Redeem User Agreement
Effective as of October 26, 2022
Welcome to Redeem – The brilliantly simple rewards platform.
This Redeem User Agreement (“Agreement”) governs your use of the Redeem platform, located at www.redeem.xyz (the “Site”) and accessed through your mobile and other compatible devices, and the related products, services, and technologies offered via the foregoing webpages (collectively, including the Site, the “Redeem Services” or the “Services”) offered or provided by Redeem Technologies Inc. and their affiliates (“Redeem,” “we,” “us,” or “our”).
Important Notice Regarding Class Action Waiver
WHEN YOU ACCEPT THIS AGREEMENT, YOU ARE AGREEING (WITH LIMITED EXCEPTION) TO RESOLVE ANY DISPUTE BETWEEN YOU AND REDEEM INDIVIDUALLY AND WAIVING YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION TO RESOLVE ANY SUCH DISPUTE.
PLEASE REVIEW CAREFULLY THE “DISPUTE RESOLUTION” SECTION BELOW FOR DETAILS REGARDING WAIVER OF CLASS ACTION/JURY TRIAL.
By using the Redeem Services, you agree to be bound by this Agreement. If you don’t agree to be bound by this Agreement, do not use the Redeem Services. The Redeem Services are offered for personal use only, and you are not permitted to access or use the Redeem Services on behalf of a company (such as your employer) or other legal entity (such as a trust or limited liability company of which you are a member).
Additional terms and conditions may apply to your use of Redeem Services
Policy for information about how we may collect, use, store, or share information from you.
Redeem Services are provided primarily using the Ethereum (“ETH”) blockchain and related layer-two solutions such as Polygon/Matic (“Polygon”) and are therefore subject to the privacy policies available at https://ethereum.org/en/privacy-policy and https://wallet.polygon.technology/privacy-policy/ respectively. Some Services may be offered on other layer-1 or layer-2 blockchains.
Additionally, most blockchains utilize distributed ledger technology, and blockchain transactions are often publicly available and permanently preserved. That information includes date and time of transaction submission and confirmation, tokens exchanged in any transaction, and digital wallet addresses involved in that transaction. Redeem has no ability to alter or obscure transactions on blockchains used in connection with the Redeem Services. Please be aware of the information you provide when entering into blockchain transactions and conduct yourself accordingly for your desired level of privacy.
2.2 e-Signature Agreement. Interactions utilizing the Redeem Services, including third-party wallets linked to blockchain addresses or accounts, require digital signatures to authorize transactions. By using Redeem Services, you agree that any electronic signature, whether digital or encrypted, that is intended to authenticate a writing shall have the same force and effect as manual signatures to the fullest extent of the law. “Electronic signature” means any electronic sound, symbol, or process attached to or logically associated with a record and executed and adopted by a party with the intent to sign such record, including without limitation a checkbox, facsimile, or email signature.
2.3 Digital Token. Redeem Services includes the ability to obtain and use coupons or customer loyalty rewards through digital tokens referred to as “Dots.” Dots are digital tokens, the transferability and use of which will depend on the individual Dot, and the terms and conditions issued by various merchants who use the Redeem Services (the “Merchant Providers”). You should understand the applicable terms, conditions, and restrictions on use and transferability for each of the Dots you obtain through the Redeem Services.
3.0 WHO MAY USE REDEEM?
Any individual who is legally competent to form a binding contract and is eighteen (18) years old or older with a compatible mobile phone number or device may use certain Redeem Services. You may be required to successfully complete our know-your-customer (“KYC”) verifications or provide other information before you will be granted full functionality to the Site and the Redeem Services.
Additionally, Redeem may require you to provide additional information as applicable laws or regulations dictate or to investigate potential violations of this Agreement. Redeem reserves the right to suspend your access to Redeem Services while it gathers and processes any information requested and received and may refuse to restore access to the Redeem Services if you do not provide complete and accurate information upon Redeem’s request.
3.1 User wallets. Your identity on the Site will be linked to one or more blockchain addresses assigned to you by Redeem. One or more of those blockchain addresses assigned may be a non-custodial wallet which is managed by Redeem.
