOR FOR ANY DAMAGES OF ANY KIND, WHETHER DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL OR PUNITIVE, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOST DATA, BUSINESS INTERRUPTION, LOSS OF USE, COST OF COVER, OR LOST PROFITS, HOWEVER ARISING, EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. In no event shall Company's total inability to you for all damages, losses and cause of action (whether in contract, tort, including negligence, or otherwise) exceed the amount paid by you for the Service and/or Software and its documentation. YOU AGREE THAT IN NO EVENT WILL COMPANY OR ITS SERVICE PROVIDERS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFIT OR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES ARISING FROM THESE TERMS OR THE SERVICE, SOFTWARE, PRODUCTS, OR THIRD-PARTY SITES AND PRODUCTS, OR FOR ANY DAMAGES RELATED TO LOSS OF REVENUE, LOSS OF PROFIT, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, OR LOSS OF DATA, AND WHETHER CAUSED BY STRICT LIABILITY OR TORT, NEGLIGENCE, BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE AND EVEN IF COMPANY OR ITS SERVICE PROVIDERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE; OR FOR ANY OTHER CLAIM, DEMAND, OR DAMAGES WHATSOEVER RESULTING FROM OR ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF THE DELIVERY, USE, OR PERFORMANCE OF THE SERVICE AND/OR SOFTWARE. YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA RESULTING THEREFROM.
YOU AGREE TO INDEMNIFY AND HOLD COMPANY AND ITS SHAREHOLDERS, SUBSIDIARIES, AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, CO-BRANDERS AND OTHER PARTNERS, HARMLESS FROM ANY CLAIM OR DEMAND, INCLUDING ANY ATTORNEYS' FEES, COMPANY (OR THE OTHER INDEMNITEES) MAY INCUR RESULTING FROM OR ARISING OUT OF YOUR ACTIONS AND/OR ANY MATERIALS AND/OR CONTENT YOU USE IN CONNECTION WITH THE SERVICE AND/OR SOFTWARE, YOUR VIOLATION OF THIS END USER LICENSE AGREEMENT, OR YOUR VIOLATION OF ANY RIGHTS OF ANOTHER.
11. No Waiver or Assignment
No delay or failure to take action under this License will constitute a waiver and no single waiver will constitute a continuing or subsequent waiver.
If for any reason a court of competent jurisdiction finds any provision of this agreement, or potion thereof, to be unenforceable, that provision of the agreement shall be enforced to the maximum extent permissible so as to affect the intent of the parties, and the remainder of this agreement shall continue in full force and effect.
13. Export Law Assurances; Compliance with Laws; Export Requirements
You agree that the Software and/or our Services will not be exported outside the United States ("U.S.") except as authorized and as permitted by the laws and regulations of the United States. You will comply with all applicable U.S. and non-U.S. export control and trade laws ("Export Laws"). You will not use or download the Software and/or Services if you are located in a restricted country, if you are currently listed on any U.S. or non-U.S. restricted parties list, or for any purpose prohibited by Export Laws. You agree that you will not disguise your location through IP proxying or using any other methods. You will not, directly or indirectly, export, re-export, provide, or otherwise transfer our Software and/or Services: (i) to any individual, entity, or country prohibited by Export Laws; (ii) to anyone on U.S. or non-U.S. government restricted parties lists; or (iii) for any purpose prohibited by Export Laws, including nuclear, chemical, or biological weapons, or missile technology applications without the required government authorizations.
14. Controlling Law
By accessing and using the Service and/or Software, you and Company agree that all matters relating to your access to, or use of, the Service and/or Software shall be governed by and construed in accordance with the statutes and laws of Delaware, without regard to the conflicts of laws principles thereof.
15. Software Updates and Support
The terms of this EULA will govern any updates or upgrades that maybe provided by the Company that replace or supplement the original Service and/or Software, unless there is a new EULA in which case the terms of that EULA will govern. The Company does not guarantee any further updates or upgrades of the Service and/or Software for you or free of charge.
16. Not for Mission Critical Use
You warrant that you understand and agree that the service and/or software is not designed, intended or licensed for use in hazardous environments requiring fail-safe controls, including without limitation, the design, construction, maintenance or operation of nuclear facilities, aircraft navigation or communication systems, air traffic control, life support or weapons systems, mines, or any environment where a software, computer, mobile phone, or handheld device defect or failure could result is injury to persons or physical damage. The Company specifically disclaims any express or implied warranty of fitness for such purposes.
Any notice that may or must be given by Company in connection with this EULA or in connection with the use of the Service and/or Software may be given by sending it to the email address provided by you upon registering to download/use the Service and/or Software. You are responsible for ensuring that your accurate email address is available to Company. Company may, in its sole discretion, use other means of providing notice, such as, but not limited to, regular, certified, or registered mail, when appropriate. All such notices shall be deemed given when dispatched. You hereby consent to receiving notice by any such means. Notwithstanding the foregoing, Company has no obligation to provide notice or attempt to locate a customer other than through the email address provided.
18. Entire Agreement
This License constitutes the entire agreement between you and the Company with respect to the use of the Service and/or Software and its documentation, and supersedes all prior or contemporaneous understandings or agreements, if any, written or oral, regarding such subject matter. There shall be no contract for purchase or sale of the Service and/or Software except for the license upon the terms and conditions specified in this EULA. Any additional or different terms or conditions proposed by you or contained in any written or oral communication with Company are hereby rejected and shall be of no force and effect unless expressly agreed to in writing by Company.
In the event of any termination, expiration, or cancellation, the restrictions on your use of the Service and/or Software and the other applicable restrictions as set forth in Section 4(b) (License Restrictions), Section 5 (Ownership), Section 8 (Warranty Disclaimer and Limitation of Liability), Section 9 (Indemnity), Section 13 (Controlling Law), Section 16 (Notice) and Section 19 (Survival) shall survive such termination, expiration, or cancellation, and you agree to remain bound by those terms.
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS END USER LICENSE AGREEMENT, UNDERSTAND IT AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS. YOU FURTHER AGREE THAT IT IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE END USER LICENSE AGREEMENT BETWEEN YOU AND COMPANY WHICH SUPERSEDES ANY PROPOSAL, OR PRIOR AGREEMENT, ORAL OR WRITTEN, AND ANY OTHER COMMUNICATIONS BETWEEN YOU AND COMPANY RELATING TO THE SUBJECT MATTER OF THIS END USER LICENSE AGREEMENT.