Tykes NFT Terms of Sale and Use
Last Updated: August 25, 2022
The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, the “Agreement”) constitute a legally binding agreement made between Pineda Labs LLC, a Nevada limited liability company (the “Company”) and you, whether acting personally or on behalf of an entity as (i) a purchaser (or “minter”) in the Tykes NFT Mint Sale (as defined below); or (ii) as any subsequent purchaser or user of a Tykes NFT (also referred to herein as “You,” “Your,” “Purchaser” or “Owner”). This Agreement also governs Your access to and use of the Minting Site (wallet.tykes.io), as well as all content, functionality, and services offered on or through the Minting Site, including the Tykes NFTs. Company and You may be referred to throughout this Agreement collectively as the “Parties” or individually as a “Party.”
When you use our Services (as defined below), you guarantee that you are above the age of 18 and can form a binding agreement with us, and that the information you provide us is accurate, complete, and current at all times. Inaccurate, incomplete, or obsolete information may result in the immediate termination of your use of the Service. You warrant that you have sufficient legal capacity to agree to this Agreement, or if you lack such capacity (for instance if you are a minor), that you have obtained parental or guardian consent to do so.
YOU ACKNOWLEDGE RECEIPT AND UNDERSTANDING OF THIS AGREEMENT, AND AGREE TO BE BOUND BY ITS TERMS. YOUR USE OF THE MINTING SITE, PARTICIPATION IN A MINT SALE, OR ACCEPTANCE OF A TYKES NFT SHALL BE DEEMED ACCEPTANCE OF THESE TERMS AND CONSENT TO BE GOVERNED THEREBY.
Mint Sale(s)” means each first sale of a Tykes NFT on the Minting Site.“
Minting Site” means wallet.tykes.io or other minting site which may change from time to time.
“Mint,” “Minting” or “Minted” means a transaction facilitated through the Minting Site in which a digital asset is recorded on the blockchain.
“Secondary Transfers” mean any transaction in which a Tykes NFT is sold by one Owner to a new owner, or is otherwise transferred in any manner that is not facilitated through the Primary Marketplace.
“Transferor” means an Owner who makes a transfer of a Tykes NFT to another owner on the Primary Marketplace or by Secondary Transfer.
“Transferee” means a person who receives a Tykes NFT from a Transferor.
“NFT Art” means each of the unique images associated with, and linked to the individual Tykes NFTs.
“Tykes IP” means the trademarks, name, nicknames, likeness, images, marks, copyrights, illustrations, artworks, text, software, scripts, graphics, photos, sounds, songs, music, musical composition, videos, smart contract code, audiovisual combinations, and other intellectual property associated with the Tykes NFTs, which is owned by Company. “Tykes NFT” means a non-fungible token (NFT) Minted, sold or otherwise transferred to Owner pursuant to this Agreement. Each Tykes NFT is linked to individual NFT Art. “Utility Rights” means certain tangible or intangible rights, access rights, benefits, interests, preferences, or privileges offered from time to time by Company or third parties in their respective sole discretion.
“Website” means https://www.tykes.io/ and all features, applications, content, and downloads that are operated by us and that are available through or interact with it.
“Website’s Terms and Conditions” means the Website’s terms and conditions available at: https://tykes.io/Terms.
2. Agreement to Terms.
By participating in a Mint Sale or by purchasing a Tykes NFT in the Primary Marketplace, by Secondary Transfer or otherwise, You acknowledge that You have carefully read and agree to the terms of this Agreement. Tykes NFTs are controllable electronic records recorded on the blockchain. This Agreement governs Your participation in the Mint Sale, any Primary Marketplace transactions and Secondary Transfers between transferors and transferees, as well as your access and use of the Mint Site, Tykes NFTs, and all content, functionality, and services offered on or through the Mint Site, including Utility Rights (collectively, the “Services”). Company reserves the right to modify or discontinue, temporarily or permanently, the Services with or without notice. You agree that Company will not be liable to You or any third party for any modification, suspension or discontinuance of the Services.
a. Additional Terms. The access and use of the Website are subject to the Website’s Terms and Conditions. You further acknowledge that You have carefully read and agree to the Website’s Terms and Conditions. If there is a conflict between the Website’s Terms and Conditions and this Agreement with respect to the Mint Sale, this Agreement controls.
a. Mint Sale. Company, from time to time, will make available for purchase via a Mint Sale, Tykes NFTs. You may be required to create an account and sign in through the Site to participate. Company reserves the right to change the supply of Tykes NFTs at its sole discretion. Company has the right, in its sole discretion, to cancel or reject a purchase at any time.
