Effective Date: December 10,2021
The materials on this website are provided by Good Gaming, Inc. (hereinafter, “Good Gaming,” “we” or “us”). MICROBUDDIES™ is an NFT collectible and breeding game that operates on Polygon, a protocol for Ethereum compatible layer 2 blockchain networks. MICROBUDDIES is comprised of smart contracts that enable game players (“Players”) to create, own, and transfer MicroBuddies, which are represented by non-fungible tokens (“NFTs”). When we use MICROBUDDIES we are referring to the game and when we use MicroBuddies we are referring to the NFTs. MicroBuddies can generate and hold Goo, an ERC20 standard token that serves as the currency for MICROBUDDIES, transfer Goo to other MicroBuddies, and use Goo to upgrade a MicroBuddy’s traits and engage in other actions in-game. MicroBuddies can be visualized on a website that Players can interact with at https://microbuddies.io/. https://microbuddies.io/ (including all content) is owned by Good Gaming and is referred to herein as the“Website.” By downloading, using or accessing the Website, MICROBUDDIES (the “Game”), software products related to the Website or Game (“Software”), or any services, data or content, with the exception of MicroBuddies and Designs (as defined herein) for MicroBuddies, accessible, contained or utilized in, or offered as part of the Game, Website or Software (collectively, the “Services” ) in any manner, you agree that you have read and agree to be bound by the terms and conditions of this Agreement. If you do not unconditionally agree to all the terms and conditions of the Agreement, you have no right to use the Services.If you do not agree and consent to this Agreement, please do not use the Services.
Use of the Services is void where prohibited. By accessing and using any of the Services, you are agreeing to be legally bound by the terms and conditions of this Agreement. Use of and access to the Services is subject to the terms of this Agreement and all applicable laws and regulations. Please read this Agreement carefully. If you are accepting this Agreement on behalf of a legal entity other than yourself as an individual, you represent and warrant that you have full legal authority to bind such entity to this Agreement. You and Good Gaming may be referred to herein individually as a “Party” and collectively as the “Parties.”
The following additional policies and terms of agreement are incorporated into this Agreement as if fully set forth herein:
- Copyright Policy
- Complaint Policy
- IMPORTANT NOTICES
- THIS AGREEMENT CONTAINS A BINDING AND FINAL ARBITRATION PROVISION AND CLASS ACTION WAIVER. WHERE PERMITTED BY LAW, YOU UNDERSTAND AND AGREE TO SUBMIT TO ARBITRATION PROCEEDINGS TO SETTLE ANY DISPUTES HEREUNDER, THAT SUCH ARBITRATION WILL BE IN LIEU OF LITIGATION, AND EACH PARTY HEREBY WAIVES THE RIGHT TO SUE IN COURT OR HAVE A JURY TRIAL IN FAVOR OF THE ARBITRATION PROCEEDING EXCEPT AS PERMITTED UNDER THIS AGREEMENT.
- LICENSE GRANT; LIMITATIONS
- Subject to the terms of this Agreement, we hereby grant you a limited, terminable, non-sublicensable, non-transferable, non-exclusive right to access and use the Services that are intended for public display or access, on a personal computer or mobile device owned or controlled by you. Any rights not explicitly granted in this Agreement are strictly withheld and reserved by us.
- You agree that (i) except in your normal use of the Services, you will not copy or distribute any part of the Services in any medium without our prior written authorization; (ii) you will not alter or modify any part of the Services other than as is necessary to use the Services for their intended purposes; and (iii) you will otherwise comply with this Agreement.
- We shall have no obligation to support your use of the Services in the event that: (i) you modify the Services (or any component thereof) without our prior written consent; (ii) you experience any error caused in whole or in part by persons other than us (including without limitation, your failure to properly enter or transmit data); or (iii) you experience any error caused in whole or in part by your use of the Services in association with operating environments and platforms other than those that we support.
- To the extent that the Services incorporate any third party products, then, in addition to the terms set forth herein, you must comply with any additional terms, restrictions or limitations applicable to such third party products. We have the right to subcontract performance of hosting, credit card and payment processing and other services, in which event the service levels provided by the applicable third party providers will be incorporated herein by reference.
- You shall procure, install, and maintain all client-side equipment, data plans, Internet connections and other hardware necessary for you to connect to and access the Services. We are not responsible for equipment defects, lack of service or other issues arising from third party services or equipment. You are responsible for all applicable data plan fees, subscription charges or other fees of any kind whatsoever that may be required by your carrier in order to access the Services.
- For the purposes of this Section, the following capitalized terms will have the following meanings:
- “Design(s)” means any art, design, and drawings associated with a Purchased MicroBuddy.
- “Overlay(s)” means third party designs that: (i) are intended for use as extensions or overlays to the Design, (ii) do not modify the underlying Design, and (iii) can be removed at any time without affecting the underlying Design.
- “Purchased MicroBuddy” means a MicroBuddy purchased or otherwise lawfully acquired by you and held in a Wallet designated by you and for which you have the private key, where the transfer of the MicroBuddy to such wallet is recorded on the relevant blockchain.