Certain Dots may be transferable to a custodial wallet of your choosing. We are not responsible for your account with a third-party wallet provider, and you may be subject to such third-party wallet provider’s terms and conditions and privacy policies. You should review such third-party terms and conditions and privacy policies carefully. By using a self-custody wallet, you own any data, information, or material originated by you that you submit in the course of using the Redeem Services. Redeem cannot access the contents of any third-party digital wallet(s), and it is your responsibility to keep your wallet(s) secure. Redeem does not have custody or control of your third-party wallet(s) and has no ability to retrieve or transfer its contents.
3.2 User representations. You represent and warrant to Redeem that you:
(a) are legally competent to form a binding contract and are eighteen (18) years old or older;
(b) are not listed on the Specially Designated Nationals (“SDN”) list maintained by the Office of Foreign Assets Control (“OFAC”) or any other similar list maintained by the United States Department of State, Department of Commerce or any other government authority or pursuant to any Executive Order of the President or any similar list in the jurisdiction in which you are located and your digital wallet address is not on any such list or controlled by a person on any such list;
(c) have not been previously indicted for or convicted of any Patriot Act Offense (the term “Patriot Act Offense” can include any criminal violation relating to terrorism or money laundering, including offenses under the Patriot Act, the Bank Secrecy Act, the Money Laundering control Act of 1986, or criminal laws against terrorism or money laundering, and may also include conspiracy to commit, or aiding and abetting another to commit, a Patriot Act Offense);
(d) are not a competitor of Redeem and are not using the Redeem Services for reasons that are in competition with Redeem;
(e) are not restricted by law from obtaining or using digital assets due to being from, a resident of, or located in, Algeria, People’s Republic of China, Crimea region of Ukraine, Cuba, Donetsk region of Ukraine, Egypt, Guyana, Iran, Iraq, Libya, Luhansk region of Ukraine, Morocco, Nepal, North Korea, Russia, South Sudan, Sudan, Syria, United Arab Emirates, or Yemen; and
(f) are not otherwise barred from using the Redeem Services under applicable law.
4.0 MODIFICATIONS OF AGREEMENT
We may update this Agreement from time to time in our sole discretion. If we do, we will notify you by posting a revised Agreement on this page with a revised “Last Updated” date, and we may (but are not required to) send other communications notifying you of such an update. It is important that you review this Agreement whenever we update it.
Redeem may require you to provide consent to the updated Agreement in a specified manner before further use of the Redeem Services is permitted. Otherwise, by continuing to use the Redeem Services after we have posted an updated Agreement, it means that you accept and agree to the changes. If you do not agree to be bound by the changes, you may not use the Redeem Services anymore.
Because our services are evolving over time, we may change or discontinue all or any part of the Redeem Services, at any time, at our sole discretion. If we discontinue the Redeem Services or at any other time, you may lose access to Dots which are held in any non-custodial wallet which is managed by Redeem
5.0 ENTITY DISCLOSURE INFORMATION
Redeem Technologies Inc., a Delaware corporation, operates the Redeem Site, through which Redeem Services can be obtained.
6.0 DISCLOSURE OF RISKS
Use of any digital platform carried significant potential risks. Use of Redeem Services are subject to the following risks, among others:
6.1 Blockchain and ETH risks. You acknowledge that engaging in transactions on the blockchain has inherent risks and is susceptible to interruption. By using the Redeem Services you acknowledge, agree to, and accept the following risks:
- Information transmission can be disrupted. You accept the risk that our Site could be affected by technical difficulties that impede your ability to obtain, view, or deliver information or execute transaction, including in time sensitive transactions. We do not control the public blockchains that you are interacting with.
- Transactions may require additional documentation or verification. We may require additional information from you, such as payment information or your account information with a Merchant Provider, before we can complete the transfer or use of a Dot. It is your responsibility to verify the status of any attempted Dot usage or transfer and to timely execute and submit necessary documents. We shall have no liability to you for any losses, financial or otherwise, suffered by you arising out of or resulting from compatibility or inoperability problems of the Site, your computer device, or your failure to confirm any attempted Dot usage or transfer.
- Compromised Digital Wallets. Any custodial digital wallet which you transfer digital assets to, including compatible Dots, can be accessed by anybody with access to that wallet’s seed phrase or private key or anybody who is granted access to it through Smart Contract, even if that seed phrase, private key, or granted access is done maliciously or unintentionally. If a custodial digital wallet where your store Dots is compromised, you must contact us immediately (you can report such a breach by emailing email@example.com ). Redeem is not responsible for any unauthorized access to or use of your User Account or Dots.
