Last Updated: October 26th, 2022
Welcome to W3Block! W3Block is a decentralized application and infrastructure layer for the creation of digital solutions such as marketplaces operating on the Ethereum, Polygon and multiple other blockchain applications. The W3Block Platform uses specially-developed smart contracts, APIs and SDKs that enable Users to create, transfer and sell their digital creations to their specific Customers on a peer- to-peer digital manner. Customers may trade, transfer, sell, or proudly display their collected pieces on the W3Block’s powered Platforms or any other blockchain application that are interoperable with our systems.
Please read these Terms of Use (“Terms”, “Terms of Use”, or “Agreement”) very carefully. This Agreement is between you (the “User(s),” “Artist(s),” “Customer(s),” “Owner(s),” and collectively with others using the Site - “Users”) and W3Block, Inc., a company operating the W3Block platform and organized under the laws of the State of Delaware (“W3Block,” “the Company”, “we”, “our” or “us” and together with you, the “Parties”). These Terms govern your use of the website located at https://weblock.global (the “Site”), and all related tools, mobile applications, web applications, decentralized applications, smart contracts, SDKs and APIs located at any of W3Block’s websites, including without limitation, successor website(s) or application(s) thereto (the “Platform”).
THESE TERMS SET FORTH THE LEGALLY BINDING TERMS AND CONDITIONS THAT GOVERN YOUR USE OF THE SITE OR PLATFORM. BY ACCESSING OR USING THE SITE, SERVICES, OR SMART CONTRACTS YOU ARE ACCEPTING THESE TERMS (ON BEHALF OF YOURSELF OR THE ENTITY THAT YOU REPRESENT), AND YOU REPRESENT AND WARRANT THAT YOU HAVE THE RIGHT, AUTHORITY, AND CAPACITY TO ENTER INTO THESE TERMS (ON BEHALF OF YOURSELF OR THE ENTITY THAT YOU REPRESENT). IF YOU DO NOT AGREE WITH ALL OF THE PROVISIONS OF THESE TERMS, YOU ARE PROHIBITED FROM ACCESSING, USING, OR TRANSACTING ON THE SITE OR PLATFORM. YOU FURTHER REPRESENT AND WARRANT THAT YOU ARE OTHERWISE LEGALLY PERMITTED TO USE THE SERVICES IN YOUR JURISDICTION AND THAT THE COMPANY IS NOT LIABLE FOR YOUR COMPLIANCE WITH SUCH APPLICABLE LAWS.
Our Privacy Policy found here describes the ways we collect, use, store and disclose your personal information, and is hereby incorporated by this reference into these Terms. You agree to the collection, use, storage, and disclosure of your data in accordance with our Privacy Policy.
The Platform
To access the Platform, W3Block integrates with many third party systems to help create a smooth experience. We may use Stripe, Paypal for payments and metamask and other wallet applications to make your experience better, for their Terms of Service, please visit their specific websites.
Transactions that take place on the Platform are managed and confirmed via the Ethereum, Polygon and multiple other blockchains that may be chosen from in the platform. The User understands that your public address will be made publicly visible whenever you engage in a transaction on the Platform. We will not be liable for the acts or omissions of any such third parties, nor will we be liable for any damage that you may suffer as a result of your transactions or any other interaction with any such third parties.
You acknowledge and agree that we (or, as applicable, our licensors) own all legal right, title and interest in and to all elements of the Platform. The graphics, design, systems, methods, information, computer code, software, services, “look and feel”, organization, compilation of the content, code, data, and all other elements of the Platform (collectively, the “W3Block Materials”) are owned by W3Block, and are protected by copyright, trade dress, patent, and trademark laws, international conventions, other relevant intellectual property and proprietary rights, and applicable laws. All W3Block Materials are the copyrighted property of W3Block or its licensors, and all trademarks, service marks, and trade names contained in the W3Block Materials are proprietary to W3Block or its licensors. Except as expressly set forth herein, your use of the Platform does not grant you ownership of or any other rights with respect to any content, code, data, or other materials that you may access on or through the Platform. We reserve all rights in and to the W3Block Materials not expressly granted to you in the Terms.
You may choose to submit comments, bug reports, ideas or other feedback about the Platform, including without limitation about how to improve the Platform (collectively, “Feedback”). By submitting any Feedback, you agree that we are free to use such Feedback at our 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, non-exclusive, worldwide license under all rights necessary for us to incorporate and use your Feedback for any purpose.
The Smart Contracts and the Site facilitate User and final customers collection of Users Items. W3Block and its affiliates, the Platform, and the Smart Contracts are the custodians of any User- owned W3Block created Items. The User understands and acknowledges that the Smart Contracts do give W3Block custody, possession, or control of any W3Block Item or cryptocurrency at any time for the purpose of facilitating W3Block Item transactions. You affirm that you are aware and acknowledge that W3Block is a custodial service provider and has designed this Platform to be directly accessible by the Users with the assistance of W3Block and/or any third-party.
The Platform or Site may include hyperlinks to other websites or resources (collectively, “External Sites”), which are provided solely as a convenience to our users. We have no control over any External Sites. You acknowledge and agree that we are not responsible for the availability of any External Sites, and that we do not endorse any advertising, products or other materials on or made available from any External Sites. Furthermore, you acknowledge and agree that we are not liable for any loss or damage which may be incurred as a result of the availability or unavailability of the External Sites, or as a result of any reliance placed by you upon the completeness, accuracy or existence of any advertising, products or other materials on, or made available from, any External Sites.
User Account and Security
The User must provide accurate and complete registration information when you create an account for the Platform. By creating an account, you agree to provide accurate, current and complete account information about yourself, and to maintain and promptly update as necessary your account information.
You are solely responsible for the security of your account and your wallet (and other wallets and accounts). You agree to undertake to maintain at all times adequate security and control of all of your Account details, passwords, personal identification numbers or any other codes that you use to access the Platform or the Services. You must ensure that Account(s) registered under your name will not be used by any other person. You must notify us immediately of any breach of security, loss, theft or unauthorized use of your username, password or security information.