b. Purchaser Qualification. You represent and warrant that You (i) are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a terrorist-supporting country; (ii) are not listed on any U.S. Government list of prohibited or restricted parties, (iii) are the age of majority in Your place of residence and have the legal capacity to enter into this Agreement; (iv) will use and interact with the Tykes NFT only for lawful purposes and in accordance with this Agreement; and (v) will not use the Tykes NFT to violate any law, regulation or ordinance or any right of Company or third parties. You further acknowledge and agree that you have sufficient understanding of the functionality, usage, storage, transmission mechanisms and other material characteristics of non-fungible tokens, cryptocurrency wallets, public and private key management, blockchain technology, and blockchain-based software systems to understand this Agreement.
c. Fees & Royalties. You agree to pay all applicable fees, gas fees (fees to fund transactions on blockchain technology), and any other costs associated with the purchase of a Tykes NFT on the Minting Site, Primary Marketplace or by Secondary Transfer. All Primary Marketplace and Secondary Transfer transactions are subject to a 7.5% royalty payment of the gross amounts paid by the Transferee (the “Royalty Payment”). Company has the right to collect the Royalty Payment for Tykes NFT sales in perpetuity. The Royalty Payment shall be paid to Company by Transferor at the same time the Transferor is paid by the Transferee.
d. No-refund policy. All purchases of Tykes NFTs, as well as associated charges, including gas fees and royalties, are non-refundable. This no-refund policy shall apply at all times regardless of your decision to terminate usage of the Tykes NFT, any disruption to the operations of any components of the Tykes NFT, or any other reason whatsoever.
4. Ownership of Tykes NFTs.
a. Ownership. Owners of Tykes NFTs own all personal property rights to their Tykes NFT, such as the right to freely sell, transfer, or dispose of it. You acknowledge and agree that Company (or, as applicable, its licensors) owns all legal right, title and interest in and to the NFT Art and Tykes IP, and all intellectual property rights therein. Your rights in and to the NFT Art and Tykes IP are limited to those expressly stated in Section 5 below. Company and its licensors reserve all rights and ownership in and to the NFT Art and Tykes IP not expressly granted to You in Section 5 of this Agreement.
b. Utility Rights. Owners of Tykes NFTs may receive certain tangible or intangible rights, benefits, interests, preferences, experiences or privileges offered from time to time by Company or third parties in their respective sole discretion. Company does not make any representation or guarantee that any Owner will receive any Utility Rights or achieve any particular outcome as a result of owning a Tykes NFT. Company reserves the right, at its sole discretion, to restrict, limit, or deny any Utility Rights to any Owner, including to limit the period of time when a Utility Right is available, for any reason, at any time. Utility Rights are not intended to be an endorsement of any project, creator, collection, individual or any other thing, and Company makes no recommendation and provides no investment advice in connection with any Utility Rights or otherwise as a result of holding or owning the Tykes NFT. Utility Rights, if any, are subject to the terms and conditions of this Agreement, and may be changed or modified at any time. Utility Rights may also be offered pursuant to separate terms published from time to time by Company or the applicable third party.
c. Entertainment Purposes Only. Purchaser represents and warrants that Purchaser is purchasing a Tykes NFT for personal enjoyment purposes, and is not purchasing a Tykes NFT with the intent or expectation of profits from any appreciation in value or otherwise from the Tykes NFT, or any Utility Rights that may from time to time be granted by Company or third parties. You should not purchase a Tykes NFT with a view to investment, resale or speculation. There can be no assurance as to their present or future value, transferability or marketability.
d. Permissible Transfers. After a Tykes NFT is sold at a Mint Sale on the Minting Site, it may be resold or transferred to new Owners on the Primary Marketplace. You have the limited right to sell or transfer Your Tykes NFT by Secondary Transfer, provided that (i) You provide a copy of, or link to this Agreement to the Transferee, (ii) the Transferee accepts all the terms of this Agreement; (iii) the Secondary Transfer takes place on the Ethereum blockchain; (iv) you make or receive payments through Your cryptocurrency wallet; and (v) Company is paid any royalties pursuant to Section 3(c) of this Agreement. By accepting a Tykes NFT, a Transferee shall be deemed to accept all of the terms of this Agreement. Company is not a party to any agreement between the applicable buyer, seller, or facilitator of a Secondary Transfer. Company shall not be liable for any misrepresentations, or lack of representations, made by any Owners or Transferors when selling or transferring their Tykes NFTs. Upon any permissible transfer of a Tykes NFT, the license described in Section 5 will automatically transfer. Company retains the right to terminate the license to the Tykes NFT if it reasonably believes that You have violated these terms.
e. Prohibited Transfers. Owner represents and warrants that Owner will not transfer a Tykes NFT to a transferee that is (i) located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a terrorist-supporting country; or is (ii) listed on any U.S. Government list of prohibited or restricted parties (“Prohibited Transferees”).
