NFTs. The Services may allow you to purchase a Mojito NFT or allow you to earn or claim a free minted NFTs (“NFTs”) whose ownership is recorded on the Ethereum blockchain or such other blockchain that we may support from time to time. “NFT” means a blockchain-tracked, non-fungible token. NFTs are associated with metadata, artwork, graphics, images, designs, logos, drawings, photographs, texts taglines or video or audio recordings which for the avoidance of doubt constitute NFT Media (as defined below in Section 5.1). NFT Media associated with NFTs is created by artists curated by us (collectively, “Creators”) All right, title and interest in the NFT Media associated with each NFT (including all copyrights, trademark rights and all other intellectual property rights) is owned by Company or Company’s Creator licensors. If you Own a NFT, your ownership is limited solely to ownership of the NFT and does not extend to the NFT Media and is subject to your license in the NFT Media as specified in Section 5.1(b). “Own” for purposes of the foregoing, means a NFT that you have purchased, earn, claim or otherwise rightfully acquired from a legitimate source, where proof of such purchase is recorded on the relevant blockchain. We use a third-party services provider for compliance purposes to make your experience safe. You are solely responsible for any actions taken on such website and we shall not be liable for any loss resulting in whole or in part from your use of such provider. Any issue related with the transaction of the NFT, should be directed to us at customer@getmojito.com.

Additional Features. The NFT may allow you to access certain other features, that may be available from time to time (collectively, such access and features, the “Additional Features”). For clarity, Company’s inclusion of the Additional Features does not imply or warrant that they will be available at any other time, and Company may cease providing such Additional Features at any time in their sole discretion.

Mojito Membership. NFTs are your access to Mojito’s Community.

Smart Contracts; Intangible Property. The NFTs available on the Website are digital assets created through the use of smart contracts, executable computer code initially maintained on a chain Network (“Smart Contracts”). The chain network provides a ledger of all transactions that occur on that network, including transfers of NFTs. NFTs are owned by controlling a private key associated with a public address on the chain network and will continue to exist as long as the node operators from time to time maintain the chain network (or the NFT has be recorded on another blockchain network). This means that all NFTs are outside of the control of any one party, including the Company and/or Third-Party Service Provider and any single node operator.

Metadata.  Metadata relates to the visual, audio, or other work associated with a NFT, will be separately maintained by us, our subcontractors, Third Party Service Provider or partner in a digital storage media of our choice. Unless expressly indicated by a us on the Website, purchase or acquisition of a NFT will not entitle you to possession of, or any rights in, any physical artwork or other physical item, even if a physical artwork or other item from which the Metadata was derived exists.

Eligibility. You must be at least 13 years of age or older to use the Services. Children under the age of 13 are not permitted to use the Services. Minors under the age of majority in their jurisdiction but that are at least 13 years of age are only permitted to use the Services if the minor’s parent or guardian accepts these Terms on the minor’s behalf prior to use of the Services. By using the Services, you represent and warrant that you meet this requirement.  

Wallets.  All transactions for NFTs initiated through our Services require you to use multi-signature wallets or third party non-custodial digital wallets (“Wallets”), such as MetaMask or Paper Wallet. The Paper Wallet may enable you to access a non-custodial digital wallet set up by a third party which is a web-based smart wallet that runs on certain mobile and desktop platforms and may provide you with access to an interface allowing them to execute instructions directly on a compatible blockchain network. Through the Paper Wallet, you may be able to (i) store and view balances of NFTs and other digital assets, (ii) link to decentralized applications, (iii) view addresses and information that are part of digital asset networks and broadcast transactions and (iv) use additional functionality as may be added from time to time. By using our Services you agree that you are governed by the terms or service and privacy policies of those Wallets that you choose to use. You are solely responsible for keeping your Wallet and any private keys necessary to decrypt your Wallet secure and you should never share your Wallet seed phrase or private keys with anyone else via the Services.  We have no ability to help you access or recover your private keys for your Wallet, so please keep them in a safe place.  You acknowledge and agree that for any Mojito NFTs purchased with a credit card and transferred to a semi-custodial wallet will be subject to a fourteen (14) day holding period.  By using such Wallets to conduct such transactions via the Services, you agree that you are governed by the terms of service and privacy and cookies policy for the applicable Wallets, and that Company has no responsibility, liability or responsibility to you in any way arising from your use of such third-party Wallets, including for any security failures or other errors or failures of such Wallets.