- Cyberattacks may occur. You understand that fraud and cyberattacks occur and that your data may not be completely safe on any computer system or network. However, there are certain steps that you can take to protect the safety and security of your data and you agree to take reasonable measures to do so. Transactions on most blockchains are irreversible, and losses due to fraudulent or accidental transactions may not be recoverable.
- Regulation. The regulatory status of cryptographic tokens, digital assets, and blockchain technology is unclear or unsettled in many jurisdictions. It is difficult to predict how or whether governmental authorities will regulate such technologies. It is likewise difficult to predict how or whether any governmental authority may make changes to existing laws, regulations, or rules that will affect cryptographic tokens, digital assets, blockchain technology, or its applications. Such changes could limit the Redeem Services or the transferability of Dots.
- Third-party services disruption. You understand and agree that the Redeem Services may require the use of third-party resources which are not under the direction or control of Redeem. These resources may become unavailable during times of especially high traffic, or due to potential changes of access to those third-party resources. You accept the risk that interruption or inaccuracy of third-party services may impede your ability to obtain, view, or deliver information or use or transfer Dots, including in time-sensitive usages or transfers.
- Risk of Fraud. Digital tokens and the holders of digital tokens are often the targets of individuals attempting to access those tokens through fraudulent or duplicitous means. The individuals perpetrating these frauds will often use QR codes, malicious links, or social engineering scams where they pose as legitimate actors such as Redeem to gain access to individuals’ digital wallet or the seed phrase which grants access to that digital wallet. Do not ever electronically store your seed phrase, give that seed phrase to others, or click on unknown links. Before interacting with a website or social media account, take extra care to confirm that is the official website or social media account of the intended party and not a person posing at that account/individual fraudulently. For example, there is a known scam through which bad actors have stolen digital assets by posing as the sponsor of a project and have posted social media or other links (which then install malware or compromise wallet credentials) pretending to “airdrop” new digital assets to existing holders. You should understand the common forms of fraud in the exchanges of digital assets and protect yourself against those risks.
6.2 You are responsible for your decisions. Redeem Services are offered to you upon the express condition that you will fully evaluate your own financial circumstances and the terms of the Dots offered to you. You are fully responsible for your own financial decisions. You understand and agree that you are solely responsible for determining the nature, potential value, suitability, and appropriateness of these risks for yourself.
6.3 Tax risks. Dots or any other digital representations of customer rewards or payments may be subject to certain tax reporting obligations. It will be your responsibility to account for, file, and pay any applicable taxes. It is your responsibility to determine the potential tax consequences of your receipt, use, or transfer of Dots.
7.1 Smart Contracts. Usage and other transfers of Dots are achieved through smart contracts, which are the technical mechanism for executing a transaction in an automated or partially-automated manner on the blockchain (“Smart Contracts”). Many blockchains provides an immutable ledger of all transactions that occur on that particular blockchain. We neither own nor control your non-custodial wallet of choice, your preferred cryptocurrency exchange, any utilized blockchain, your browser, or any other third-party site, product, or service that you might access, visit, or use for the purpose of enabling you to utilize any Redeem Services.
Transactions on many blockchains are irreversible, and any token exchanged in such a transaction may be unrecoverable. Non-fungible tokens (“NFTs”) exist only via the ownership record maintained on the blockchain. You are solely responsible for evaluating the Smart Contract and any vulnerabilities thereof. Redeem is not responsible for any loss of ownership of any NFT including any loss as a result of loss of password or log-in information, corrupted files, viruses, phishing, attacks against the Site or blockchain, transfer to non-compatible digital address, accidental burning, unauthorized third-party activities, or any other reason.
7.2 Gas fees. Transactions on the blockchain require the payment of a transaction fee (“Gas”) which funds the network of computers that confirm transactions on the blockchain. Redeem will provide the required gas fees for many usages and transfers of Dots. However, you may need to pay Gas for each transaction that you enable via the Site or that results in a transfer or use of a Dot. Except as otherwise expressly set forth in this Agreement, you will be solely responsible to pay any Gas for any transaction (including failed transactions) that you prompt via the Site. The value of the Gas fee changes, often unpredictably, and is entirely outside of the control of Redeem.