- “Third Party IP” means any third party copyrights, patent rights (including, without limitation, patent applications and disclosures), trade secrets, trademarks, know-how or any other intellectual property rights recognized in any country or jurisdiction in the world.
- “Wallet” means an Ethereum compatible self-hosted wallet capable of holding ERC-721 standard digital assets and comprised of a public and private key pair.
- Each MicroBuddy is an NFT stored on the [Ethereum/Polygon] blockchain. Generation 0 MicroBuddies can only be obtained by purchasing or acquiring a NanoFactory Token and redeeming the NanoFactory Token in order to generate a MicroBuddy. A maximum of 2500 Generation 0 MicroBuddies will be created. Each such MicroBuddy will be able to replicate up to 5 times, increasing the supply of MicroBuddies. MicroBuddies can be acquired by 1) redeeming NanoFactory Tokens to synthesize a Generation 0 MicroBuddy, 2) replicating Purchased MicroBuddies in-game, or 3) purchasing MicroBuddies on third party marketplaces for NFTs if and when such markets develop. When you acquire a MicroBuddy, you own the right and title to the MicroBuddy in its entirety. As a result, you have the right to trade , sell, give away, or transfer your MicroBuddy. At no point will Good Gaming seize, freeze, or otherwise modify the ownership of any MicroBuddy.
- You acknowledge and agree that Good Gaming (or, as applicable, our licensors) owns all legal right, title, interest in and to, and intellectual property rights associated with all elements of the Services (collectively, the “Good Gaming Materials”). The Good Gaming Materials include, without limitation, all [Designs,] artwork, systems, methods, information, computer code, software, services, “look and feel”, organization, compilation of the content, code, data, and all other elements of the Services.. All Good Gaming Materials are the copyrighted property of Good Gaming or its licensors, and all trademarks, service marks, and trade names associated with the Services or otherwise contained in the Good Gaming Materials are proprietary to Good Gaming or its licensors. You acknowledge that the Good Gaming Materials are protected by copyright, trade dress, patent, and trademark laws, international conventions, other relevant intellectual property and proprietary rights, and applicable laws. Except as expressly set forth herein, your use of the Services does not grant you ownership of or any other rights with respect to any Good Gaming Materials that you may access on or through the Services. We reserve all rights in and to the Good Gaming Materials that are not expressly granted to you in these Terms. You expressly understand and agree: (i) controlling a Purchased MicroBuddy, does not give you any rights or licenses in or to the Good Gaming Materials; (ii) that you do not have the right, except as otherwise set forth in these Terms, to reproduce, distribute, or otherwise use any elements of the Good Gaming Materials without our prior written consent, which consent we may withhold in Good Gaming’s sole and absolute discretion; and (iii) that you will not apply for, register, or otherwise use or attempt to use any Good Gaming trademarks or service marks, or any confusingly similar marks, anywhere in the world without our prior written consent, which consent we may withhold at our sole and absolute discretion.
- Subject to your compliance with these Terms, Good Gaming grants you a worldwide, non-exclusive, , royalty-free license to use, copy, and display the Design for your Purchased MicroBuddies, along with any Overlays that you choose to create or use, solely for the following purposes: (i) for your own personal, non-commercial use; (ii) as part of a marketplace that allows for the purchase and sale or trading of your Purchased MicroBuddy; (iii) as part of a third party website or application that allows for the inclusion, involvement, or participation of your Purchased MicroBuddy, or (vi) for limited commercial use not to exceed $10,000 in annual revenue derived by the use or display of your Purchased MicroBuddy.
- You may not, nor permit any third party to do or attempt to do any of the following without Good Gaming’s express prior written consent in each case: (i) modify the Design for your Purchased Buddy in any way, including, without limitation, the shapes, designs, drawings, attributes, or color schemes (use of Overlays will not constitute a prohibited modification hereunder); (ii) use the Design for your Purchased Buddy to advertise, market, or sell any third party product or service; (iii) use the Design for your Purchased Buddy in connection with any form of media that depicts hatred, intolerance, violence, cruelty, or anything else that could reasonably be found to constitute hate speech or which infringe the rights of others; (iv) use the Design for your Purchased MicroBuddy in any form of media, except to the limited extent that such use is expressly permitted in these Terms or solely for your own personal, non-commercial use; (v) sell, distribute or give away for commercial gain, or otherwise commercialize merchandise that includes, contains, or consists of the Design for your Purchased MicroBuddy, except as expressly permitted in these Terms; (vi) attempt to acquire any intellectual property rights, including any rights of trademark or copyright, in or to the Design for your Purchased MicroBuddy; or (vii) otherwise use or exploit the Design for a Purchased MicroBuddy for your or any third party’s commercial benefit. The restrictions in this Section will survive the expiration or termination of these Terms.
- The license granted herein is transferable in connection with a lawful transfer of a Purchased MicroBuddy from one Wallet to another. By accessing the Services, the receiving Wallet of any such transfer agrees to these Terms.