5. Intellectual Property.
a. Non-Commercial License to NFT Art. Subject to your continued compliance with this Agreement and so long as You own a Tykes NFT, Company grants You a non-exclusive, non-assignable, non-sublicensable, worldwide right and royalty-free revocable license to use, copy, and display the NFT Art associated with your Tykes NFT for your own personal, non-commercial use (e.g. physical or virtual display, social media display picture), including to create back-up copies of such NFT Art and a physical print out of the NFT Art, each to be retained only for so long as you own the associated Tykes NFT; and to sell or otherwise transfer the associated Tykes NFT consistent with the ownership of it (“Non-Commercial License”).
b. Commercial License to NFT Art. In addition to the Non-Commercial License, so long as You continue to comply with this Agreement and own a Tykes NFT, Company grants You a non-exclusive, non-assignable, non-sublicensable, royalty-free, worldwide, revocable license to use, copy, distribute, and display the NFT Art linked to your Tykes NFT for all lawful commercial purposes (e.g. manufacturing and selling physical merchandise such as prints and clothing; use in physical or digital media; use in metaverses and other immersive digital environments) (“Commercial License”). Your Commercial License includes the limited right to create derivative works of the NFT Art linked to your Tykes NFT in the following manner: (i) using portions of the character in the NFT Art, such as the face or full body in products or media, (ii) reformatting the NFT Art for a particular medium, (iii) making minor modifications to the NFT Art (e.g. appearance, color, clothing) so long as the NFT Art is not made to be substantially or confusingly similar to another Tykes NFT that you do not own, which determination shall be at the discretion of Company.
c. Termination of License. The licensed rights granted to you in Section 5 of this Agreement shall automatically terminate if you sell, trade, donate, or otherwise transfer your Tykes NFT in any manner, or if Your rights are terminated for any reason under Section 8 of this Agreement. Upon any termination or revocation of Your rights in this Agreement, you must cease all further use of the NFT Art.
d. Trademarks. The license described herein does not include the right to, and you may not use, the “Tykes” trademark in connection with your exercise of the license in this Section. No trademark or other rights based on designation of source or origin are licensed to You. e. Enforcement. Company reserves the right, but not the obligation to bring any enforcement action against any infringement of any rights to NFT Art. Any such action by Company is at its sole discretion. As the Owner of a Tykes NFT, you have the non-exclusive right to bring an action to enforce any such infringement of the NFT Art associated with Your Tykes NFT.
6. Disclaimer of Warranties & Limitation of Liability.