Secondary Marketplaces and Third Party Platforms. You may be able to buy, sell, trade, and transact in  NFTs  secondary marketplaces that we or our affiliates may operate, or via the secondary marketplaces of Third Party Platforms.  We may not be able to control the actions of secondary marketplaces of third party platforms and make no promises or guarantees of any kind regarding such third-party marketplaces. You also acknowledge and agree that we may implement a transaction fee on any secondary sale of  NFTs or that a royalty may be required by the terms of such  NFT and such transaction fees and royalties may be incorporated into the smart contracts for such NFTs or in our agreement with such marketplaces.

Creating and Safeguarding your Account To use certain of the Services, you need to create an account (“Account”). You can create an Account by linking your Wallet address to the Website , and providing an email address and password that will be associated with your Wallet address. You agree to provide us with accurate, complete, and updated information for your Account. You are solely responsible for any activity on your Account and for maintaining the confidentiality and security of your password and Company is not  liable for any acts or omissions by you in connection with your Account. You must immediately notify us at customer@getmojito.com if you know or have any reason to suspect that your Account or password have been stolen, misappropriated or otherwise compromised, or in case of any actual or suspected unauthorized use of your Account. Company may require you to provide additional information and documents regarding your use of the Services, including at the request of any competent authority or in case of application of any applicable law or regulation, including laws related to anti-money laundering, or for counteracting financing of terrorism. Company may also require you to provide additional information and documents in cases where it has reasons to believe that:

(a) Your Account or your Wallet is being used for illegal money laundering or for any other illegal activity;
(b) You have concealed or reported false identification information and other details; or
(c) Transactions effected via your use of the Services were made in breach of these Terms.

Purchases of Offerings. The Services may permit you to purchase and sell NFTs. All purchases of Offerings via the Services are non-refundable unless specified by the applicable Offering. You acknowledge and agree that all payment information you provide with regards to a purchase of Offerings is accurate, current and complete. When you purchase Offerings, you agree to pay the price for such Offerings as set forth in the applicable listing for the Offering, all processing fees, network fees (including gas fees) and where applicable, royalties of the NFT. We use third party service providers to complete the purchase and handling charges and all applicable taxes in connection with your purchase (the “Full Purchase Amount”). All fees and charges are payable in accordance with payment terms in effect at the time the fee or the charge becomes payable. You must pay for your purchase via the cryptocurrency or other payment currency designated by the Services. In certain cases, your transaction may not be successful due to an error with the blockchain or the Wallet. We accept no responsibility or liability to you for any such failed transactions, or any transaction or gas fees that may be incurred by you in connection with such failed transactions. We are not a cryptocurrency or fiat payment processor. We use third party payment processor services to enable you to purchase and or sell NFT’s and certain goods or services. You are solely responsible for any actions taken on such website and we shall not be liable for any loss resulting in whole or in part from such provider. For the avoidance of doubt, unless expressly indicated on the Website, purchase or acquisition of a NFT will not entitle you to possession of, or any rights in, any physical artwork or other physical item, even if a physical artwork or other item from which the NFT Media was derived exists.

Promotional Codes. We may offer certain promotional codes, referral codes, discount codes, coupon codes, member discounts or similar offers (“Promotional Codes”) that may be redeemed for discounts on future Offerings, or other features or benefits related to the Services, subject to any additional terms and restrictions that we establish. You agree that Promotional Codes: (a) must be used in a lawful manner; (b) must be used for the intended audience and purpose; (c) may not be duplicated, sold or transferred in any manner, or made available by you to the general public (whether posted to a public forum, coupon collecting service, or otherwise), unless expressly permitted by Company, as applicable; (d) may be disabled or have additional conditions applied to them by Company at any time for any reason without liability to Company; (e) may only be used pursuant to the specific terms that Company establishes for such Promotional Code, as applicable; (f) are not valid for cash or other credits or points; and (g) may expire prior to your use.

 Privacy and Cookies Policy. Our Privacy and Cookies Policy describes how we handle the information you provide to us when you use the Services. For an explanation of our privacy practices and your user rights, please visit our Privacy and Cookies Policy located at https://getmojito.com/privacy-policy.