- In the event that you submit comments, bug reports, ideas, or other feedback about the Services, including without limitation about how to improve the Services (collectively, “Feedback”), by submission of such Feedback, you agree that Good Gaming is free to use such Feedback at its discretion and without additional compensation to you, and to disclose such Feedback to third parties (whether on a non-confidential basis, or otherwise). You hereby grant us a perpetual, irrevocable, nonexclusive, worldwide license under all rights necessary for us to incorporate and use your Feedback for any purpose.
- You agree that you will not violate any applicable law or regulation in connection with your use of the Services
- You agree that you will not distribute, upload, make available or otherwise publish through the Services any content, suggestions, information, ideas, comments, causes, promotions, documents, questions, notes, plans, drawings, proposals, graphics, text, information, links, profiles, personal information, name, likeness, audio, photos, software, music, sounds, video, comments, messages, posts, tags, or similar materials (“Submissions”) that:
- are unlawful or encourage another to engage in anything unlawful;
- contain a virus or any other similar malicious software that may damage the operation of our or another’s computers;
- infringe upon any copyright, patent, trademark, trade secret, right of privacy, right of publicity or other right of any person or entity;
- are false, inaccurate, fraudulent, or misleading; or
- are libelous, defamatory, obscene, inappropriate, abusing, harassing, threatening, or bullying.
- You further agree that you will not do any of the following:
- modify, adapt, translate, copy, reverse engineer, decompile or disassemble any portion of the Services;
- interfere with or disrupt the operation of the Services, including restricting or inhibiting any other person from using the Services by means of hacking or defacing;
- transmit to or make available in connection with the Services any denial of service attack, virus, worm, Trojan horse or other harmful code or activity;
- attempt to probe, scan, or test the vulnerability of the Services or to breach our security or authentication measures;
- take any action that imposes an unreasonable or disproportionately large load on our infrastructure, as determined in our sole discretion;
- harvest or collect the email addresses or other Personal Data of other users of the Services;
- scrape or collect any content from the Services via automated means;
- submit or post false, incomplete, or misleading information to the Services or otherwise provide such information to us;
- engage in or promote illegal activity, including, without limitation, money laundering;
- interfere with other users' access to or enjoyment of the Services;
- exploit the Services for any unauthorized commercial purpose;
- remove any copyright, trademark or other proprietary rights notices contained in or on any portion of the Services;
- reformat or frame any portion of the Services;
- display any content on the Services that contains any hate-related or violent content or contains any other material, products or services that violate or encourage conduct that would violate any criminal laws, any other applicable laws, or any third party rights;
- access or use the Services for the purpose of creating a product or service that is competitive with any of our products or services; or
- impersonate any other person, entity, or business.
If you engage in any of the foregoing prohibited activities, Good Gaming may, in its sole and absolute discretion, without notice to you, and without limiting any of its other rights or remedies at law or in equity, immediately delete any images and descriptions of your MicroBuddies from the Services. If we delete any images and descriptions of your MicroBuddies from the Services, such deletion will not affect your ownership rights in any Purchased MicroBuddy.
- In addition, we reserve the right to review, edit or remove any Submissions, however, we are not required to routinely screen, monitor or review Submissions on the Services. YOU AGREE THAT WE ARE NOT RESPONSIBLE FOR ANY SUCH SUBMISSIONS, AND YOUR RELIANCE ON ANY INFORMATION CONTAINED THEREIN IS AT YOUR OWN RISK.
- You agree that you are not licensed or permitted to access any portion of the Services that we have not made public or accessible to users (whether registered or not)and you may not attempt to override any security measures in place on the Services.
- Notwithstanding the foregoing rules of conduct, our right to terminate your access to the Services shall not be limited to violations of this Restrictions section.
- Eligibility Requirements. Some parts or all of the Services may not be available to the general public and we may impose eligibility rules from time to time. We reserve the right to amend those eligibility requirements at any time. You are not eligible to use the Services if doing so would violate any applicable law or regulation, including but not limited to U.S. export controls or restrictions. We reserve the right, in our sole discretion, to require users or prospective users of the Services to verify their identity to ensure that their use of the Services will not violate any applicable law or regulation.
- Age Requirements. You must be at least 18 years old (or such other minimum age as is applicable in your country and/or state of residence) to use the Services. If you are younger than 18 years old, you may only use the Services if your parent or legal guardian has read and agreed to this Agreement. By using the Services, you represent and warrant that you (or your parent or legal guardian, as applicable) have reviewed and agreed to this Agreement. Parents and guardians are responsible for the acts of their children under 18 years of age when using our Services. Pursuant to 47 U.S.C. Section 230(d), as amended, we hereby notify you that parental control protections (such as computer hardware, software, or filtering services) are commercially available to assist you in limiting access to material that is harmful to minors. More information on the availability of such software can be found through publicly available sources. You may wish to contact your Internet Services provider for more information.