7.3 Ownership. When you acquire a Dot, you own the Dot token and have the rights which accompany such Dots and as specified by the applicable Merchant User. Note that any decision by Redeem to change or discontinue all or any part of the Redeem Services may result in a loss of any Dots which are contained in any non-custodial wallet which is managed by Redeem.
8.0 CREATING AND USING A REDEEM USER ACCOUNT
To access all the features of the Redeem Site or to acquire Redeem Services, you are required to create an account with us (a “User Account”).
Read this section to learn how to open a User Account and the terms and conditions that apply to that account.
8.1 Redeem User Account rules. By opening a Redeem Account, you accept and agree to the following rules:
- You must provide us with truthful, accurate, complete, and current account information and keep this information up to date. If you do not, we may suspend or terminate your User Account.
- Redeem may require you to provide additional information as applicable laws or regulations dictate or to investigate potential violations of this Agreement or any other applicable Merchant User’s terms and conditions. Redeem reserves the right to suspend your access to some or all Redeem Services while it gathers and processes any information requested and received, and may refuse to restore access to the Redeem Services if you do not provide complete and accurate information upon Redeem’s request.
- You will not use of the Site for any prohibited activity, including but not limited to: use on any dark market, ransomware, mixing service (i.e., a mixer or tumbler used to obscure the source of funds), or illegal activity that would violate, assist in violation of, or cause us to violate any applicable laws, or which would involve proceeds of any unlawful activity.
- To protect your User Account, you must keep your User Account details and password confidential. Notify us right away by emailing firstname.lastname@example.org if you detect any unauthorized use, or if you know of or suspect a breach of security of either your User Account or any digital wallet linked to that User Account.
- You are responsible for all activities that occur under your User Account, whether or not you know about or consent to them.
You agree and understand that certain legal restrictions may impede or restrict our ability to deliver the Redeem Services to you. You are solely responsible for determining whether the use or transfer of Dots are permitted in the jurisdiction where you live, and you shall not use or transfer any Dots if such activity is not permitted in the jurisdiction where you live.
9.0 RIGHTS RELATED TO THE CONTENT AVAILABLE THROUGH REDEEM SERVICES AND SITE
9.1 Content. The Redeem Services are data-driven and our Site is full of valuable content. When you access or use our Site or accept, acquire, inquire about, purchase, or seek Redeem Services, you may have access to and use of content, data, information, materials, functionality, a user interface and user experience, including, without limitation, analyses, audio-visuals, branding, code, data, formulas, graphics, images, listings, logos, music, offerings, performance metrics, programming, projections, reports, software, statements, summaries, text, tools, or works of authorship of any kind (collectively, “Site Content”) that have been conceived and created by (a) Redeem or its affiliates or their agents or third-party contractors (“Redeem Content”), (b) nonaffiliated third parties that license Site Content to Redeem or its affiliates (“Third Party Content”), or (c) users of Redeem Services (“User Content” and, together with Redeem Content and Third Party Content, “Content”). As between you and Redeem, (i) Redeem Content is and shall remain Redeem’s sole and exclusive property, (ii) Third Party Content is and shall remain the sole and exclusive property of the nonaffiliated third parties that license such Content to Redeem, and (iii) User Content is and shall remain the sole and exclusive property of the users of Redeem Services who previously uploaded such Content to the Site.
9.2 Right to Use. Subject to your continued compliance with this Agreement and subject to our right to suspend or terminate your use or access as set forth in this Agreement or as may be required by applicable law or legal order, you are granted a limited, nonexclusive, nontransferable, non-sublicensable, and personal license to access and use the Redeem Services, including Content available at the Site, solely during the term of this Agreement and solely in connection with use of the Redeem Services; provided, that no license is granted in any jurisdiction prohibited in Section 3.2(e).