License Grants.

(a) Services License. Subject to your compliance with these Terms, Company, hereby grants to you, a personal, worldwide, royalty-free, non-assignable, non-sublicensable, non-transferrable (except in the case of a valid and lawful transfer of a NFT by you to another purchaser), and non-exclusive license to use the software provided to you as part of the Services, provided that the license for any digital media, artwork, designs, or content that is associated with any NFT (“NFT Media”) is solely as set forth in Section 4.1(b) below or as otherwise specified with respect to a specific type of NFTs. This license has the sole purpose of enabling you to use and enjoy the benefit of the Services as provided by us, in the manner permitted by these Terms and subject to the use restrictions described below. Your access and use of the Services may be interrupted from time to time for any of several reasons, including, without limitation, the malfunction of equipment, periodic updating, maintenance, or repair of the Service or other actions that we, in our sole discretion, may elect to take.
‍
(b) NFT Media License. Subject to your compliance with these Terms and unless otherwise specifically set forth with respect to a certain collection of NFTs, for as long as you Own a NFT, Company, hereby grants to you a non-exclusive right and license to use, copy and display the NFT Media associated with such NFT (i) for your personal and non-commercial use and (ii) in connection with your sale or offer for sale of your applicable NFT on a marketplace that cryptographically verifies each NFT owner’s rights to display the art for their purchased or earned NFTs to ensure that only the actual owner can display the art. If you sell or transfer your NFT, you will no longer be granted the foregoing license in the NFT Media that is associated with such NFT, and such license will transfer to the new owner of the NFT. In the event that a royalty is required by a particular collection of NFTs as may be specified in an update to these Terms or additional terms that govern such collection of NFTs, you agree to remit such royalty as specified and if you fail to do so the foregoing license in the NFT Media will immediately expire with respect to that NFT without the requirement of notice and you will have no further rights in or to the NFT Media for that NFT.

Restrictions On Your Use of the Services.  You may not do any of the following, unless applicable laws or regulations prohibit these restrictions, or you have written permission to do so

(a) Duplicate, decompile, reverse engineer, disassemble or decode the Services (including any underlying idea or algorithm), or attempt to do any of the same;

(b) use, reproduce or remove any copyright, trademark, service mark, trade name, slogan, logo, image, or other proprietary notation displayed on or through the Services;

(c) use automation software (bots), hacks, modifications (mods) or any other unauthorized third-party software designed to modify the Services or impersonate a real-person or to engage in multiple transactions via the Services;

(c) access or use the Services in any manner that could disable, overburden, damage, disrupt, or impair the Services or interfere with any other party's access to or use of the Services or use any device, software or routine that causes the same;

(d) attempt to gain unauthorized access to, interfere with, damage or disrupt the Services, accounts registered to other users, or the computer systems or networks connected to the Services;

(d) circumvent, remove, alter, deactivate, degrade, or thwart any technological measure or content protections of the Services;

(e) use any robot, spider, crawlers, or other automatic device, process, software, or queries that intercepts, “mines”, scrapes, or otherwise accesses the Services to monitor, extract, copy, or collect information or date from or through the Services, or engage in any manual process to do the same;

(f) introduce any viruses, trojan horses, worms, logic bombs, or other materials that are malicious or technologically harmful into our systems;

(e) use the Services for illegal, harassing, unethical, or disruptive purposes;

(f) violate any applicable law or regulation in connection with your access to or use of the Services; or

(g) access or use the Services in any way not expressly permitted by these Terms.

Ownership of the Services. The Services, including their “look and feel” (e.g., text, graphics, images, logos), proprietary content, information and other materials, are protected under copyright, trademark and other intellectual property laws. You agree that Company, and/or our licensors own all right, title and interest in and to the Services (including the NFT Media, any and all intellectual property rights in the Services and NFT Media) and you agree not to take any action(s) inconsistent with such ownership interests. We and our licensors reserve all rights in connection with the Services and its content (other than your Content), including the right to create derivative works.

Ownership of Trademarks. Company’s name, trademarks, logo, and all related names, logos, product and service names, designs and slogans are trademarks of Company, or their affiliates, service providers, Creators or licensors. Other names, logos, product and service names, designs, and slogans that appear on the Services are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by Company.