W3Block reserves the right to terminate, suspend or restrict your access to any Account(s) if there is reasonable suspicion by us that the person logged into your Account(s) is not you or if we suspect that the Account(s) have been or will be used for any illegal, fraudulent, or unauthorized purposes. Under no circumstances shall W3Block or indemnified persons in accordance with these Terms be responsible or liable for any direct or indirect losses (including loss of profits, business or opportunities), damages or costs suffered by you or any other person or entity due to any such termination, suspension or restriction of access to any Account(s).
You agree to use the Platform only for purposes that are legal, proper and in accordance with these Terms and any applicable laws or regulations. Without limitation, you may not, and may not allow any third party to:
You affirm that you are over the age of 18, as the Platform is not intended for children under 18. IF YOU ARE 13 OR OLDER BUT UNDER THE AGE OF 18, OR THE LEGAL AGE OF MAJORITY WHERE YOU RESIDE IF THAT JURISDICTION HAS AN OLDER AGE OF MAJORITY, THEN YOU AGREE TO REVIEW THESE TERMS WITH YOUR PARENT OR GUARDIAN TO MAKE SURE THAT BOTH YOU AND YOUR PARENT OR GUARDIAN UNDERSTAND AND AGREE TO THESE TERMS. YOU AGREE TO HAVE YOUR PARENT OR GUARDIAN REVIEW AND ACCEPT THESE TERMS ON YOUR BEHALF. IF YOU ARE A PARENT OR GUARDIAN AGREEING TO THE TERMS FOR THE BENEFIT OF A CHILD OVER 13, THEN YOU AGREE TO AND ACCEPT FULL RESPONSIBILITY FOR THAT CHILD’S USE OF THE PLATFORM, INCLUDING ALL FINANCIAL CHARGES AND LEGAL LIABILITY THAT HE OR SHE MAY INCUR.
All Items (“Art”, “Work(s)”, “Items(s)”, or “Creation(s)”) on the W3Block Platform is represented by a unique cryptographic token exclusively Minted by one of W3Block’s approved Users. Each W3Block Item (“Item(s)”, “Token(s)”, “Non-fungible token(s)”, or “NFT(s)”) is Minted by an User using the W3Block Smart Contracts based on an Users original Items. W3Block Items are forever tracked and stored on blockchains, providing the Collector or Custumer of a W3Block Item with a permanent record of authenticity and ownership.
Users are able to use the Platform to “Mint”, sell, trade and transfer W3Block Items. Items Minted, traded, transfered and sold using W3Block powered solutions includes, but is not limited to: visual works, audiovisual works, animations, audio, photographs, 3D works, GIFS, and other creative digital works.
Users may input special conditions on tokens such as “Whitelists” and grant permission to Mint W3Block Items using one or more of our Smart Contracts. To create a W3Block Item, Users must upload an original Item, provide information about the Items, authenticate the work, initiate a request to a token Minting Smart Contract and – voila – the User has Minted a unique, cryptographic token representing a digital version of the Items.
By Minting a W3Block Item, Users expressly represent and warrant that their Work is an original creation. Users are prohibited from Minting Works consisting of unlicensed or unauthorized copyrighted content, including any imagery, design, audio, video, human likeness, or other unoriginal content not created by the User, not authorized for use by the User, not in the public domain, or otherwise without a valid claim of fair use. User can only mint works that they personally created and must refrain from minting works to which copyright ownership is unknown or disputed (i.e., commissioned works or “works made for hire”).
Copyright is the law of art. As a digital ownership platform, we take copyright law seriously and encourage our Users and their final Customers to learn more about their rights.
Users expressly represents and warrants that works Minted on the W3Block Platform contain only original content otherwise authorized for use by the User. To the extent a Work contains unoriginal content, including content from Works by other W3Block Users, the Minting User further represents and warrants that it has permission to incorporate the unoriginal content. Users represents and warrants that the sale, display or performance of minted W3Block Item on the Platform is not a violation of any agreement, contract, or obligation owed to a third-party.
Failure to abide by these Terms and/or the Community Guidelines may result in, without limitation, suspension or deletion of the User’s account, revocation of the User’s minting privileges and other permissions to the W3Block Smart Contracts or Platform, removing the User’s applications and revoke permissions from the Plataform, or paying monetary damages. W3Block has the unilateral authority and discretion to remove, suspend, or revoke User’s access to the W3Block Smart Contracts, APIs, SDKs or any other aspect of the Platform.
User hereby agrees to indemnify W3Block and be held liable for any claim against W3Block arising out of the User’s breach of these Terms. User hereby releases and forever discharges W3Block from any damages or causes of action resulting from a sale of any of the User’s listed W3Block Items occurring after the User’s breach of these Terms.
The W3Block Platform facilitates the creation of multiple solutions using peer-to-peer digital itens such as Marketplaces, Tokenizer and others where Artists, Customers, and other Users can sell, trade, transfer, purchase, list for auction, make offers, and bid on W3Block Items. Customers can obtain W3Block Items by making an offer accepted by the Users, purchasing at an established List Price, or bidding on Items available in one of our smart contract-enabled auctions.
Every operation on the W3Block Platform is subject to Fees collected to support the W3Block Platform. W3Block collects Fees in addition to the Sales Price for every Sale of a W3Block Item on the Users application, as well as charge a SaaS (Software as a Service) fee and minting fees.
The amount of Fees for the sale of a W3Block Item also depends on whether the transaction involves the W3Block Item’s first sale (“Primary Sale”) or a subsequent sale in the secondary market (“Secondary Market Sale”).
All Fees are collected and distributed at the time of the purchase of a W3Block Item by operation of the W3Block Application and Smart Contracts and the values are defined according to the number of wallets, modules and level of usage of the User.
Users must subscribe based on a monthly prepayment subscription, which provides access to the Services for the duration of the subscription period covered by the prepayment. The pricing options are described at:www.weblock.global/pricing.