TYKES NFTS ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, IN NO EVENT SHALL COMPANY BE LIABLE TO YOU FOR ANY PERSONAL INJURY, PROPERTY DAMAGE, LOST PROFITS, COST OF SUBSTITUTE GOODS OR SERVICES, LOSS OF DATA, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER AND/OR DEVICE OR TECHNOLOGY FAILURE OR MALFUNCTION, OR FOR ANY FORM OF DIRECT OR INDIRECT DAMAGES, AND/OR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES BASED ON ANY CAUSES OF ACTION WHATSOEVER RELATED TO TYKES NFTS, INCLUDING BUT NOT LIMITED TO THE TYKES NFTS, THE BLOCKCHAIN, METAMASK WALLET OR OTHER CRYPTOCURRENCY WALLET AND/OR THIRD PARTY. YOU AGREE THAT THIS LIMITATION OF LIABILITY APPLIES WHETHER SUCH ALLEGATIONS ARE FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, OR FALL UNDER ANY OTHER CAUSE OF ACTION, REGARDLESS OF THE BASIS UPON WHICH LIABILITY IS CLAIMED AND EVEN IF A DISCLAIMING PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE, AND IN ANY EVENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, COMPANY’S TOTAL AGGREGATE LIABILITY SHALL NOT EXCEED THE TOTAL SUM PAID DIRECTLY BY YOU TO COMPANY FOR THE APPLICABLE TYKES NFT. YOU ACCEPT THE INHERENT SECURITY RISKS OF PROVIDING INFORMATION AND DEALING ONLINE OVER THE INTERNET OR WITH THE BLOCKCHAIN AND AGREE THAT COMPANY HAS NO LIABILITY OR RESPONSIBILITY FOR ANY BREACH OF SECURITY UNLESS IT IS DUE TO COMPANY’S GROSS NEGLIGENCE. COMPANY IS NOT RESPONSIBLE OR LIABLE TO YOU FOR ANY LOSS AND TAKES NO RESPONSIBILITY FOR, AND WILL NOT BE LIABLE TO YOU FOR, ANY USE OF THE TYKES NFT, INCLUDING BUT NOT LIMITED TO ANY LOSSES, DAMAGES OR CLAIMS ARISING FROM USER ERROR SUCH AS FORGETTEN PASSWORDS, FORGOTTEN SECRET/RECOVERY PHRASES, INCORRECTLY CONSTRUCTED TRANSACTIONS, OR MISTYPED WALLET ADDRESSES; SERVER FAILURE OR DATA LOSS; CORRUPTED CRYPTOCURRENCY WALLET FILES; UNAUTHORIZED ACCESS TO DIGITAL ASSETS; OR ANY UNAUTHORIZED THIRD PARTY ACTIVITIES, INCLUDING WITHOUT LIMITATION THE USE OF VIRUSES, PHISHING, BRUTEFORCING OR OTHER MEANS OF ATTACK AGAINST BLOCKCHAIN NETWORKS UNDERLYING THE DIGITAL ASSETS. TYKES NFTS ARE INTANGIBLE DIGITAL ASSETS. THEY EXIST ONLY BY VIRTUE OF THE OWNERSHIP RECORD MAINTAINED IN THE APPLICABLE BLOCKCHAIN NETWORK. ANY TRANSFER OF TITLE THAT MIGHT OCCUR IN ANY UNIQUE DIGITAL ASSET OCCURS ON THE DECENTRALIZED LEDGER WITHIN SUCH BLOCKCHAIN NETWORK, WHICH COMPANY DOES NOT CONTROL. COMPANY DOES NOT GUARANTEE THAT COMPANY CAN EFFECT THE TRANSFER OF TITLE OR RIGHT IN ANY TYKES NFT. YOU BEAR FULL RESPONSIBILITY FOR VERIFYING THE IDENTITY, LEGITIMACY, AND AUTHENTICITY OF ASSETS YOU PURCHASE THROUGH THE MINTING SITE. NOTWITHSTANDING INDICATORS AND MESSAGES THAT SUGGEST VERIFICATION, COMPANY MAKES NO CLAIMS ABOUT THE IDENTITY, LEGITIMACY, OR AUTHENTICITY OF ASSETS ON THE SITE OR ANY PURPORTED SECONDARY TRANSFERS. COMPANY IS NOT RESPONSIBLE FOR ANY KIND OF FAILURE, ABNORMAL BEHAVIOR OF SOFTWARE (E.G. WALLET, SMART CONTRACT), BLOCKCHAINS OR ANY OTHER FEATURES OF THE TYKES NFTS. COMPANY IS NOT RESPONSBILE FOR CASUALTIES DUE TO LATE REPORT BY DEVELOPERS OR REPRESENTATIVES (OR NO REPORT AT ALL) OF ANY ISSUES WITH THE BLOCKCHAIN SUPPORTING THE DIGITAL ASSETS, INCLUDING FORKS, TECHNICAL NODE ISSUES OR ANY OTHER ISSUES HAVING FUND LOSSES AS A RESULT.
IF APPLICABLE LAW DOES NOT ALLOW ALL OR ANY PART OF THE ABOVE LIMITATION OF LIABILITY TO APPLY TO YOU, THE LIMITATIONS WILL APPLY TO YOU ONLY TO THE EXTENT PERMITTED BY APPLICABLE LAW.