9.3 Restrictions on Use: You hereby acknowledge and agree that:
- all Content is protected by copyright, patent, trademark, trade secret, proprietary, or other intellectual property rights and laws;
- you will keep confidential and not disclose your User Account information (including account details and passwords), in whole or in part, to any person for any purpose other than in connection with your own personal use of the Redeem Services;
- you will not modify, copy, distribute, lease, loan, publish, scrape, sell, share, or incorporate into derivative works any Content, in whole or part, nor take measures to gather, mine, or extract through any means or methods the Content made available to you through the Redeem Services;
- you will not use any meta tags or other hidden text or metadata utilizing any Redeem or third-party trademark, logo, URL, or product name without our express written consent;
- you will not use or permit others to use Content for any commercial or other unauthorized purposes (including, without limitation, for any direct marketing or telemarketing lists or applications), and you will not use the Redeem Services in a service bureau capacity or for the benefit of any third party;
- you do not acquire any proprietary rights, including intellectual property rights, in or to any Content;
- you will not use Content in any way that violates any law, statute, ordinance, or regulation, or infringes upon the copyright, patent, trademark, trade secret, or other intellectual property or proprietary rights or rights of publicity or privacy belonging to Redeem, its affiliates, or any third party;
- you will not use Content (a) as a factor in establishing an individual’s eligibility for credit, insurance, or employment, (b) in connection with a determination of an individual’s eligibility for a license or other benefit granted by a governmental authority, (c) in connection with underwriting individual insurance, or (d) in a way that would constitute a “consumer report” under the Fair Credit Reporting Act, 15 U.S.C. § 1681 et seq. or similar statute, or by any other authority having jurisdiction; and
- you will not, and will not permit others to:
- use, display, mirror or frame our Site or any individual element within Redeem Services or the Site, or the name, trademark, logo or other proprietary information, or the layout and design of any page or form contained on the Site without our express written consent;
- attempt to probe, scan, or test the vulnerability of our system or network or breach any security or authentication measures;
- avoid, bypass, remove, deactivate, impair, de-scramble, or otherwise circumvent any technological measure implemented by us or any of our providers or other third party including another user to protect our Site, the Redeem Services, or Content;
- send unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation;
- forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Redeem Services or Content to send altered, deceptive or false source-identifying information;
- attempt to decipher, de-compile, disassemble or reverse engineer any of the software used on or in connection with our Site;
- interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus or overloading, flooding, spamming, or mail-bombing our Redeem Services;
- access or use the Redeem Services to collect from other users or store any other user’s personally identifiable information without their express written permission;
- use the Redeem Services, or any portion thereof, for any commercial purpose or for the benefit of any third party, or in any other manner, except where otherwise permitted by this Agreement;
- impersonate, or misrepresent your affiliation with, any person or entity;
- employ, operate, or create any computer program to simulate the human behavior of a user (“Bots”) on the Site (including the use or attempted use of Bots to obtain Dots on the Site);
- knowingly purchase or offer for sale any Dot or NFT which is stolen or otherwise taken from its rightful owner;
- use or attempt to use another user’s account or wallet without authorization from that user; or
- ** use the Redeem Services for money laundering, terrorist financing, or other illicit finance activity, to engage in price manipulation, fraud, or other deceptive, misleading, or manipulative activity, to buy, sell, or transfer stolen items, fraudulently obtained items, items taken without authorization, or any other illegally obtained items, or, unless expressly authorized in writing by Redeem, to carry out any financial activities subject to registration or licensing
You acknowledge sole responsibility for, and assume all risk arising from, your use of or reliance on any Third-Party Content. We reserve the right to investigate violations of this Agreement or other conduct that affects our Site, Redeem Services, our rights, or the rights of third parties (including but not limited to Merchant Users). We may also consult and cooperate with law enforcement authorities to prosecute users who violate the law. Redeem reserves the right to immediately suspend your access to and use of the Redeem Services if Redeem suspects you have violated any obligations under this Section 9.3.
9.4 Your Content. For purposes of clarity and to avoid misunderstanding, personal information, including financial information, that you provide to us to create a User Account or to enter a transaction with us is NOT considered “Your Content” except to the extent that, in addition to providing such information to us to create a User Account, you also post, share, or otherwise make such information publicly available to other users of the Redeem Services, in which case the information that you publicly share will be considered Your Content.
By making any Your Content available through the Redeem Services, you hereby grant to Redeem and its affiliated companies an irrevocable, non-exclusive, transferable, sublicensable, worldwide, perpetual, royalty-free license with right to use, copy, modify, create derivative works based upon, publicly display, publicly perform, and distribute Your Content (a) in connection with operating and providing the Redeem Services, and (b) for Redeem and its affiliated companies’ marketing and promotional purposes.