For certain services, extra charges apply after exceeding the quota described in the price list. When User incurs fees after exceeding the quota, Operator has the right to automatically charge User’s credit card for outstanding fees.
The subscription is renewed automatically at the end of the subscription period, unless User has cancelled the subscription before the end of the current subscription period.
User is aware that Operator may use third party service providers to process payments and agrees to disclose their payment information to such third party.
W3Block is not obliged to refund already made prepayments.
The User agrees and understands that all fees, commissions, and royalties are transferred, processed, or initiated directly through one or more of the Smart Contracts on the blockchain network. By transacting on the platform and by using the Smart Contracts, the User hereby acknowledges, consents to, and accepts all automated fees, commissions, and royalties for the sale of Items on the W3Block Platform. The User hereby consents to and agrees to be bound by the Smart Contracts’ execution and distribution of the fees, commissions, and royalties. Users hereby waive any entitlement to royalties, commissions, or fees paid to another by operation of the Smart Contracts.
The final User must consent and Users must ensure to place on their Terms of Use that their User shall consent to the automated collection and disbursement to Users and W3Block of royalties for Secondary Market sales of W3Block Items. The User hereby waives any first sale defense or argument with respect to Secondary Market activities resulting in a royalty to W3Block.
Users and Custumers acknowledge and consent to the risk that the price of an Item purchased using W3Block powered solutions may have been influenced by User activity outside of the control of W3Block or the W3Block Platform. W3Block does not represent, guarantee, or warrant the accuracy or fairness of the price of any W3Block Item sold or offered for sale on or off of the Application or powered applications. The User agrees and acknowledges that W3Block is not a fiduciary nor owes any duties to any User of the platform, including the duty to ensure fair pricing of W3Block Items or to police User behavior on the powered applications.
W3Block does not generally collect any fees, commissions, or royalties for transactions occurring outside of the W3Block Applications and not involving the W3Block Smart Contracts. Conducting Off Powered Applications Transactions, the User irrevocably releases, acquits, and forever discharges W3Block and its subsidiaries, affiliates, officers, and successors of any liability for royalties, fines, or fees not received by the User from any off-market transaction.
All User and final Custumers transactions on W3Block Platform, including without limitation Minting, tokenizing, bidding, listing, offering, purchasing, or confirming, are facilitated by Smart Contracts existing on blockchain networks. Blockchain networks requires the payment of a transaction fee (a “Gas fee”) for every transaction that occurs on the network, and thus every transaction occurring on the W3Block Platform and W3block’s powered applications. The value of the Gas Fee changes, often unpredictably, and is entirely outside of the control of W3Block or the W3Block Platform. The User acknowledges that under no circumstances will a contract, agreement, offer, sale, bid, or other transaction on the Platform be invalidated, revocable, retractable, or otherwise unenforceable on the basis that the Gas Fee for the given transaction was unknown, too high, or otherwise unacceptable to a User. Users also acknowledge and agree that gas is non-refundable under all circumstances.
Users are responsible to pay any and all sales, use, value-added and other taxes, duties, and assessments now or hereafter claimed or imposed by any governmental authority, “associated with your use of the Platform (including, without limitation, any taxes that may become payable as the result of your ownership, transfer, purchase, sale, or creation of any Itemss).
To initiate a transaction with a W3Block Application, a User must voluntarily invoke one or more Smart Contract operations from an Wallet. All transactions on the W3Block Applications, including but not limited to transfers, offers, bids, listings, sales, or purchases of W3Block Items are initiated though one or more Smart Contracts at the sole discretion and at the complete risk of the Users. The Smart Contracts are configured to facilitate the execution of a voluntary User offer, an acceptance of an offer, or other confirmation to purchase, sell, bid on, list, or transfer a W3Block Item. The User acknowledges the risk of Smart Contracts and agrees to be bound by the outcome of any Smart Contract operation by invoking, calling, requesting, or otherwise engaging with the Smart Contract, whether or not the Smart Contract behaves as the User expects.
W3Block Application and W3Block powered solution transactions, including but not limited to primary sales, secondary market sales, listings, offers, bids, acceptances, and other operations through the Site or powered applications utilize experimental smart contract and blockchain technology, including non-fungible tokens, cryptocurrencies, consensus algorithms, and decentralized or peer-to-peer networks and systems. Users acknowledge and agree that such technologies are experimental, speculative, and inherently risky. Users acknowledge and agree that the W3Block smart contracts may be subject to bugs, malfunctions, timing errors, hacking and theft, or changes to the protocol rules of the blockchain (i.e., “forks“), which can adversely affect the smart contracts and may expose you to a risk of total loss, forfeiture of your digital currency or W3Block Items, or lost opportunities to buy or sell W3Block Items. W3Block assumes no liability or responsibility for any such smart contract or related failures, risks, or uncertainties.
Users hereby acknowledge and assume the risk of initiating, interacting with, participating in transactions and take full responsibility and liability for the outcome of any transaction they initiate, whether or not the smart contracts, the W3Block Site, or other market participants behave as expected or intended. Users hereby represent that they are knowledgeable, experienced and sophisticated in using blockchain technology, the W3Block site, and in initiating Ethereum-based transactions.
Users are forbidden from engaging in any attack, hack, denial-of-service attack, interference, or exploit of any W3Block smart contract. Operations performed by a User that are technically permitted by a W3Block smart contract may nevertheless be a violation of our Terms of Service and the law.
W3Block makes no representations or warranties, express or implied, written or oral, made by or on behalf of W3Block in connection therewith, including any representations or warranties of title, non-infringement, functionality, merchantability, usage, security, suitability or fitness for any particular purpose, workmanship or technical quality of any W3Block Item or work, smart contract code, or software.
W3Block shall not be liable to you for contract, tort, or any other types of damages, including indirect, special, incidental, consequential, punitive or exemplary damages arising out of or related to participation in or the outcome of a Marketplace transaction, whether or not W3Block has been advised or knew of the possibility of such damages. W3Block’s liability for damages under this Agreement shall in all cases be limited to, and under no circumstances shall exceed, the amount of proceeds actually received by W3Block arising out of the damage after deducting all costs, fees and liabilities incurred by or on behalf of W3Block
W3Block reserves, the right, in its sole and absolute discretion, to amend, modify, alter or supplement these Terms and the smart contracts accessible through the W3Block Site from time to time.