7. Assumption of Risk.
You agree that you assume the following risks: (A) To the extent there is a price or market for a blockchain asset such as the Tykes NFTs, such markets and prices are extremely volatile, and variations in the price of other digital assets could materially and adversely affect the value of any digital asset(s) you own, including your Tykes NFT, and there is no guarantee that your Tykes NFT will have or retain any value; (B) the commercial or market value of a Tykes NFT that you purchase may materially diminish in value as a result of a variety of things such as negative publicity; (C) there are risks associated with using an internet-native asset (e.g., non-fungible tokens, cryptocurrencies, etc.) including, but not limited to, the risk of hardware, software and internet connections and/or failures, the risk of malicious software introduction, smart contract breaches, and the risk that third parties may obtain unauthorized access to information stored within your cryptocurrency wallet or elsewhere, and Company will not be responsible for any of these, however caused; (D) Company does not make any promises or guarantees about the availability of the Tykes NFTs or the Tykes IP or Utility Rights on the internet or that they will host the Tykes NFTs or the Tykes IP or Utility Rights at any specific location and/or for any specific period of time; (E) upgrades to the Ethereum blockchain, a hard fork or other change in the Ethereum blockchain, a failure or cessation of Ethereum, or a change in how transactions are confirmed on the Ethereum blockchain may have unintended, adverse effects on all blockchains using such technologies, including without limitation the Tykes NFTs; (F) Company does not make any promises or guarantees related to MetaMask Wallet or other cryptocurrency wallets, any blockchain or any other third parties related to your purchase and each of their applications and/or services, including but not limited to the continued availability of either and/or the protection and/or storage of any data you provide to those parties; (G) the risk of losing access to Your Tykes NFT due to loss of private/secret/recovery key(s), custodial error or purchaser error; (H) the risk of mining attacks; (I) the risk of hacking, security weaknesses, fraud, counterfeiting, smart contract exploits, cyber-attacks and other technological difficulties (J) the risk of changes to the regulatory regime governing blockchain technologies, cryptocurrencies, and tokens and new regulations, unfavorable regulatory intervention in one or more jurisdictions or policies any of which may materially adversely affect the use and value of the Tykes NFT; (K) the risks related to taxation; (L) that digital assets are not legal tender and are not back by any government; and (M) Company is not responsible for any transaction between you and a third party (e.g., Your Secondary Transfer of a Tykes NFT to a third party), and Company shall have no liability in connection with any such transaction, and (N) that blockchain technology and digital assets are subject to many legal and regulatory uncertainties, and the Service and Tykes NFT could be adversely impacted by one or more regulatory or legal inquiries, actions, suits, investigations, claims, fines or judgments which would impede or limit your ability to continue to use and enjoy such technologies and digital assets. In addition to assuming all of the above risks, you acknowledge that you have obtained sufficient information to make an informed decision to purchase the Tykes NFT and that You understand and agree that you are solely responsible for determining the nature, potential value, suitability and appropriateness of these risks for yourself. Company cannot and does not represent or warrant that any Tykes NFT, or its supporting systems or technology, is reliable, current or error-free, meets your requirements, or that defects in the Tykes NFT, or its supporting systems or technology, will be corrected. Company cannot and does not represent or warrant that the Tykes NFT or the delivery mechanism for it are free of viruses or other harmful components. You accept and acknowledge that Company will not be responsible for any communication failures, disruptions, errors, distortions or delays you may experience related to the Mint Sale or related to Primary Marketplace transactions or Secondary Transfers.
8. Termination. At the discretion of Company, the rights granted herein shall terminate and all rights shall return to Company if: (i) at any time You sell, trade, donate, give away, transfer, or otherwise dispose of Your Tykes NFT for any reason except as specially provided in Section 4 of this Agreement; (ii) You breach any of the Agreement terms and conditions; (iii) You have a trustee, receiver or similar party appointed for Your property, become insolvent, acknowledge Your insolvency in any manner, make an assignment for the benefit of your creditors, or file a petition of bankruptcy; (iv) You engage in any unlawful business practice related to the Tykes NFT; (iv) You initiate any legal actions, except an arbitration as specifically provided herein, against any of Company and/or its officers, directors, affiliates, agents, attorneys and employees.
9. Indemnification. You agree to defend, indemnify, and hold harmless Company, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your violation or breach of this Agreement, your sale or possession of a Tykes NFT, your participating in a Mint Sale, Primary Marketplace transaction or Secondary Transfer, your violation of any laws or the rights of a third party as a result of your own interaction with such third party, any allegation that any materials that You submit to us or transmit in the course of a Mint Sale, communications seeking Company’s consent to activities or otherwise, infringe or otherwise violate the copyright, trademark, trade secret or other intellectual property or other rights of any third party; and/or any other activities in connection with the Mint Sale or the Tykes NFT. This indemnity shall be applicable without regard to the negligence of any party, including any indemnified person.