- PAYMENTS AND SUBSCRIPTION FEES
- You agree to pay all fees and applicable taxes incurred by you, or any person under the age of 18 for whom you are parent or legal guardian, using the Services. Good Gaming may revise the pricing for the goods and services offered through the Services at any time. YOU ACKNOWLEDGE THAT GOOD GAMING IS NOT REQUIRED TO PROVIDE A REFUND FOR ANY REASON, AND THAT YOU WILL NOT RECEIVE MONEY OR OTHER COMPENSATION FOR GOODS OR SERVICES PURCHASED THROUGH THE SERVICES.
- Transaction Fees. Each time a new MicroBuddy is created in game via replication, Good Gaming will charge a small transaction fee. This fee will be automatically deducted from the wallet address that initiates the replication transaction and that will receive the newly created MicroBuddy. Good Gaming reserves the right to determine the amount of this fee in their sole discretion. The fee will initially be set at .01 matic per replication and any changes to the fee amount will be disclosed to game players in advance. YOU ACKNOWLEDGE THAT GOOD GAMING IS NOT REQUIRED TO PROVIDE A REFUND OF TRANSACTION FEES FOR ANY REASON, AND THAT YOU WILL NOT RECEIVE MONEY OR OTHER COMPENSATION FOR TRANSACTION FEES PAID IN CONNECTION WITH THE CREATION OF A NEW MICROBUDDY.
- Our graphics, logos, names, designs, page headers, button icons, scripts, and service names, including but not limited to the GOOD GAMING™ word and design marks, MICROBUDDIES™ word and design marks and the GOO™ mark, are our trademarks, trade names and/or trade dress. The “look and feel” of the Services (including color combinations, button shapes, layout, design, and all other graphical elements) are protected by international copyright and trademark laws. All product names, services names, trademarks, and service marks within the Services (“Marks”) are either our property or the property of their respective owners, as indicated. You may not use the Marks for any purpose whatsoever other than as permitted by this Agreement.
- You acknowledge that i) the software used to provide the Services, and all enhancements, updates, upgrades, corrections, and modifications to such software (the “Software”), ii) all copyrights, patents, trade secrets or trademarks or other intellectual property rights protecting or pertaining to any aspect of the Software (or any enhancements, corrections, or modifications) and iii) all documentation therefor, are the sole and exclusive property of us and/or our licensors. This Agreement does not convey title or ownership to you, but instead gives you only the limited use rights set forth herein. To the extent that you gain access to or receive any copies of the Software, you agree that you will delete such copies of the Software upon any termination of this Agreement, termination of your use of the Services or at our request.
- You acknowledge our proprietary rights in the Services and associated documentation and materials and shall protect the proprietary nature thereof. If you suggest any new features, functionality, or performance for the Services that we subsequently incorporate into the Services (or any other software or service), you hereby acknowledge that (i) we shall own and have all rights to use such suggestions and the Services incorporating such new features, functionality, or performance; and (ii) all such suggestions shall be free from any confidentiality restrictions that might otherwise be imposed upon us. You shall not sell, lease, or otherwise transfer or distribute the Services or associated documentation, in whole or in part, without prior authorization in writing from us. In the event of any breach of this paragraph, you agree that we will suffer irreparable harm and shall therefore be entitled to obtain injunctive relief against you.
- We do not represent or warrant that access to the Services will be error-free or uninterrupted and we do not guarantee that users will be able to access or use the Services or their features at all times. We reserve the right at any time to modify or discontinue (temporarily or permanently) the Services, or any part thereof, with or without notice.
- Certain data displayed by the Services rely on the receipt of underlying data from third party sources. Such data sources may not be real-time or accurate and there may be delays or inaccuracies in such displayed data.
- The Services may contain errors or inaccuracies and may not be complete or current. We reserve the right to correct any such errors, inaccuracies, or omissions and to change or update information at any time without prior notice.
- Although we have the right to review, edit, remove, or modify information from or on the Services, we may not screen this material or control the sources of this information and we do not guarantee the accuracy, suitability, completeness, currency, quality, adequacy, or applicability of any such information.
- The materials displayed by the Services, including but not limited to summaries, descriptions, publications and any other such materials, are not intended to and DO NOT constitute legal, financial, investment, business, or professional advice of any kind. You should not make any legal, financial, investment, or business decisions in reliance on any such materials and should consult with a professional adviser if needed in connection with such decisions. You agree that we are not responsible for any legal, financial, investment, or business decisions that you may make.
- BY USING THE SERVICES YOU AGREE AND ACKNOWLEDGE THAT WE PROVIDE THE SERVICES “AS IS” WITHOUT ANY WARRANTIES, EXPRESS, IMPLIED OR STATUTORY. WE AND OUR PARENTS, SUBSIDIARIES, OFFICERS, DIRECTORS, SHAREHOLDERS, MEMBERS, MANAGERS, EMPLOYEES AND SUPPLIERS, SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, ACCURACY, SUITABILITY, APPLICABILITY, MERCHANTABILITY, PERFORMANCE, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OR ANY OTHER WARRANTIES OF ANY KIND. NO ADVICE OR INFORMATION (ORAL OR WRITTEN) OBTAINED BY YOU FROM US SHALL CREATE ANY WARRANTY.