You are solely responsible for all Your Content. You represent and warrant that you have (and will have) all rights that are necessary to grant us the license rights in Your Content under this Agreement, and that Your Content is and will at all times throughout your use of the Redeem Services remain accurate, complete, and truthful. You represent and warrant that Your Content, your use and provision of Your Content to be made available through the Redeem Services, and use of Your Content by Redeem, its affiliates, or other users on or through the Redeem Services will not infringe, misappropriate or violate a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation. Without limiting any of your obligations set forth in Section 9.3, you agree not to post, upload, publish, submit, or transmit any Site Content, or use Your Content or any other Content in a manner, that: (i) infringes, misappropriates, or violates a third party’s patent, copyright, trademark, trade secret, proprietary or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages conduct that violates, any applicable law or regulation or could give rise to civil liability; (iii) is fraudulent, false, misleading, or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any person or entity; or (vii) promotes illegal or harmful activities or substances.
9.5 No endorsement. We do not endorse any users of our Redeem Services nor do we endorse Third Party Content, User Content, Your Content, or other products or materials available through or on the Redeem Services.
Our Site may contain links or promotions for products and services of third parties, including companies that pay marketing or referral fees to us. Our promotion of such third-parties is intended to be a convenience to you, to introduce you to the company, and is not an endorsement of their services or products. You are never required to contact or use the services of the third parties mentioned to you by us. We disclaim any liability for any third-party information (including Third Party Content) or third-party products offered.
9.6 Right to remove content. We reserve the right, but are not obligated, to monitor and to remove or disable access to any Content on the Redeem Services, including Your Content, and links, at any time, for any reason, and without notice, including without limitation if we, at our sole discretion, consider any such Content (including Your Content) objectionable, potentially in violation of applicable law, or in violation of this Agreement.
You can remove Your Content by deleting it through our Site. However, in certain instances, some of Your Content may not be completely removed and may continue to exist on the Site. We are not responsible or liable for the removal or deletion of (or the failure to remove or delete) Your Content.
10.0 USER COMMUNICATIONS
10.1 Telephone Consumer Protection Act (“TCPA”). By creating a User Account or using the Redeem Services through a mobile device, you expressly consent for Redeem or its affiliates to communicate with you at any telephone number that you provide, or that is provided via your existing social networking account (such as Facebook, Google, Twitter, or Instagram) (each, an “SNS Account”), as follows:
- for non-telemarketing purposes, we may contact you using any means, including without limitation by placing live, artificial voice, or pre-recorded calls or SMS text messages;
- for telemarketing purposes, we may contact you using live calls or SMS text messages and, if the number provided is not a cellular or mobile phone, we may also use automatic dialing systems;
- non-telemarketing and telemarketing calls or SMS text messages may be delivered at your number in accordance with this “User Communications” section regardless of whether the telephone is answered by you, someone else, or by a listening or recording device such as an answering machine or voice mail messaging service;
- you understand that your cellular or mobile carrier’s standard message and data rates apply; and
- your express written consent is valid until revoked even if you have registered the provided number on any state or national do-not-call registry.
Further, if you have provided express written consent, we may additionally contact you (a) for non-telemarketing and telemarketing purposes using any provided cellular or mobile phone using automatic dialing systems, and (b) for telemarketing purposes using any provided number, using artificial voice or pre-recorded calls or messages.
10.2 TCPA opt out. You are not required to consent to receiving telemarketing calls or texts in order to be eligible to access, use, or visit our Site or to accept, acquire, inquire about, purchase, or seek Redeem Services. Note, there are some functions of the Redeem Services which will only be accessible through SMS text messages, and which will require your ongoing consent to receive such messages to utilize.
10.3. CAN-SPAM. By creating a User Account, you expressly consent for Redeem and its affiliates to communicate with you at any email address that you provide, or that is provided via your SMS Account, by electronic mail message for any and all purposes, including without limitation for transactional, relationship, or commercial purposes.
10.4 CAN-SPAM opt out. You are not required to receive commercial or marketing solicitation emails in order to be eligible to access, use, or visit our Site or to accept, acquire, inquire about, purchase, or seek Redeem Services.
10.5 Communications from Redeem. REDEEM WILL NEVER REQUEST THE PRIVATE KEY, PASSPHRASE, PASSWORD, OR SEED PHRASE INFORMATION NEEDED TO ACCESS YOUR DIGITAL WALLET OR ACCOUNT. Please use extreme caution when interacting with any links sent from a social media account or elsewhere from an individual claiming to be a Redeem representative. If you have any questions or concerns, please only contact an official Redeem representative by emailing email@example.com with any relevant details. Redeem will NEVER do a stealth mint or airdrop claim without providing adequate time to prepare and research the veracity thereof. We will NEVER ask you to connect your digital wallet except through official communications on the Site. If you believe there is an individual or individuals improperly holding themselves out as Redeem representatives, please contact us at the above link so Redeem can investigate.