10. Governing Law.
This Agreement shall be governed and construed in accordance with the laws of the state of Nevada without regard to its conflict of law provisions. Our failure to enforce any right or provision of this Agreement will not be considered a waiver of those rights. If any provision of this Agreement is held to be invalid or unenforceable by a court, the remaining provisions of this Agreement will remain in effect.
11. Arbitration Agreement.
This Section governs any and all dispute, controversy, or claim between you and the Company that arises out of or relates to: (a) this Agreement, including the formation, existence, breach, termination, enforcement, interpretation, validity, or enforceability thereof; (b) access to or use of the Tykes NFT, including receipt of any advertising or marketing communications; (c) any transactions through, by, or using our services, including any goods or services purchased or sold through, by, or using our services; or (d) any other aspect of your relationship or transactions with the Company as a consumer, user or buyer or holder of a Tykes NFT.
Before initiating proceedings against the Company, you agree to contact the Company first and attempt to work out any such dispute amicably. If we’re unable to work out a solution amicably, both you and Company agree to resolve through binding arbitration, rather than in court.
The Federal Arbitration Act, 9 U.S.C. § 1 et seq. (the “FAA”), governs the interpretation and enforcement of this Arbitration Agreement and preempts all state laws to the fullest extent permitted by law. If the FAA is found to not apply to any issue that arises from or relates to this Arbitration Agreement, then that issue shall be resolved under and governed by the law of the Nevada.
12. No Class Action Matters.
YOU AND COMPANY WAIVE ANY RIGHT TO ASSERT ANY CLAIMS AGAINST THE OTHER PARTY AS A REPRESENTATIVE OR MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION, EXCEPT WHERE SUCH WAIVER IS PROHIBITED BY LAW OR DEEMED BY A COURT OF LAW TO BE AGAINST PUBLIC POLICY. TO THE EXTENT EITHER PARTY IS PERMITTED BY LAW OR COURT OF LAW TO PROCEED WITH A CLASS OR REPRESENTATIVE ACTION AGAINST THE OTHER, THE PARTIES AGREE THAT: (I) THE PREVAILING PARTY SHALL NOT BE ENTITLED TO RECOVER ATTORNEYS’ FEES OR COSTS ASSOCIATED WITH PURSUING THE CLASS OR REPRESENTATIVE ACTION (NOT WITHSTANDING ANY OTHER PROVISION IN THIS AGREEMENT); AND (II) THE PARTY WHO INITIATES OR PARTICIPATES AS A MEMBER OF THE CLASS WILL NOT SUBMIT A CLAIM OR OTHERWISE PARTICIPATE IN ANY RECOVERY SECURED THROUGH THE CLASS OR REPRESENTATIVE ACTION.
You are responsible for all applicable tax including any VAT, sales or compensating use tax or equivalent tax wherever such taxes may arise. Company is not responsible for determining any taxes that may apply to your transactions.
14. Changes to this Agreement.
We reserve the right in our sole discretion to modify, revise, or update this Agreement. We additionally reserve the right to modify or discontinue, temporarily or permanently, the Services with or without notice. Any changes to this Agreement or the Services become effective when posted onto the Site. We will notify you of any changes to these Terms by updating the “Last Updated” date at the beginning of this Agreement. Please check this page periodically for changes. By continuing to access or use the Services, you agree to be legally bound by the changed Agreement and Services.
If any provision in this Agreement is found by a court of competent jurisdiction to be invalid, the Parties agree that the other provisions remain in full force and effect.
16. Entire Agreement, Interpretation.
This Agreement comprises the entire agreement between You and Us relating to Your access to and use of the Minting Site, Tykes IP and any Tykes NFT you have purchased or own, and supersedes any and all prior discussions, agreements, and understandings of any kind. The Parties acknowledge and agree that the technologies, concepts and rights described in this Agreement are novel and unforeseen circumstances may arise. As such, Company reserves the right to interpret and clarify the terms of this Agreement in relation to such circumstances it deems novel or unforeseen. If Company issues or provides any clarification about the terms of this Agreement, you agree that such clarification will be binding, and waive any right that You may have to dispute it in any manner. Except as otherwise provided herein, this Agreement is intended solely for the benefit of the Parties and is not intended to confer third party beneficiary rights upon any other person or entity.
17. Contact Us.
If you have any questions or concerns, including if you need to access this Agreement in an alternative format, we encourage you to contact us via e-mail at: firstname.lastname@example.org, or contact us at or by mail to:
Pineda Labs LLC
375 East Warm Springs Road
Las Vegas, Nevada 89119