Your Content License Grant. In connection with your use of the Services, you may be able to post, upload, or submit content to be made available through the Services (“Your Content”). In order to operate the Service, Company must obtain from you certain license rights in Your Content so that actions we take in operating the Service are not considered legal violations. Accordingly, by using the Service and uploading Your Content, you grant us a license to access, use, host, cache, store, reproduce, transmit, display, publish, distribute, and modify (for technical purposes, e.g., making sure content is viewable on smartphones as well as computers and other devices) Your Content but solely as required to be able to operate and provide the Services.  You agree that these rights and licenses are royalty free, transferable, sub-licensable, worldwide, and irrevocable (for so long as Your Content is stored with us), and include a right for us to make Your Content available to, and pass these rights along to, others with whom we have contractual relationships related to the provision of the Services, solely for the purpose of providing such Services, and to otherwise permit access to or disclose Your Content to third parties if we determine such access is necessary to comply with our legal obligations.  As part of the foregoing license grant you agree that the other users of the Services shall have the right to comment on and/or tag Your Content and/or to use, publish, display, modify, or include a copy of Your Content as part of their own use of the Services; except that the foregoing shall not apply to any of Your Content that you post privately for non-public display on the Services.  By posting or submitting Your Content through the Services, you represent and warrant that you have, or have obtained, all rights, licenses, consents, permissions, power, and/or authority necessary to grant the rights granted herein for Your Content.  You agree that Your Content will not contain material subject to copyright or other proprietary rights, unless you have the necessary permission or are otherwise legally entitled to post the material and to grant us the license described above.

Notice of Infringement-DMA Policy

If you believe that any text, graphics, photos, audio, videos or other materials or works uploaded, downloaded or appearing on the Services have been copied in a way that constitutes copyright infringement, you may submit a notification to our copyright agent in accordance with 17 USC 512(c) of the Digital Millennium Copyright Act (the “DMCA”), by providing the following information in writing:

(a) identification of the copyrighted work that is claimed to be infringed;

(b) identification of the allegedly infringing material that is requested to be removed, including a description of where it is located on the Service;

(c) information for our copyright agent to contact you, such as an address, telephone number, and e-mail address;

(d) a statement that you have a good faith belief that the identified, allegedly infringing use is not authorized by the copyright owners, its agent or the law;

(e) a statement that the information above is accurate, and under penalty of perjury, that you are the copyright owner or the authorized person to act on behalf of the copyright owner; and

(f) the physical or electronic signature of a person authorized to act on behalf of the owner of the copyright or of an exclusive right that is allegedly infringed.

Notices of copyright infringement claims should be sent by mail to 200 Continental Drive Suite 401, Newark, DE 19713 Attn: General Counsel or by e-mail to customer@getmojito.com.  It is our policy, in appropriate circumstances and at our discretion, to disable or terminate the use of Services via the Accounts or Wallets connected to the Accounts of users who repeatedly infringe copyrights or intellectual property rights of others.

Any user of the Services who has uploaded or posted materials identified as infringing as described above may supply a counter-notification pursuant to sections 512(g)(2) and (3) of the DMCA. When we receive a counter-notification, we may reinstate the posts or material in question, in our sole discretion.  To file a counter-notification with us, you must provide a written communication (by fax or regular mail or by email) that sets forth all of the items required by sections 512(g)(2) and (3) of the DMCA.  Please note that you will be liable for damages if you materially misrepresent that content or an activity is not infringing the copyrights of others.

Use of Third-Party Materials in the Services. Certain Services may display, include or make available content, data, information, applications or materials from third parties (“Third Party Materials”) or provide links to certain third-party websites (such as Twitter, Discord, Privacy and Cookies Policies, Terms of Service and secondary NFT marketplaces). By using the Services, you acknowledge and agree that Company is not responsible for examining or evaluating the content, accuracy, completeness, availability, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect of such Third-Party Materials or websites. We do not warrant or endorse and do not assume and will not have any liability or responsibility to you or any other person for any third-party services, Third Party Materials or third-party websites, or for any other materials, products, or services of third parties. Third Party Materials and links to other websites are provided solely as a convenience to you.