All transactions are executed by one or more Smart Contracts processed on the either Virtual Machines or Blockchain technologies and not under any direct control by W3Block or any other third party. The User acknowledges and agrees that W3Block is not a party to any agreement or transaction between any Users involving the purchase, offer, sale, auction, or transfer of W3Block Items, whether or not a commission or fee is received by W3Block as a consequence of the transaction. Items listed for sale on the W3Block’s Powered Applications are not offered on consignment or held in trust on behalf of any Artist, Collector, Owner, or User. W3Block reserves the right to execute Smart Contract transactions on the W3Block Applications as a collector of W3Block items.
The W3Block powered applications are transparent and open digital solutions offered by User to their Custumers that depends on the honest participation of all Custumers. items.
Custumers are expressly forbidden from accepting, soliciting, offering, bidding, engaging with the Smart Contracts, or otherwise transacting on or off of the W3Block Powered Platforms with the intent to artificially devalue, inflate, or otherwise deceptively influence, misrepresent, or cause to be misrepresented the price a W3Block Item, groups of W3Block Items, or W3Block Items created by particular Users.
W3Block Artists, Owners, and Customers are expressly forbidden from bidding, purchasing, or making offers on their own listed or offered W3Block Items, especially for the purpose of artificially influencing the price of the listed Item(s).
Users are generally forbidden from engaging any deceptive conduct that may prevent competitive or fair bidding, artificially inflate or deflate the price of a work, simulate demand for a work (i.e, ”wash trading”), or any other anticompetitive bidding conduct such as but not limited to “puffing,” “chill bidding,” “shill bidding,” “sham bidding,” or “sock puppet bidding.”
Users are expressly forbidden from selling works, listing items for Auction, making bids during an auction, purchasing a work, or engaging in any other Marketplace transaction for the purpose of concealing economic activity, laundering money, or financing terrorism. For example, and without limitation, Users are forbidden from using the Platform and any Smart Contract to conceal or transfer proceeds or assets relating to criminal activity or to pay for a Item for any other reason than to obtain the Item. All Users expressly represent and warrant by performing transaction involving the W3Block Site or Smart Contracts that their actions are legal under United States law and the jurisdiction from which they initiate the transaction.
Users agree to report suspicious market activity of other W3Block Users. If a User suspects that one or more W3Block Users are in violation of these Terms, the User should promptly inform the W3Block team at support@weblock.global.
The User hereby agrees and acknowledges that any forbidden conduct described herein and in the may be a violation of federal or state law and/or these Terms. W3Block hereby reserves the right to completely or partially restrict or revoke a User’s access to the Site for violating these Terms. W3Block reserves the right to amend, rectify, edit, or otherwise alter W3Block Application transaction data to mitigate market harm caused by a User’s violation of these terms.
The User irrevocably releases, acquits, and forever discharges W3Block and its subsidiaries, affiliates, officers, and successors for and against any and all past or future causes of action, suits, or controversies arising out of another User’s or final Custumer violation of the these Terms.
Ownership
All works Minted on the Platform are subject to the W3Block License, the terms of which are described below. All Users who receive a W3Block Item acknowledge and agree to accept or purchase the Item subject to the conditions of the License.
Owning a W3Block Item is similar to owning a piece an asset. You own a cryptographic token representing the User’s creative Work as a piece of property, but you do not own the creative Work itself if not otherwise told. Customers may show off their ownership of collected W3Block Items by displaying and sharing the Underlying Items, but Customers do not have any legal ownership, right, or title to any copyrights, trademarks, or other intellectual property rights to the underlying Items, excepting the limited license granted by these Terms to Underlying Items. The User reserves all exclusive copyrights to Itemss underlying W3Block Items Minted by the User on the Platform, including but not limited to the right to reproduce, to prepare derivative works, to display, to perform, and to distribute the Items, unless otherwise told by the Users descriptions or term of services as described in their website or aplication.
Owning a W3Block Item is also different than owning a piece of physical art. Art on the W3Block Platform is digital, meaning that it is inherently easier to share, display, replicate, and distribute around cyberspace. Our Community Guidelines encourage Customers to show off, promote, and share their collected Items, but the Customers may not infringe on any of the exclusive rights of the copyright holder (i.e., the Artist). By Minting Items on the Platform, Users affirmatively grants a limited, worldwide, non-assignable, non- sublicensable, royalty-free license to display the Items underlying W3Block Items legally owned and properly obtained by the Collector, unless otherwise told by the Users descriptions or term of services as described in their website or aplication.
The Collector’s limited license to display the Work, or perform the Work in the case of audiovisual works, includes, but is not limited to, the right to display or perform the Work privately or publicly: (i) for the purpose of promoting or sharing the Collector’s purchase, ownership, or interest in the Work, for example, on social media platforms, blogs, digital galleries, or other Internet-based media platforms; (ii) for the purpose of sharing, promoting, discussing, or commenting on the Work; (iii) on third party Marketplaces, exchanges, Platforms, or applications in association with an offer to sell, or trade, the Token associated with Work; and (iv) within decentralized virtual environments, virtual worlds, virtual galleries, virtual museums, or other navigable and perceivable virtual environments, including simultaneous display of multiple copies of the Work within one or more virtual environments, unless otherwise told by the Users descriptions of the Item or their term of services as described in their specific website or aplication.
Customers have the right to sell, trade, transfer, or use their W3Block Items, but Customers may not make “commercial use” of the underlying Work including, for example, by selling copies of Work, selling access to the Work, selling derivative works embodying the Work, or otherwise commercially exploiting the Work, unless otherwise told by the Users descriptions of the Item or their term of services as described in their specific website or aplication.