- USE OF THE SERVICES IS AT YOUR SOLE RISK. WE DO NOT WARRANT THAT YOU WILL BE ABLE TO ACCESS OR USE THE SERVICES AT THE TIMES OR LOCATIONS OF YOUR CHOOSING; THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE; THAT DEFECTS WILL BE CORRECTED; OR THAT THE SERVICES ARE FREE OF INACCURACIES, MISREPRESENTATIONS BY USERS, VIRUSES OR OTHER HARMFUL COMPONENTS.
- YOU ASSUME THE RESPONSIBILITY TO TAKE ADEQUATE PRECAUTIONS AGAINST DAMAGE TO YOUR EQUIPMENT WHICH COULD BE CAUSED BY DEFECTS OR DEFICIENCIES IN THE SERVICES, ANY OF OUR INFORMATION, PRODUCTS, SYSTEMS, DATABASES, MATERIALS or PART THEREOF.
- GOOD GAMING SHALL NOT BE LIABLE FOR ANY LOSS OR DAMAGE ARISING OUT OF YOUR FAILURE TO KEEP YOUR PRIVATE KEYS OR LOGIN CREDENTIALS TO YOUR ETHEREUM WALLET SECURE OR ANY OTHER UNAUTHORIZED ACCESS TO OR TRANSACTIONS INVOLVING DIGITAL ASSETS HELD IN YOUR WALLET, INCLUDING MICROBUDDIES OR GOO.
- LIKE ALL SOFTWARE, THE MICROBUDDIES SMART CONTRACTS MAY HAVE VULNERABILITIES SUBJECT TO EXPLOITS. GOOD GAMING WILL NOT BE RESPONSIBLE FOR EXPLOITS THAT ARE NOT REASONABLY FORESEEABLE. WHILE WE HAVE TAKEN A NUMBER OF PRECAUTIONS TO ENSURE THE SECURITY OF THE MICROBUDDIES SMART CONTRACTS, THE TECHNOLOGY IS RELATIVELY NEW, AND IT IS NOT POSSIBLE TO GUARANTEE THAT THE CODE IS COMPLETELY FREE FROM BUGS OR ERRORS. YOU ACCEPT ALL RISKS THAT ARISE FROM USING THE MICROBUDDIES SMART CONTRACTS, INCLUDING, AND NOT LIMITED TO, THE RISK OF ANY FUNDS BEING LOST DUE TO A FAILURE OR EXPLOIT OF SUCH SMART CONTRACTS. BEFORE USING ANY OF THE SERVICES WHICH RELY ON THE SMART CONTRACTS, IT IS YOUR RESPONSIBILITY TO REVIEW THE SMART CONTRACTS CODE OR, IF YOU DO NOT HAVE EXPERTISE TO CONDUCT SUCH CODE REVIEW, TO ENGAGE PROFESSIONALS TO ADVISE YOU ON THE SAME.
- GOOD GAMING WILL NOT BE RESPONSIBLE OR LIABLE TO YOU FOR ANY LOSSES YOU MAY INCUR IN CONNECTION WTH THE FOLLOWING RISKS ASSOCIATED WITH THE USE OF PUBLIC BLOCKCHAINS SUCH AS POLYGON OR ETHEREUM: THE RISK OF LOSING PRIVATE KEYS, THEFT RESULTING FROM THIRD PARTIES DISCOVERING YOUR PRIVATE KEY, VALUE FLUCTUATION OF DIGITAL ASSETS ON SECONDARY MARKETS, DISRUPTIONS TO THE ETHEREUM BLOCKCHAIN NETWORK CAUSED BY NETWORK CONGESTION, LACK OF USABILITY OF, OR LOSS OF VALUE WITH RESPECT TO, DIGITAL ASSETS DUE TO A HARD FORK OR OTHER DISRUPTION TO THE ETHEREUM BLOCKCHAIN NETWORK, OR ERRORS OR VULNERABILITIES IN THE SMART CONTRACT CODE ASSOCIATED WITH A GIVEN DIGITAL ASSET OR TRANSACTIONS INVOLVING DIGITAL ASSETS. TRANSFERS OF DIGITAL ASSETS ON THE ETHEREUM BLOCKCHAIN ARE IRREVERSIBLE. ONCE AN INSTRUCTION, SIGNED BY THE REQUIRED PRIVATE KEY(S), TO TRANSFER A DIGITAL ASSET FROM ONE BLOCKCHAIN ADDRESS TO ANOTHER HAS BEEN EXECUTED IT CANNOT BE UNDONE.