We may partner with other companies (“Third-Party Partners”) to successfully provide you with some of the Services. In order to accomplish the aforementioned, we may need to share your Personal Information with the applicable Third-Party Partners so they can meet their legal and regulatory obligations. We may use Third-Party Partners to collect, capture biometric data to provide you with the Services, to avoid fraudulent and or illegal activities and to be compliant with AML, KYC regulations and other applicable laws. For more information, please read our Privacy and Cookies Policy

Disclaimers. Your access to and use of the Services are at your own risk. You understand and agree that the Services are provided to you on an “AS IS” and “AS AVAILABLE” basis. Without limiting the foregoing, to the maximum extent permitted under applicable law, Company, our parents, affiliates, related companies, officers, directors, employees, agents, representatives, partners, service providers, Creators and licensors (the “the Company Entities”) DISCLAIM ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. The Company Entities make no warranty or representation and disclaim all responsibility and liability for: (a) the completeness, accuracy, availability, timeliness, security or reliability of the Services; (b) the operation or compatibility with any other application or any particular system or device; and (c) whether the Services will meet your requirements or be available on an uninterrupted, secure or error-free basis; and (d) the deletion of, or the failure to store or transmit, Your Content and other communications maintained by the Services. No advice or information, whether oral or written, obtained from the Company Entities or through the Services, will create any warranty or representation not expressly made herein.

In some instances, the NFT may include experiences, special access or other exclusive content or special goods (collectively the “Experience”). This Experience may be provided directly to you from one of our partners or members of the community. We do not plan, host, operate, fulfil, endorse, any Experience unless provided expressly and directly by us. We do not guarantee any Experience and you agree that you will hold the party providing the experience responsible for any transaction or Experience provided by them. For some Experiences, there may be incidental costs and expenses such as fees for shipping, travel, food or lodging that are the sole responsibility of the Owner of the NFT unless otherwise expressly stated in the Offering description. If you own a NFT that entitles you to an Experience, you hereby consent to us sharing your contact information to facilitate delivery of your Experience, if applicable.

Limitations of Liability. TO THE EXTENT NOT PROHIBITED BY LAW, YOU UNDERSTAND AND AGREE THAT IN NO EVENT WILL THE COMPANY ENTITIES, SUBSIDIARIES, AFFILIATES AND LICENSORS BE LIABLE TO YOU OR ANY THIRD PARTIES (A) FOR DAMAGES OF ANY KIND, INCLUDING DIRECT, INDIRECT, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, LOSS OF USE, DATA OR PROFITS, BUSINESS INTERRUPTION OR ANY OTHER DAMAGES OR LOSSES (WHETER INCURRED DIRECTLY OR INDIRECTLY), ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE SERVICES), HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, WHETHER UNDER THESE TERMS OR OTHERWISE ARISING IN ANY WAY IN CONNECTION WITH THE SERVICES OR THESE TERMS AND WHETHER IN CONTRACT, STRICT LIABILITY OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) EVEN IF THE COMPANY ENTITIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE; OR (B) FOR ANY OTHER CLAIM, DEMAND OR DAMAGES WHATSOEVER RESULTING FROM OR ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE DELIVERY, USE OR PERFORMANCE OF THE SERVICES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE EXCLUSION OR LIMITATION MAY NOT APPLY TO YOU. THE COMPANY ENTITIES ARE NOT LIABLE FOR YOUR CONTENT POSTED ON THE SERVICES. THE COMPANY ENTITIES’ TOTAL LIABILITY TO YOU FOR ANY DAMAGES FINALLY AWARDED SHALL NOT EXCEED THE GREATER OF THE AMOUNT OF ONE HUNDRED DOLLARS ($100.00), OR THE AMOUNT YOU PAID THE COMPANY ENTITIES, IF ANY, IN THE PAST SIX (6) MONTHS FOR THE SERVICES (OR OFFERINGS PURCHASED ON THE SERVICES) GIVING RISE TO THE CLAIM. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

YOU ALSO UNDERSTAND AND AGREE THAT THE COMPANY ENTITIES,OUR PARENT, SUBSIDIARIES, AFFILIATES AND LICENSORS WILL NOT BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES WHICH YOU MAY INCUR, HOWSOEVER CAUSED 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, DIMINUTION OF VALUE OR ANY OTHER INTANGIBLE LOSS, EVEN IF THE COMPANY ENTITIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

THIS LIMITATION OF LIABILITY SHALL SURVIVE THE TERMINATION OR EXPIRATION OF THESE TERMS.