This Agreement (as may be amended from time to time by Redeem) will continue to apply to you and your use of our Site or Redeem Services until your account or relationship with us is terminated.
We reserve the right to suspend, cancel, or terminate your access to our Site or Services, in our sole discretion, at any time, and without prior notice with or without cause. We may suspend, cancel, or terminate your account if we believe you are using it for a purpose that is unauthorized, improper, illegal, or that could harm our company, our customers, or third parties. In addition, if you fail to comply with any terms and conditions of this Agreement, then your access to our Site or Services may be automatically terminated, without notice to you. You agree that we will not be liable to you or any third party for any termination of your account or access.
You may also cancel your User Account at any time by sending an email to us at firstname.lastname@example.org.
Upon any termination, discontinuation, or cancellation of the Redeem Services or your User Account, the following provisions will survive: 2.1, 2.2, 2.3, 3.0, 3.1, 3.2, 6.2, 6.3, 7.1, 7.3, 8.1, 9.1, 9.2, 9.3, 9.4, 9.5, 9.6, 12.0, 13.0, 14.0, 15.1, 15.2, 15.3, 15.4, 15.5, 15.6, 16.1, 16.2, 16.6, and 16.7.
12.0 WARRANTY DISCLAIMERS
You understand that we cannot and do not guarantee or warrant that any files available for downloading from the internet or the Site will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR (A) ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF OR ACCESS TO INFORMATION OBTAINED THROUGH THE SITE OR REDEEM SERVICES, OR YOUR DOWNLOADING OF ANY MATERIAL POSTED OR LINKED TO THE SITE OR REDEEM SERVICES, (B) ANY IDENTIFICATION, MISIDENTIFICATION, OR IMPERSONATION OF ANY USER OF THE REDEEM SERVICES, OR (C) ANY LOSS OR DAMAGE ARISING FROM OR IN ANY MANNER IN CONNECTION WITH THIS AGREEMENT.
THE REDEEM SERVICES AND CONTENT ARE PROVIDED “AS IS” AND “WHERE IS,” WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, WE EXPLICITLY DISCLAIM ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. We make no warranty that the Redeem Services or any Content will meet your requirements or be available on an uninterrupted, secure, or error-free basis. We make no warranty regarding the quality, accuracy, timeliness, truthfulness, completeness or reliability of any information or content on the Redeem Services.
Transactions on the Site may utilize experimental Smart Contract and blockchain technology, including non-fungible tokens, cryptocurrencies, consensus algorithms, and decentralized or peer-to-peer networks and systems, including governance by decentralized autonomous organization. You acknowledge and agree that such technologies are experimental, speculative, and inherently risky and may be subject to bugs, malfunctions, timing errors, hacking, and theft, or changes to the protocol rules of any applicable blockchain (e.g., “forks” and “merges”), which can adversely affect the Smart Contracts and may expose you to a risk of total loss, forfeiture of your NFT, or lost opportunities to buy or sell NFTs.
You will indemnify, defend, and hold harmless Redeem, its affiliates and their respective officers, directors, employees, shareholders, contractors, and agents, from and against any and all claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal and accounting fees arising out of or in any way connected with (a) your access to or use of the Redeem Services or any Content; (b) Your Content; (c) your violation of this Agreement or of any regulation or law in connection with the Redeem Services or this Agreement; or (d) the acts or omissions of any third party related to your use of the Site, Redeem Services, Your Content, , or other Content.