Unless otherwise told by the Users descriptions of the Item or their term of services as described in their specific website or aplication, the Collector agrees that it may not, nor permit any third party, to do or attempt to do any of the foregoing without the User’s express prior written consent in each case: (i) modify, distort, mutilate, or perform any other modification to the Work which would be prejudicial to the User’s honor or reputation; (ii) use the Work to advertise, market, or sell any third party product or service; (iii) use the Work in connection with images, videos, or other forms of media that depict hatred, intolerance, violence, cruelty, or anything else that could reasonably be found to constitute hate speech or otherwise infringe upon the rights of others; (iv) incorporate the Work in movies, videos, video games, or any other forms of media for a commercial purpose, except to the limited extent that such use is expressly permitted by these Terms or solely for your Collector’s personal, non-commercial use; (v) sell, distribute for commercial gain, or otherwise commercialize merchandise that includes, contains, or consists of the Work; (vi) attempt to trademark, copyright, or otherwise acquire additional intellectual property rights in or to the Work; (vii) attempt to Mint, tokenize, or create an additional cryptographic token representing the same Work, whether on or off of the W3Block Platform; (viii) falsify, misrepresent, or conceal the authorship of the Work or the W3Block Item; or (ix) otherwise utilize the Work for the Collector’s or any third party’s commercial benefit.
The User agrees and acknowledges that the lawful ownership, possession, and title to a W3Block Item is a necessary and sufficient condition precedent to receive the limited license rights to the underlying Work provided by these Terms. Any subsequent transfer, dispossession, burning, or other relinquishment of a W3Block Item will immediately terminate the former Owner’s rights and interest in the license or W3Block Item as provided by these Terms.
The User owns all legal right, title, and interest in all intellectual property rights to creative Works underlying W3Block Items Minted by the Artist on the Platform, including but not limited to copyrights and trademarks. As the copyright owner, the Artist enjoys several exclusive rights to the Work, including the right to reproduce, the right to prepare derivative works, the right to distribute, and the right to display or perform the Art. Subject to, and in accordance with these Terms, the Uawe hereby acknowledges, understands, and agrees that Minting a Work on the Platform constitutes an express and affirmative grant of the limited license rights to the Work to all subsequent Owners of the W3Block Item, as provided herein.
The User hereby acknowledges, understands, and agrees that Minting a Item on the Platform constitutes an express and affirmative grant to W3Block, its affiliates and successors a non-exclusive, world-wide, assignable, sublicensable, perpetual, and royalty-free license to make copies of, display, perform, reproduce, and distribute the Work on any media whether now known or later discovered for the broad purpose of operating, promoting, sharing, developing, marketing, and advertising the Platform, the Site, the Applications, or any other purpose related to the W3Block Platform or business, including without limitation, the express right to: (i) display or perform the Work on the Site, a third party platform, social media posts, blogs, editorials, advertising, market reports, virtual galleries, museums, virtual environments, editorials, or to the public; (ii) create and distribute digital or physical derivative works based on the Work, including without limitation, compilations, collective works, and anthologies; (iii) indexing the Work in electronic databases, indexes, catalogues, the Smart Contracts, or ledgers; and (iv) hosting, storing, distributing, and reproducing one or more copies of the Work within a distributed file keeping system, node cluster, or other database (e.g., IPFS) or causing, directing, or soliciting others to do so.
All Users irrevocably release, acquit, and forever discharge W3Block and its subsidiaries, affiliates, officers, and successors of any liability for direct or indirect copyright or trademark infringement for W3Block’s use of a Work in accordance with these Terms, including without limitation, W3Block’s solicitation, encouragement, or request for Users or third parties to host the Work for the purpose of operating a distributed database and W3Block’s deployment or distribution of a reward, a token, or other digital asset to Users or third parties for hosting Works on a distributed database.
W3Block prohibits reserving inactive accounts for future use. W3Block has the absolute authority to delete or modify inactive users. Users that have not paid for the W3Block services, for over one (1) months may be deleted without notice, and their customers will require to take all items from W3Block powered wallets receiving a 30 days notice. Those wallets may be deleted by the sole discretion of W3Block and according to this Terms and Services.
W3Block respects the intellectual property rights of others. It is our policy to respond promptly any claim that Content posted on the Site infringes the copyright or other intellectual property rights of any person. W3Block will use reasonable efforts to investigate notices of alleged infringement and will take appropriate action under the Digital Millennium Copyright Act (DMCA) and these Terms, including removing or disabling access to Content claimed to be infringing and/or terminating accounts and access to the Site.
The DMCA provides a process for a copyright owner to give notification to an online service provider concerning alleged copyright infringement. When an effective DMCA notification is received, the online service provider responds under this process by taking down the offending content. On taking down content under the DMCA, we will take reasonable steps to contact the Artist responsible for minting the removed content so that a Counternotification may be filed if applicable. On receiving a valid Counternotification, we generally restore the content in question, unless we receive notice from the DMCA Notice provider that a legal action has been filed seeking a court order to restrain the alleged infringer from engaging in the infringing activity. Our Privacy Policy does not protect any information contained in any DMCA Take-Down Notice or Counternotification. If you have any questions about your rights, copyright infringement, or the notification and counter-notification process under the Digital Millennium Copyright Act (the “DMCA”), we recommend that you speak with an attorney. The DMCA provides a process for a copyright owner to give notification to an online service provider concerning alleged copyright infringement. When an effective DMCA notification is received, the online service provider responds under this process by taking down the offending content. On taking down content under the DMCA, we will take reasonable steps to contact the Artist responsible for minting the removed content so that a Counternotification may be filed if applicable. On receiving a valid Counternotification, we generally restore the content in question, unless we receive notice from the DMCA Notice provider that a legal action has been filed seeking a court order to restrain the alleged infringer from engaging in the infringing activity. Our Privacy Policy does not protect any information contained in any DMCA Take-Down Notice or Counternotification. If you have any questions about your rights, copyright infringement, or the notification and counter-notification process under the Digital Millennium Copyright Act (the “DMCA”), we recommend that you speak with an attorney.