IF YOU ARE A USER FROM NEW JERSEY, THE FOREGOING SECTIONS TITLED “DISCLAIMERS” AND “LIMITATION OF LIABILITY” ARE INTENDED TO BE ONLY AS BROAD AS IS PERMITTED UNDER THE LAWS OF THE STATE OF NEW JERSEY. IF ANY PORTION OF THESE SECTIONS IS HELD TO BE INVALID UNDER THE LAWS OF THE STATE OF NEW JERSEY, THE INVALIDITY OF SUCH PORTION SHALL NOT AFFECT THE VALIDITY OF THE REMAINING PORTIONS OF THE APPLICABLE SECTIONS.

Assumption of Risks.

(a) You acknowledge and agree that there are risks associated with purchasing and holding NFTs and using blockchain technology. These including, but are not limited to, risk of losing access to NFT due to loss of private key(s), custodial error or purchaser error, risk of mining or blockchain attacks, risk of hacking and security weaknesses, risk of unfavorable regulatory intervention in one or more jurisdictions, risks related to token taxation, risk of personal information disclosure, risk of uninsured losses, unanticipated risks, and volatility risks.

(b) The prices of collectible blockchain assets are extremely volatile and subjective and collectible blockchain assets have no inherent or intrinsic value. Each NFT has no inherent or intrinsic value. You acknowledge and affirm that you are collecting, trading, or purchasing NFTs for purposes of acquiring digital collectibles for your personal use and enjoyment, to become a member of the Mojito Community and not for any investment or speculative purposes. Any economic benefit that may be derived from appreciation in the value of a NFT is incidental to obtaining it for its collectible purpose. You agree that NFTs are not to be used as a substitute for currency or medium of exchange, resale, or redistribution and that you are not acquiring any equity or other ownership or revenue sharing interest in Company Entities, their affiliates, or any brand as a result of your acquisition of NFTs.

(c) We will use commercially reasonable efforts to deploy secure and functional smart contracts underlying NFTs minted directly by us. However, we will not be liable or responsible to you for any failure in the intended function of such smart contracts, or any bugs, viruses, exploits, logic gaps, or malicious code which may be incorporated into any such smart contracts, or which could be used to commit fraud or otherwise cause harm. You acknowledge that you have obtained sufficient information to make an informed decision to purchase or acquisition of a NFT, including carefully reviewing the code of the smart contract and the NFT, and fully understand and accept the functions of the same. Further, we will not be liable for any failure or removal of the storage system used to store any NFT Media that is linked to or associated with NFTs, or for any failures in the underlying blockchain on which the NFTs ownership may be recorded.

(d) The regulatory regime governing blockchain technologies, cryptocurrencies, and tokens is uncertain, and new regulations or policies may materially adversely affect the potential utility or value of your NFT(s). Upgrades to any blockchain network or hard forks in such networks, or a change in how transactions are confirmed on such blockchain networks may have unintended, adverse effects on all blockchains, including any that are related to your NFT(s).

(e) Any purchase or sale you make, accept, or facilitate outside of the Website of any NFT(s) will be entirely at your risk. We do not authorize, control, or endorse purchases or sales of NFTs outside of the Website. We expressly deny and disclaim any liability to you and deny any obligation to indemnify you or hold you harmless for any losses you may incur by transacting, or facilitating transactions, in NFTs outside of the Website.

Informal Process First. You agree that in the event of any dispute between you and the Company Entities, you will first contact Company and make a good faith sustained effort to resolve the dispute before resorting to more formal means of resolution, including without limitation, any court action.

Arbitration Agreement and Class Action Waiver. After the informal dispute resolution process, any remaining dispute, controversy, or claim (collectively, “Claim”) relating in any way to your use of Company’s services and/or products, including the Services, will be resolved by arbitration, including threshold questions of arbitrability of the Claim. You and Company agree that any Claim will be settled by final and binding arbitration, using the English language, administered by JAMS under its Comprehensive Arbitration Rules and Procedures (the “JAMS Rules”) then in effect (those rules are deemed to be incorporated by reference into this section, and as of the date of these Terms). Arbitration will be handled by a sole arbitrator in accordance with the JAMS Rules. Any arbitration will be conducted in the English language and the seat of the arbitration shall be New York City, New York. Notwithstanding the foregoing, you and Company will have the right to bring an action in a court of proper jurisdiction for injunctive or other equitable or conservatory relief, pending a final decision by the arbitrator. You may instead assert your claim in “small claims” court, but only if your claim qualifies, your claim remains in such court and your claim remains on an individual, non-representative and non-class basis.