14.0 LIMITATION OF LIABILITY
You acknowledge and agree that, to the maximum extent permitted by law, the entire risk arising from your use of the Site and Redeem Services remains with you.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER REDEEM, OR ANY OTHER OF ITS SERVICES PROVIDERS OR THIRD PARTIES INVOLVED IN CREATING, PRODUCING, PROMOTING, OR DELIVERING THE SITE OR REDEEM SERVICES WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY, INDIRECT, OR CONSEQUENTIAL DAMAGES, LOST PROFITS, MULTIPLE OF DAMAGES, LOSS OF DATA OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE, OR THE COST OF SUBSTITUTE SERVICES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR FROM THE USE OR INABILITY TO USE THE SITE OR REDEEM SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT REDEEM HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COLLECTIVE LIABILITY OF REDEEM, ITS AFFILIATES, SERVICE PROVIDERS, EMPLOYEES, SHAREHOLDERS, CONTRACTORS, AGENTS, OFFICERS, AND DIRECTORS, TO YOU OR ANY THIRD-PARTY (REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, OR OTHERWISE) EXCEED THE FEES YOU HAVE PAID REDEEM. THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN REDEEM AND YOU. NOTWITHSTANDING THE FOREGOING, THE LIMITATIONS OF DAMAGES SET FORTH ABOVE DO NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
15.0 DISPUTE RESOLUTION
15.1 Governing law. This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, including any conflicts of law provisions of the laws of the State of Delaware.
15.2 Class waiver. YOU AND REDEEM AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION. If the parties’ dispute is resolved through arbitration, the arbitrator shall not consolidate another person’s claims or otherwise preside over any form of a representative or class proceeding. If this specific provision is found to be unenforceable, then the entirety of this “Dispute Resolution” section shall be null and void.
15.3 Informal Dispute Resolution. In the event of a dispute, you agree that you shall first contact Redeem and provide Redeem at least thirty (30) day to make a good faith and sustained effort to resolve that dispute (“Informal Proceeding”) before resorting to more formal means of resolution, including without limitation, a court or arbitration action.
15.4 Exclusive jurisdiction and venue. The parties hereto hereby irrevocably and exclusively submit to the jurisdiction of the federal or state courts of Johnson County, Kansas. The parties agree that a final non-appealable judgment in any such action, suit or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law. To the extent permitted by applicable law, each of the parties hereby waives and agrees not to assert by way of motion, as a defense or otherwise in any such action, suit or proceeding, any claim that it is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding is brought in an inconvenient forum, that the venue of the action, suit or proceeding is improper, or that the related documents or the subject matter thereof may not be litigated in or by such courts.
15.5 Injunctive and declaratory relief. The federal or state courts of Johnson County, Kansas shall determine all issues of liability on the merits of any claim asserted by either party and may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim.
15.6 Severability. Except as provided in section 15.2 of these Terms (“Class Action Waiver”), if an arbitrator or court of competent jurisdiction decides that any part of these Terms is invalid or unenforceable, the other parts of these Terms will still apply.
16.0 GENERAL TERMS
16.1 Ownership of Redeem Services. Redeem and its licensors exclusively own all right, title, and interest in and to the Redeem Services, including all associated intellectual property rights. You acknowledge that the Redeem Services are protected by copyright, trademark, and other laws of the United States and foreign countries. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Redeem Services.
16.2 Whole agreement. This Agreement supersedes and replaces any and all prior oral or written understandings or agreements between Redeem and you regarding the Redeem Services.
16.3 Survivability. With the exception of any of the provisions in the Class Action Waiver subsection above, if any provision of this Agreement is held invalid or unenforceable by a court of competent jurisdiction, that provision will be enforced to the maximum extent permissible and the other provisions of this Agreement will remain in full force and effect.
16.4 Assignment rights. You may not assign or transfer this Agreement, by operation of law or otherwise, without our prior written consent. Any attempt by you to assign or transfer this Agreement, without such consent, will be null and void. Redeem may freely assign or transfer this Agreement without restriction. Subject to the foregoing, this Agreement will bind and inure to the benefit of the parties, their successors, and permitted assigns.
16.5 Notices. To the fullest extent of the law, any notices or other communications provided by Redeem under this Agreement, including those regarding modifications, will be given to you by via email or by posting to the Site (including to your user dashboard). For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.
16.6 No waiver. Redeem’s failure to enforce any right or provision of this Agreement will not be considered a waiver of such right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Redeem. Except as expressly set forth in this Agreement, the exercise by either party of any of its remedies under this Agreement will be without prejudice to its other remedies under this Agreement or otherwise.
16.7 Captions. The captions in this Agreement are for convenience of reference only and shall not govern the interpretation of any of the provisions hereof.
17.0 QUESTIONS AND FEEDBACK
Have a question about this Agreement? Love our services? Have an idea to make Redeem even better?
We welcome questions and feedback via email at email@example.com.