If you are a copyright owner or an agent thereof and believe that any Content on the W3Block Site infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (DMCA) by providing us with the following information in writing (see 17 U.S.C. § 512 for further detail):
Any person who knowingly materially misrepresents that Content or an activity is infringing or that any material or activity was removed or disabled by mistake or misidentification, shall be liable to us and possibly others for any damages, including costs and attorneys’ fees incurred by us in removing or disabling access to the material or activity claimed to be infringing or in replacing the removed material or enabling access to it.
We will take reasonable steps to promptly inform you if your content has been taken down upon receipt of an effective DMCA Infringement Take Down Notification. If you believe that the content that was removed or to which access was disabled is not infringing, or that you have the authorization from the copyright owner, the copyright owner’s agent, or pursuant to the law, to mint and use the material, you may send us a Counter Notification containing the following information:
You have ten (10) business days after receipt of a DMCA take-down Notice to send us an effective Counter Notification or the allegedly infringing material may not be restored. Any person who knowingly materially misrepresents that material or an activity is infringing or that any material or activity was removed or disabled by mistake or misidentification, shall be liable to us for any damages, including costs and attorneys’ fees incurred by us in removing or disabling access to the material or activity claimed to be infringing or in replacing the removed material or enabling access to it.
You must submit your DMCA Take-Down Notices and Counter Notifications to us by email. Email Address: ip@weblock.global Subject/Heading of Email: W3Block DMCA Take Down Notification
Official DMCA Notices must provide all the information described above in order to be effective. If your DMCA Notice is ineffective, we may ignore it and have no obligation to remove the allegedly infringing content.
W3Block reserves the right to remove any Content that allegedly infringes another person’s copyright or trademark rights, thereby restricting access to or visibility of the Work on the Site and restricting the Owner’s ability to sell, access, or view the Work on the powered applications.. All transactions involving W3Block Items are conducted with the knowledge and assumption of the risk that the Item may subsequently be removed from the W3Block Site and Applications as a consequence of a DMCA dispute or a User’s violation of these Terms. W3Block shall not be liable to a Collector or Users of an Item that was subsequently taken down by W3Block pursuant to a valid DMCA Take-Down Notice or a determination of a User’s violation of these Terms.
W3Block implements a strict “repeat infringer” policy, which requires it to terminate a User’s access to the Site and Smart Contracts, including restricting minting privileges and terminating a User’s account if, under appropriate circumstances, the User is determined to be a repeat infringer. W3Block also reserves the right to restrict an User’s account for reasons other than copyright infringement, such as, but not limited to, minting pornographic, obscene, or hateful content, or excessive or suspicious minting conduct. We may at any time, without prior notice and in our sole discretion, remove such material and/or terminate a User’s account for submitting such material in violation of our Terms of Service.
Users expressly agree to refund to the Collector and/or W3Block the entire portion received from the sale of a W3Block Item that was subsequently removed from the Site pursuant to an effective DMCA request to which the Artist failed to timely submit an effective DMCA Counternotification. W3Block, under any circumstance, will not be held liable to any Collector or User for removing allegedly infringing works from the Platform or otherwise fulfilling its legal obligations under the DMCA.
All Users expressly agree to cooperate and timely respond to W3Block’s investigations, requests, and inquiries related to DMCA disputes or allegations of infringement. Users agree to initiate a “burn” transaction upon W3Block’s request for Works that have been permanently removed from the W3Block marketplace pursuant to a valid DMCA Take-Down Notice, or that are otherwise alleged to be infringing.
Disclaimers and Limitations on Our Liability
TO THE EXTENT PERMITTED BY APPLICABLE LAW, W3BLOCK AND ITS OFFICERS, EMPLOYEES, DIRECTORS, SHAREHOLDERS, PARENTS, SUBSIDIARIES, AFFILIATES, AGENTS, AND LICENSORS DISCLAIM ALL WARRANTIES, CONDITIONS, AND REPRESENTATIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING THOSE RELATED TO MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON- INFRINGEMENT, AND THOSE ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.
TO THE EXTENT PERMITTED BY APPLICABLE LAW, W3BLOCK AND ITS AFFILIATES MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT THE ACCURACY OR COMPLETENESS OF CONTENT AVAILABLE ON OR THROUGH THE SITE OR ABOUT PRODUCTS, THE VALUE OR TITLE OF W3Block ITEMS, OR THE CONTENT OF ANY THIRD-PARTY WEBSITES OR SERVICES LINKED TO OR INTEGRATED WITH OUR SITE. W3BLOCK AND ITS AFFILIATES WILL HAVE NO LIABILITY FOR ANY: (A) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (B) PERSONAL INJURY OR PROPERTY DAMAGE RESULTING FROM YOUR ACCESS TO OR USE OF THE SITE OR CONSUMPTION OF ANY PRODUCTS; (C) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS OR OF ANY PERSONAL INFORMATION OR USER DATA; (D) ANY INTERRUPTION OF TRANSMISSION TO OR FROM THE SITE; (E) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED ON OR THROUGH THE SITE OR SERVICES BY ANY THIRD PARTY; (F) ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED OR SHARED THROUGH THE SITE OR SERVICES; OR (G) LOSS OR DAMAGED CAUSED BY ANOTHER USER’S VIOLATION OF THESE TERMS. TO THE EXTENT PERMITTED BY LAW, OUR COMPANY AND ITS AFFILIATES WILL NOT BE RESPONSIBLE FOR LOST PROFITS, REVENUES, OR DATA, FINANCIAL LOSSES OR INDIRECT, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES.
TO THE EXTENT PERMITTED BY LAW, THE TOTAL LIABILITY OF OUR COMPANY AND ITS AFFILIATES, FOR ANY CLAIMS UNDER THESE TERMS, INCLUDING FOR ANY IMPLIED WARRANTIES, IS LIMITED TO THE TOTAL AMOUNT YOU PAID TO US IN FEES OVER THE PAST TWELVE (12) MONTHS. Some jurisdictions do not allow the exclusion of certain warranties and limitations of liability provided in this Section. If you are in such a jurisdiction, some of the above limitations and disclaimers may not apply to you. To the extent we may not, as a matter of applicable law, disclaim any implied warranty or limit our liabilities, the scope and duration of such warranty and the extent of our liability will be the minimum permitted by applicable law.