Waiver of Class Actions and Class Arbitrations.  You and Company agree that each party may bring Claims against the other party only in an individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding, including without limitation federal or state class actions, or class arbitrations. Accordingly, under the arbitration procedures outlined in this section, an arbitrator shall not combine or consolidate more than one party’s claims without the written consent of all affected parties to an arbitration proceeding. Without limiting the generality of the foregoing, you and Company agree that no dispute shall proceed by way of class arbitration without the written consent of all affected parties.
YOU ALSO UNDERSTAND AND AGREE THAT THE COMPANY ENTITIES,OUR PARENT, SUBSIDIARIES, AFFILIATES AND LICENSORS WILL NOT BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES WHICH YOU MAY INCUR, HOWSOEVER CAUSED 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, DIMINUTION OF VALUE OR ANY OTHER INTANGIBLE LOSS, EVEN IF THE COMPANY ENTITIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

THIS LIMITATION OF LIABILITY SHALL SURVIVE THE TERMINATION OR EXPIRATION OF THESE TERMS.

IF YOU ARE A USER FROM NEW JERSEY, THE FOREGOING SECTIONS TITLED “DISCLAIMERS” AND “LIMITATION OF LIABILITY” ARE INTENDED TO BE ONLY AS BROAD AS IS PERMITTED UNDER THE LAWS OF THE STATE OF NEW JERSEY. IF ANY PORTION OF THESE SECTIONS IS HELD TO BE INVALID UNDER THE LAWS OF THE STATE OF NEW JERSEY, THE INVALIDITY OF SUCH PORTION SHALL NOT AFFECT THE VALIDITY OF THE REMAINING PORTIONS OF THE APPLICABLE SECTIONS.

Costs of Arbitration. Payment for any and all reasonable JAMS filing, administrative and arbitrator fees will be in accordance with the JAMS Rules. You are responsible for all additional costs that you incur in the arbitration, including without limitation, fees for attorneys or expert witnesses.

Opt-Out . You have the right to opt-out and not be bound by the arbitration provisions set forth in these Terms by sending written notice of your decision to opt-out to customer@getmojito.com. The notice must be sent to Company within thirty (30) days of your registering to use the Services or agreeing to these Terms, otherwise you shall be bound to arbitrate disputes in accordance with these Terms. If you opt-out of these arbitration provisions, Company also will not be bound by them.

Updating These Terms.  We may modify these Terms from time to time in which case we will update the “Last Revised” date at the top of these Terms.  If we make changes that are material, we will use reasonable efforts to attempt to notify you, such as by e-mail, and/or by placing a prominent notice on the first page of the Website, and/or by implementing a mandatory click-through process. In the event we implement mandatory click-through process for any material changes to these Terms, by clicking, you agree and acknowledge you have read the changes and acceptance of the modified Terms will become effective. However, it is your sole responsibility to review these Terms from time to time to view any such changes. The updated Terms will be effective as of the time of posting, or such later date as may be specified in the updated Terms. Your continued access, use of the Services after the modifications have become effective will be deemed your acceptance of the modified Terms.

Termination of License and Your Account. If you breach any of the provisions of these Terms, all licenses granted by Company will terminate automatically. Additionally, Company may suspend, disable, or delete your Account and/or the Services (or any part of the foregoing) with or without notice, for any or no reason. If Company deletes your Account for any suspected breach of these Terms by you, you are prohibited from re-registering for the Services under a different name. In the event of Account deletion for any reason, or termination of your access to the Services for any reason, Company may, but is not obligated to, delete any of Your Content. All sections which by their nature should survive the termination of these Terms shall continue in full force and effect subsequent to and notwithstanding any termination of this Agreement by Company or you. Termination will not limit any of Company’s other rights or remedies at law or in equity.

Injunctive Relief. You agree that a breach of these Terms will cause irreparable injury to Company for which monetary damages would not be an adequate remedy and Company shall be entitled to equitable relief in addition to any remedies it may have hereunder or at law without a bond, other security or proof of damages.