- LIMITATION OF LIABILITY
- TO THE MAXIMUM EXTENT PERMITTED BY LAW, AND EXCEPT AS OTHERWISE PROHIBITED BY LAW, IN NO EVENT SHALL WE OR OUR AFFILIATES, LICENSORS OR BUSINESS PARTNERS (COLLECTIVELY, THE “RELATED PARTIES”) BE LIABLE TO YOU IN CONNECTION WITH ANY CLAIM BASED ON OR RELATED TO THE SERVICES, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, AND SHALL NOT BE RESPONSIBLE FOR ANY LOSSES OR DAMAGES WHICH YOU MAY INCUR, AND UNDER ANY THEORY OF LIABILITY, INCLUDING, WITHOUT LIMITATION, ANY LOSS OF PROFITS (WHETHER INCURRED DIRECTLY OR INDIRECTLY), LOSS OF GOODWILL OR BUSINESS REPUTATION, LOSS OF DATA, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR ANY OTHER INTANGIBLE LOSS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH ACCESS TO OR USE OF THE SERVICES, EVEN IF WE AND/OR RELATED PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
- WE WOULD NOT BE ABLE TO PROVIDE THE SERVICES TO YOU WITHOUT THESE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY SET FORTH HEREIN. YOU ACKNOWLEDGE AND AGREE THAT WE HAVE MADE THE SERVICES AVAILABLE TO YOU AND ENTERED INTO THESE TERMS IN RELIANCE UPON THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY SET FORTH HEREIN, WHICH REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN THE PARTIES AND FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN US.
- Notwithstanding the foregoing, in the event that a court shall find that any of the above disclaimers are not enforceable, then you agree that neither we nor any of our subsidiaries, affiliated companies, employees, members, shareholders or directors shall be liable for (1) any damages in excess of the greater of the Fees you have paid to us during the most recent twelve month period or $100.00 or (2) any indirect, incidental, punitive, special, exemplary or consequential damages or loss of use, lost revenue, lost profits or data to you or any third party from your use of the Services. This limitation shall apply regardless of the basis of your claim or whether or not the limited remedies provided herein fail of their essential purpose.
- SOME JURISDICTIONS MAY NOT PERMIT CERTAIN DISCLAIMERS AND LIMITATIONS, AND ANY SUCH DISCLAIMERS OR LIMITATIONS ARE VOID WHERE PROHIBITED.
- You agree to defend, indemnify and hold harmless us and our directors, officers, employees, agents, licensors, advisors, independent contractors and providers (collectively referred to herein as “Indemnified Parties”) from and against any and all claims, damages, obligations, losses, liabilities, costs or debt and expenses (including but not limited to reasonable attorney’s fees) arising from: (i) your use of and access to the Services; (ii) your violation of any term of this Agreement; (iii) your violation of any third party right, including without limitation any copyright, property or privacy right; (iv) any allegation that any of your Submissions caused damage to a third party; or (v) any conduct, activity or action that is unlawful or illegal under any state, federal or common law or is violative of the rights of any individual or entity, engaged in, caused by or facilitated in any way through the use of the Services.
- You further agree that you will cooperate with us as is reasonably required in the defense of any such claims in Section (a). We, on behalf of each of the Indemnified Parties, reserves each Indemnified Party’s right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to your foregoing indemnification obligations, and you shall not, in any event, settle any claim or matter without the written consent of us and each of the Indemnified Parties named as a party in such claim.
- This defense and indemnification obligation will survive any termination or expiration of this Agreement or your use of the Services.
- ASSUMPTION OF RISK
Trading cryptocurrencies and NFTs may carry a high level of risk and may not be suitable for everyone. Before deciding to trade cryptocurrency or NFTs, you should carefully consider your level of technical experience, your understanding of the operation of the trading venues you plan to use, including, as applicable, the operation of any related smart contacts, and the characteristics and price volatility of the relevant digital assets.
You accept and acknowledge each of the following:
- Pricing of blockchain assets can be extremely volatile. The value of your MicroBuddies may be adversely and materially impacted by fluctuations in the price of other digital assets. We cannot guarantee that any purchasers of MicroBuddies will not lose money. The price and trading volume of any crypto asset (such as the MicroBuddies) is subject to significant uncertainty and volatility, depending on a number of factors, including but not limited to, the following: market conditions across the cryptoeconomy; trading activities on other crypto platforms worldwide, many of which may be unregulated and may include manipulative activities; the speed and rate at which crypto is able to gain adoption as a medium of exchange, utility, store of value, consumptive asset, security instrument or other financial assets worldwide, if at all; decreased user and investor confidence in crypto assets and crypto platforms; the functionality and utility of crypto assets and their associated ecosystems and networks, including crypto assets designed for use in various applications; regulatory or legislative changes and updates affecting the cryptoeconomy; and the availability of banking and payment services to support crypto-related projects.
- Good Gaming is not in any way responsible for determining the taxes that apply to your transactions on the Services or any other platform concerning MicroBuddies or any other digital assets associated with the Services. You are solely responsible for determining what, if any, taxes apply to your MicroBuddies-related transactions and any other transactions related to or arising from your use of the Services.
- Any transfer of MicroBuddies and/or other digital assets related to the Services occurs on the relevant blockchain network, and outside the Services. You cannot use the Services to store, send, or receive MicroBuddies. Ownership or control of MicroBuddies is recorded and maintained on the relevant blockchain network utilized in connection with the Services.