Assumption of the Risk
YOU FURTHER REPRESENT AND WARRANT THAT YOU UNDERSTAND AND ARE WILLING TO ACCEPT THE RISKS ASSOCIATED WITH CRYPTOGRAPHIC SYSTEMS SUCH AS THE SMART CONTRACTS, THE ETHEREUM BLOCKCHAIN, NON-FUNGIBLE TOKENS, AND THE INTERPLANETARY FILE SYSTEM. WE WILL NOT BE RESPONSIBLE OR LIABLE TO YOU FOR ANY LOSSES YOU INCUR AS THE RESULT OF YOUR USE OF THE ETHEREUM NETWORK OR THE METAMASK ELECTRONIC WALLET, INCLUDING BUT NOT LIMITED TO ANY LOSSES, DAMAGES OR CLAIMS ARISING FROM: (A) USER ERROR, SUCH AS FORGOTTEN PASSWORDS OR INCORRECTLY CONSTRUED SMART CONTRACTS OR OTHER TRANSACTIONS; (B) SERVER FAILURE OR DATA LOSS; (C) CORRUPTED WALLET FILES; (D) UNAUTHORIZED ACCESS OR ACTIVITIES BY THIRD PARTIES, INCLUDING BUT NOT LIMITED TO THE USE OF VIRUSES, PHISHING, BRUTEFORCING OR OTHER MEANS OF ATTACK AGAINST THE PLATFORM, ETHEREUM NETWORK, THE METAMASK ELECTRONIC WALLET OR ETHEREUM-COMPATIBLE BROWSER OR WALLET.
W3BLOCK IS NOT RESPONSIBLE FOR LOSSES DUE TO BLOCKCHAINS OR ANY OTHER FEATURES OF THE ETHEREUM NETWORK OR THE METAMASK ELECTRONIC WALLET OR ANY ETHEREUM OR BLOCKCHAIN COMPATIBLE BROWSER OR WALLET, INCLUDING BUT NOT LIMITED TO LATE REPORT BY DEVELOPERS OR REPRESENTATIVES (OR NO REPORT AT ALL) OF ANY ISSUES WITH THE BLOCKCHAIN SUPPORTING THE ETHEREUM NETWORK, INCLUDING FORKS, TECHNICAL NODE ISSUES, OR ANY OTHER ISSUES HAVING FUND LOSSES AS A RESULT.
Upgrades any blockchain, for instance by but not limited to 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 all blockchains using the ERC-20 or ERC-721 standards, including the W3Block ecosystem.
You acknowledge that the Platform is subject to flaws and acknowledge that you are solely responsible for evaluating any code provided by the Platform. This warning and others provided in this Agreement by W3Block in no way evidence or represent an ongoing duty to alert you to all of the potential risks of utilizing or accessing the Platform. The Platform may experience sophisticated cyber-attacks, unexpected surges in activity or other operational or technical difficulties that may cause interruptions to or delays on the Platform. You agree to accept the risk of the Platform failure resulting from unanticipated or heightened technical difficulties, including those resulting from sophisticated attacks, and you agree not to hold us accountable for any related losses. We will not bear any liability, whatsoever, for any damage or interruptions caused by any viruses that may affect your computer or other equipment, or any phishing, spoofing or other attack.
The prices of blockchain assets are extremely volatile. Fluctuations in the price of other digital assets could materially and adversely affect the value of your W3Block Items, which may also be subject to significant price volatility. A lack of use or public interest in the creation and development of distributed ecosystems could negatively impact the development of the W3Block ecosystem, and therefore the potential utility or value of W3Block Items. The Platform, ETH and digital assets could be impacted by one or more regulatory inquiries regulatory actions, or legislative policies which could impede or limit the ability of W3Block to continue to develop the W3Block Platform, or which could impede or limit your ability to access or use the Platform, Ethereum blockchain or other blockchain networks. W3Block Items may be encumbered by actual or possible copyright or trademark claims against the Item.
Use of the Platform, including the creating, buying or selling trading digital assets, may carry financial risk. digital assets are, by their nature, highly experimental, risky, volatile and transactions carried through the Platform are irreversible, final and there are no refunds. You acknowledge and agree that you will access and use the Platform at your own risk. The risk of loss in trading digital assets can be substantial. You should, therefore, carefully consider whether such creating, buying or selling digital assets is suitable for you in light of your circumstances and financial resources. By using the Platform, you represent that you have been, are and will be solely responsible for making your own independent appraisal and investigations into the risks of a given transaction and the underlying digital assets. You represent that you have sufficient knowledge, market sophistication, professional advice and experience to make your own evaluation of the merits and risks of any transaction conducted via the Platform or any underlying digital asset. You accept all consequences of using the Platform, including the risk that you may lose access to your digital assets indefinitely. All transaction decisions are made solely by you. Notwithstanding anything in this Agreement, we accept no responsibility whatsoever for and will in no circumstances be liable to you in connection with use of the Platform for performing digital asset transactions. Under no circumstances will the operation of all or any portion of the Platform be deemed to create a relationship that includes the provision or tendering of investment advice.
Arbitration Agreement & Waiver of Certain Rights, Including Class Actions
PLEASE READ THIS SECTION CAREFULLY BECAUSE IT LIMITS CERTAIN RIGHTS, INCLUDING THE RIGHT TO MAINTAIN A COURT ACTION, THE RIGHT TO A JURY TRIAL, THE RIGHT TO PARTICIPATE IN ANY FORM OF CLASS OR REPRESENTATIVE CLAIM, THE RIGHT TO ENGAGE IN DISCOVERY EXCEPT AS PROVIDED IN AAA (AMERICAN ARBITRATION ASSOCIATION) RULES, AND THE RIGHT TO CERTAIN REMEDIES AND FORMS OF RELIEF. OTHER RIGHTS THAT YOU OR W3Block WOULD HAVE IN COURT ALSO MAY NOT BE AVAILABLE IN ARBITRATION.