California Residents.  If you are a California resident, in accordance with Cal. Civ. Code § 1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112 Sacramento, CA 95834, or by telephone at (800) 952-5210.

No Professional Advice. Any information provided by or on behalf of us through the Website (including these Terms) is for informational purposes only and should not be construed as professional, accounting, tax or legal advice. You should not take or refrain from taking any action in reliance on any information contained in these Terms or on any information provided by or on behalf of us through the Website. Before you make any decision to purchase or sell any NFT, you should consider seeking independent professional advice from persons licensed and qualified in the area for which such advice would be appropriate.

No Waivers. No failure or delay on our part or on the part of us in the exercise of any power, right, privilege or remedy under these Terms shall operate as a waiver of such power, right, privilege or remedy; and no single or partial exercise of any such power, right, privilege or remedy shall preclude any other or further exercise thereof or of any other power, right, privilege or remedy. We shall not be deemed to have waived any claim arising out of these Terms, or any power, right, privilege or remedy under these Terms, unless the waiver of such claim, power, right, privilege or remedy is expressly set forth in a written instrument duly executed and delivered on behalf of us, and any such waiver shall not be applicable or have any effect except in the specific instance in which it is given.

Certain Restrictions. We are not permitted to engage in any transactions with any person, entity, or country prohibited by any applicable export control and sanctions laws and regulations of the United States and any other applicable governmental authority, including without limitation, the U.S. Export Administration Regulations and U.S. sanctions regulations (“Export Control and Sanctions Laws”), including, without limitation, the prohibition against transactions with: (i) a national or resident of any country subject to U.S. sanctions or similar restrictions (currently, Cuba, Iran, Syria, North Korea, and the region Crimea), or (ii) anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or other sanctions lists. You will not be permitted to receive an NFT from us if we learn that such action would be in breach of Export Control and Sanctions Laws. We are not permitted to engage in transactions with card payments for the sale of (i) travel-related services such as: timeshares and discount vacation travel clubs via outbound telemarketing calls or mass emailing; (ii) inbound telemarketing including adult content, audiotext, videotext merchant or digital content; (iii) sale of prescription and proprietary drugs, non-prescription medicines, and related items (iv) sale of tobacco-based products such as cigarettes, electronic cigarettes, vaping devices and smokers' supplies; (v) betting, including lottery tickets, casino gaming chips, off-track betting and wagers at race tracks; (vi) cyberlockers and similar remote digital file-sharing services where uploaded content is accessible to the public or the service pays uploaders for content; (vii) dating services; (viii) games of skill, such as daily fantasy sports gaming; (ix) high-risk securities; (x) cannabis derivatives and extracts; (xi) sale via outbound telemarketing.

Force Majeure. Company will not be liable or responsible to you, nor be deemed to have defaulted under or breached these Terms, for any failure or delay in fulfilling or performing any of our obligations under these Terms or in providing the Services, including operating the Website, when and to the extent such failure or delay is caused by or results from any events beyond our ability to control, including acts of God, flood, fire, earthquake, epidemics, pandemics, tsunami, explosion, war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest, government order, law, or action, embargoes or blockades, strikes, labor stoppages or slowdowns or other industrial disturbances, shortage of adequate or suitable Internet connectivity, telecommunication breakdown or shortage of adequate power or electricity, and other similar events beyond our control.

Miscellaneous. If any provision of these Terms shall be unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions. These Terms and the licenses granted hereunder may be assigned by Company but may not be assigned by you without the prior express written consent of Company. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. The section headings used herein are for reference only and shall not be read to have any legal effect. The Services are operated by us in the United States. Those who choose to access the Services from locations outside the United States do so at their own initiative and are responsible for compliance with applicable local laws. These Terms are governed by the laws of the State of New York, without regard to conflict of laws rules, and the proper venue for any disputes arising out of or relating to any of the same will be the arbitration venue set forth in Section 9, or if arbitration does not apply, then the state and federal courts located in New York. You and Company agree that the United Nations Convention on Contracts for the International Sale of Goods will not apply to the interpretation or construction of these Terms.

How to Contact Us.  You may contact us regarding the Services or these Terms by e-mail at customer@getmojito.com