- The regulatory regime governing blockchain technologies, cryptocurrencies, and tokens is uncertain, and new regulations or policies may materially adversely affect the development of the Services, and therefore the potential utility or value of MicroBuddies and/or other tokens offered within the Services. The NFT trading venues on which the MicroBuddies may trade are new and in most cases, largely unregulated.
- Upgrades by Ethereum to the Ethereum platform, a hard fork in the Ethereum platform, or a change in how transactions are confirmed on the Ethereum platform may have unintended, adverse effects on the Services.
- Digital asset transactions are generally not reversible and an incorrect or unauthorized transfer of a MicroBuddy cannot be undone. Although the Company’s transfers of the MicroBuddies will be regularly made to or from vendors, consultants, services providers, etc. it is possible that, through computer or human error, or otherwise theft or criminal action, the MicroBuddies could be transferred from the Company in incorrect amounts or to unauthorized third parties. The Company may be unable to recover incorrectly transferred MicroBuddies. To the extent that the Company is unable to seek redress for such error or theft, such loss could adversely affect the Services.
- EXTERNAL SITES
The Services may include hyperlinks or access to other web sites or resources (collectively, “External Sites”). Access to such External Sites is provided solely as a convenience to you and other users of the Services and Good Gaming has no control over any External Sites. You acknowledge and agree that Good Gaming is not responsible for the availability of any External Sites. Good Gaming does not endorse any advertising, products, or other materials on or made available from any External Sites. You acknowledge and agree that Good Gaming is not liable for any loss or damage which may be occur as a result of the availability or unavailability of the External Sites, or as a result of your reliance upon the completeness, accuracy or existence of any advertising, products, or other materials on, or made available through, any External Sites.
- TERM; TERMINATION
- The “Term” of this Agreement will continue until the Agreement is terminated as provided herein. We reserve the right to terminate this Agreement and/or deny all or some portion of the Services to you or any user, in our sole discretion, at any time. This Agreement shall commence upon our providing you with access to the Services and shall continue until terminated by its terms.
- You may terminate this Agreement at any time by ceasing use of the Services. We may terminate this Agreement at any time by denying you access to the Services.
- Without limiting the foregoing or assuming any additional legal obligations, we reserve the right to terminate violators of the Copyright Act, in accordance with applicable law. All rights that you grant to us herein related to Submissions shall survive any termination of this Agreement. Further, your representations, warranties and indemnification obligations herein shall survive any termination of this Agreement.
- Upon termination of the Agreement for any reason, your right to use the Services shall immediately cease. Termination of this Agreement shall not relieve either Party of any obligation accrued prior to the termination date or which by its nature should survive any termination of this Agreement.
- DISPUTES, GOVERNING LAW AND JURISDICTION
- The laws of the State of Delaware shall govern this Agreement. Any legal proceeding or arbitration shall be held in Wilmington, Delaware (the “Dispute Resolution Location”). To the extent arbitration does not apply, you agree that any dispute arising out of or relating to the Services or us, may only be brought by you in a state or federal court located in the Dispute Resolution Location. YOU HEREBY WAIVE ANY OBJECTION TO THIS VENUE AS INCONVENIENT OR INAPPROPRIATE AND AGREE TO EXCLUSIVE JURISDICTION AND VENUE IN THE DISPUTE RESOLUTION LOCATION.
- You agree that any claim or dispute arising out of or relating in any way to your use of the Services or any service provided by us, will be resolved solely and exclusively by binding arbitration, rather than in court, except that you may assert claims in small claims court if your claims qualify. The Federal Arbitration Act and federal arbitration law apply to this Agreement. YOU UNDERSTAND AND AGREE TO SUBMIT TO ARBITRATION PROCEEDINGS TO SETTLE ANY DISPUTES HEREUNDER, THAT SUCH ARBITRATION WILL BE IN LIEU OF LITIGATION, AND EACH PARTY HEREBY WAIVES THE RIGHT TO SUE IN COURT IN FAVOR OF THE ARBITRATION PROCEEDING EXCEPT AS PERMITTED UNDER THIS AGREEMENT.
- There is no judge or jury in arbitration, and court review of an arbitration award is limited. An arbitrator, however, may award on an individual basis the same damages and relief as a court (including injunctive and declaratory relief or statutory damages), and must follow the terms of this Agreement as a court would.
- To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to our address specified in the Notice section, below.
- Arbitration under this Agreement will be conducted by the American Arbitration Association (“AAA”) under its rules then in effect. Payment of all filing, administration and arbitrator fees will be governed by the AAA's rules.
- You agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action. If for any reason a claim proceeds in court rather than in arbitration, we both agree that we have each waived any right to a jury trial.
- Notwithstanding the foregoing, you agree that we may bring suit in court to enjoin infringement or other misuse of intellectual property or other proprietary rights.
- Any dispute or alleged claim you may have with respect to your access or use of the Services must be commenced within one year after the occurrence of the events leading to the dispute or alleged claim.
- Relationship Between The Parties. This Agreement shall not be construed as creating any agency, partnership, joint venture, or other similar legal relationship between the Parties; nor will either Party hold itself out as an agent, partner, or joint venture party of the other Party.