YOU AGREE TO RESOLVE ANY DISPUTES BETWEEN US THROUGH BINDING AND FINAL ARBITRATION INSTEAD OF THROUGH COURT PROCEEDINGS. YOU WAIVE YOUR RIGHT TO ANY JURY TRIAL OF ANY CLAIM. All controversies, claims, counterclaims, or other disputes arising between you and W3Block relating to these Terms, our Site, W3Block Item, or any Orders shall be submitted for binding arbitration under the Rules of the American Arbitration Association (“AAA Rules”). The arbitration will be heard and determined by a single arbitrator. The arbitrator’s decision will be final and binding upon the parties and may be enforced in any court of competent jurisdiction. The parties agree that the arbitration will be kept confidential and that the existence of the proceeding and any element of it (including, without limitation, any pleadings, briefs or other documents submitted or exchanged and any testimony or other oral submissions and awards) will not be disclosed beyond the arbitration proceedings, except as may lawfully be required in judicial proceedings relating to the arbitration or by applicable disclosure rules and regulations of securities, regulatory authorities, or other governmental agencies.
This arbitration agreement does not preclude you or W3Block from seeking action by federal, state, or local government agencies. You and W3Block may also bring qualifying claims in small claims court. In addition, you and W3Block retain the right to apply to any court of competent jurisdiction for provisional relief, including pre-arbitral attachments or preliminary injunctions, and any such request shall not be deemed incompatible with these Terms, nor a waiver of the right to have disputes submitted to arbitration as provided in these Terms.
If you demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, W3Block will pay as much of the administrative costs and arbitrator fees required for the arbitration as the arbitrator deems necessary to prevent the cost of the arbitration from being prohibitive. In the final award, the arbitrator may apportion the costs of arbitration and the compensation of the arbitrator among the parties in such amounts as the arbitrator deems appropriate.
YOU MAY NOT ACT AS A CLASS REPRESENTATIVE OR PRIVATE ATTORNEY GENERAL, NOR PARTICIPATE AS A CLASS MEMBER OF ANY CLASS CLAIMANTS WITH RESPECT TO ANY CLAIM. CLAIMS MAY NOT BE ARBITRATED ON A CLASS OR REPRESENTATIVE BASIS. You may only bring individual claims, and the arbitrator may only decide individual claims. The arbitrator may not consolidate or join the claims of other persons or parties who may be similarly situated.
Miscellaneous Terms
These Terms may be discretionarily modified or replaced at any time, unless stated otherwise herein. The most current version of this Agreement will be posted on the Site with the “Last Revised” date at the top of the Agreement changed. Any changes or modifications will be effective immediately upon posting the revisions to the Site. You shall be responsible for reviewing and becoming familiar with any such modifications. You waive any right you may have to receive specific notice of such changes or modifications. Use of the Platform by you after any modification to the Agreement constitutes your acceptance of the Agreement as modified. If you do not agree to the Agreement in effect when you access or use the Platform, you Platform. We may, at any time and without liability or prior notice, modify or discontinue all or part of the Platform (including access to the Platform via any third-party links).
The User acknowledges that W3Block may modify, change, amend, or replace one or more of the Smart Contracts from time to time. The User agrees that a modification to one or more of the Smart Contracts does not alter any right or obligation conferred by these Terms.
Users may voluntarily contact W3Block to report serious misuses of the W3Block Platform including, for example, suspicious market activity, hate speech, or other serious violations of these Terms. User agrees to keep confidential all private correspondence with any members of the W3Block Team pertaining to another member’s alleged violation of these Terms or other inquiries about W3Block’s policies.
You agree to indemnify and hold harmless our company and its affiliates from and against any and all claims, costs, proceedings, demands, losses, damages, and expenses (including, without limitation, reasonable attorney’s fees and legal costs) of any kind or nature, arising from or relating to, any actual or alleged breach of these Terms by you, a co-conspirator, or anyone using your account. If we assume the defense of such a matter, you will reasonably cooperate with us in such defense.
If any provision of these Terms is found to be unlawful or unenforceable, then that provision will be deemed severable from these Terms and will not affect the enforceability of any other provisions.
You may terminate these Terms at any time by canceling your account on the Platform and discontinuing your access to and use of the Platform. You will not receive any refunds if you cancel your account, or otherwise terminate these Terms. You agree that we, in our sole discretion and for any or no reason, may terminate these Terms and suspend and/or terminate your account(s) for the Platform. You agree that any suspension or termination of your access to the Platform may be without prior notice, and that we will not be liable to you or to any third party for any such suspension or termination. If we terminate these Terms or suspend or terminate your access to or use of the Platform due to your breach of these Terms or any suspected fraudulent, abusive, or illegal activity, then termination of these Terms will be in addition to any other remedies we may have at law or in equity. Upon any termination or expiration of these Terms, whether by you or us, you may no longer have access to information that you have posted on the Platform or that is related to your account, and you acknowledge that we will have no obligation to maintain any such information in our databases or to forward any such information to you or to any third party.
Neither party may assign or transfer any rights or obligations under this Agreement without the prior written consent of the other party, provided that W3Block may assign this Agreement without your prior consent to any of W3Block’s affiliates, or to its successors in interest of any business associated with the services provided by W3Block. This Agreement shall be binding upon the permitted assigns or transferees of each party.
These Terms will be governed by and construed under the laws of the State of Delaware, without giving effect to any conflict of laws rules or provisions. You agree that any action of whatever nature arising from or relating to these Terms, the Site, or our Products will be filed only in the state or federal courts in New York, New York. You consent and submit to the personal jurisdiction of such courts for any such action. The failure by us to enforce any right or provision of these Terms will not prevent us from enforcing such right or provision in the future. We may assign our rights and obligations under these Terms, including in connection with a merger, acquisition, sale of assets or equity, or by operation of law.