- Compliance With Law. Each Party shall comply with all applicable laws and regulations of governmental bodies or agencies in its performance under this Agreement.
- Waiver. No waiver shall be implied from conduct or failure to enforce rights. No waiver shall be effective unless in a writing signed by both Parties.
- Severability. If any provision of this Agreement is held to be invalid, void, or unenforceable, such provision shall be deemed to be restated to reflect as nearly as possible the original intentions of the Parties in accordance with applicable law and the remaining provisions of this Agreement shall remain in full force and effect.
- Assignment. We may assign our rights under this Agreement, in whole or in part, to any person or entity at any time with or without your consent. You may not assign the Agreement or delegate any of your rights, interest, or obligations hereunder, without our prior written consent. The sale of a controlling interest in a single Transaction or a series of Transactions of yours shall be deemed an assignment hereunder for which our consent is required. Any unauthorized assignment shall be null and void. This Agreement shall bind and inure to the benefit of the Parties and their respective successors and permitted assigns.
- Force Majeure. We shall not be in default or otherwise liable for any delay in or failure of our performance under this Agreement where such delay or failure arises by reason of any Act of God or any government or any governmental body, war, insurrection, acts of terrorism, the elements, strikes or labor disputes or other similar or dissimilar causes beyond our control. You acknowledge that the performance of certain of our obligations may require the cooperation of third parties designated by you and outside our control. In the event such third parties fail to cooperate with us in a manner that reasonably permits us to perform our obligations, such failures shall be consider as causes beyond our reasonable control for the purposes of this Section and shall not be the basis for a determination that we are in breach of any of our obligations under this Agreement or are otherwise liable.
- Equitable Remedies. You hereby agree that we would be irreparably damaged if the terms of this Agreement were not specifically enforced, and therefore you agree that we shall be entitled, without bond, other security or proof of irreparable harm or other damages, to appropriate equitable remedies with respect to breaches of this Agreement, in addition to such other remedies as we may otherwise have available to us under applicable laws.
- Entire Agreement. This Agreement shall constitute the complete agreement between the Parties and supersedes all previous agreements or representations, written or oral, with respect to the subject matter hereof.
- Notices and Contact. All legal notices given by you or required under this Agreement shall be in writing and addressed to: Good Gaming, Inc., 415 McFarlan Road, Suite 108, Kennett Square, PA 19348. You may also contact us with general inquiries via email at the following address:email@example.com.
- Survival. Any provision of this Agreement that may reasonably be interpreted as being intended by the Parties to survive termination or expiration of the Agreement, shall survive any such termination or expiration.
If you believe in good faith that any materials posted on the Website or accessed via the Services (the “Materials”) infringe any copyright in any work of yours, you agree to contact our “DMCA Copyright Agent” as identified below, hereby designated under the Digital Millennium Copyright Act (“DMCA”) (17 U.S.C. §512(c)(3)), with correspondence containing the following:
- A physical or electronic signature of the owner or a person authorized to act on behalf of the owner, of the copyright that is allegedly infringed;
- Identification of the copyrighted work claimed to have been infringed;
- Identification, with information reasonably sufficient to allow its location of the material that is claimed to be infringing;
- Information reasonably sufficient to permit us to contact you;
- A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and,
- A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
You agree that if you fail to comply with all of the requirements of this policy, your DMCA notice may not be valid. For any questions regarding this procedure or to submit a complaint, please contact our designated DMCA Copyright Agent:
Good Gaming, Inc.
Address: 415 McFarlan Road, Suite 108, Kennett Square, PA 19348
Attn: Jordan Axt
If you believe in good faith that any Materials (as defined above) posted on the Website or accessed via the Services infringe any of your rights (including any trademark or privacy rights, but not including rights in copyright as addressed in the Copyright Policy, above), or are otherwise unlawful, you agree to send a notice to firstname.lastname@example.org, containing the following information:
- Your name, physical address, e-mail address and phone number
- A description of the Materials posted on the Website that you believe violate your rights or are otherwise unlawful and which parts of said Materials you believe should be remedied or removed;
- Identification of the location of the Material on the Website;
- If you believe that the Materials violate your rights, a statement as to the basis of the rights that you claim are violated;
- If you believe that the Materials are unlawful or violate the rights of others, a statement as to the basis of this belief;
- A statement under penalty of perjury that you have a good faith belief that use of the Materials in the manner complained of is not authorized and that the information you are providing is accurate to the best of your knowledge and in good faith; and,
- Your physical or electronic signature.
If we receive a message from you that complies with all of the above requirements, we will evaluate the submission, and if appropriate, in our sole discretion, we will take action. We may disclose your submission to any entity that posted the claimed violative Materials or any other entity as we deem appropriate.
Copyright © Good Gaming, Inc. All rights reserved. The Website is protected by United States and international copyright, trademark, and other applicable laws. This includes the content, appearance, and design of the Website, as well as the trademarks, product names, graphics, logos, service names, slogans, colors, and designs.