REVEL TERMS OF SERVICE
Last Revised on July 1, 2023
Welcome to the Terms of Service (these “Terms”) for the website, revel.xyz (the “Website”), our mobile application (the “App”) and related products and services provided by or on behalf of DNA Media Technologies, Inc. (“Company”, “we”, “our” or “us”). The Website, the App, our products and services and any content, tools, features and functionality offered on or through our Website or App are collectively referred to as the “Services”.
These Terms govern your access to and use of the Services. Please read these Terms carefully, as they include important information about your legal rights. By accessing and/or using the Services, you are agreeing to these Terms. If you do not understand or agree to these Terms, please do not use the Services.
For purposes of these Terms, “you” and “your” means you as the user of the Services. If you use the Services on behalf of a company or other entity then “you” includes you and that entity, and you represent and warrant that (a) you are an authorized representative of the entity with the authority to bind the entity to these Terms, and (b) you agree to these Terms on the entity’s behalf.
1. THE SERVICES
1.1 Revel Cards. The Services may allow you to post, mint, sell, purchase, bid on, collect, trade, gift and showcase digital collectibles (“Revel Cards”) associated with digital media, artwork, generative AI artwork, designs or content (“Card Media”). Revel Cards may either be (i) digital collectibles associated with Card Media based on Your Content (as defined in Section 6.1(b) below) or the content of other users, as applicable (“User Cards”), or (ii) digital collectibles associated with Card Media owned or licensed by the Company (“Company Cards”). As described in more detail in Section 1.6 below, we may provide functionalities via the Services whereby you can mint your Revel Cards as non- fungible tokens (“NFTs”) on the blockchain, but such Revel Cards may not automatically be minted as NFTs or similar digital items on a blockchain unless you direct the Services to do so.
1.2 User Cards. The Services may allow you to submit Your Content to create a User Card that is associated with Your Content. User Cards or Company Cards may have different rarity values, such as Unique, Rare or Common. When you create a User Card, certain of such User Cards will be transferred to your Account (as defined in Section 2.2 below) and certain of such User Cards may be kept by us, which we may use in our sole discretion, including, without limitation, to transfer to new or other users of the Services as described in Section 1.4 below and to users that hold a Series of your User Cards as described in Section 1.5 below. Prior to the creation of your User Cards, we will endeavor to display to you the quantity and rarity value of such User Cards that will be transferred to your Account and the quantity and rarity value of such User Cards that will be kept by us and/or transferred to other users. Any User Cards that you create that are transferred to or otherwise acquired by us or other users will belong to us or such other user, as applicable. We and other users that Own (as defined in Section 6.1(c)) your User Cards are granted a license to Your Content associated with such User Cards as described in Section 6.1. If you delete your Account or if we otherwise disable, suspend or terminate your Account pursuant to these Terms, any User Cards that you previously created that are held by us or other users will not be deleted or removed from the Services and you agree that we will not remove your information (e.g. username, Twitter handle, phone number) as included or otherwise affiliated with such User Cards.
1.3 Unique Revel Cards. We will generally advise how many individual Revel Cards are in a certain rarity value. In certain instances, a Revel Card may come with a commitment by us or a user that the Revel Card will be “one of a kind” or have a similar designation (“Unique Collectible”). We do not represent, warrant or guarantee that others have not created or downloaded their own copies of such Card Media, or that others will not attempt to sell their own Revel Cards or other forms of NFTs or other digital collectibles or Cards featuring such Card Media.
1.4 Free Revel Cards. After creating your Account and/or taking certain actions and from time to time, we may transfer to your Account certain Revel Cards at random from an inventory of Revel Cards held by us. We have the right to modify, suspend or eliminate this policy at any time and without liability.
1.5 Revel Card Series. Our Services may include certain games or similar offerings that you may participate in. We will endeavor to communicate any gameplay rules to you via the Services. For example, but not limited to, if any user collects another user’s Unique, Rare and Common User Cards based on such other user’s Card Media or such other Revel Cards or combination thereof as we may communicate to you from time to time (a “Series”), the collecting user may be eligible to receive as a bonus future User Cards created by such creator user for so long as such collecting user holds a Series of such creator user’s User Cards. If you create User Cards, you agree that we may provide these bonuses to collecting users that have collected one of your Series. A Series can only be made when you collect User Cards created by other users, and not the User Cards based on Your Content. If another user collects a Series of the User Cards based on Your Content, then we may allow you to submit more of Your Content to make more User Cards. We will endeavor to display to you the quantity and rarity value of such User Cards that will be transferred to other users that hold a Series of your User Cards.
1.6 Revel NFTs. We may, but have no obligation, to provide functionalities via the Services whereby you can mint your Revel Cards as NFTs on the blockchain, and then transfer those NFTs to a supported External Wallet (as defined below). Any such Revel Card that is minted as an NFT will be referred to as a “Revel NFT.” Revel may mint Revel NFTs on various blockchains as we may designate from time to time, such as Polygon, Solana or Ethereum. Minting and transfers of Revel Cards between the Services and External Wallets are facilitated by smart contracts that we do not control. You acknowledge the risk of interacting with smart contracts and agree to be bound by the outcome of any smart contract operation that you initiate or that we initiate at your direction. We are not liable for any security failures or other errors or failures of such External Wallets and smart contracts or for any loss, data corruption or other negative impact that may occur to your Revel Cards or Revel NFTs when attempting to make such a transfer.
1.7 Secondary Marketplaces and Third Party Platforms. You may be able to buy, sell, trade, and transact in Revel Cards or Revel NFTs on secondary marketplaces that we may operate (the “Marketplace”), or with respect to Revel NFTs via the secondary NFT marketplaces of third party platforms. We are not a party to any sales agreements between buyers and users on any secondary marketplace, including our Marketplace, and we’re not responsible for any breach or default by a buyer or seller. That said, we reserve the right to be the final decision maker on any disputes arising from purchases of Revel Cards or Revel NFTs between users via our Marketplace. We may not be able to control the actions of secondary marketplaces of third party platforms, and make no promises or guarantees of any kind regarding such third party marketplaces. You also acknowledge and agree that we may implement a transaction fee or royalty on any primary or secondary sale of Revel Cards and/or Revel NFTs, and such transaction fees may be incorporated into the smart contracts for such Revel NFTs or in our agreements with such marketplaces.
1.8 Connected Services. You may be able to display and showcase certain of your Revel Cards or Revel NFTs within third-party applications and services that may be integrated with the Services to allow the Revel Cards or Revel NFTs to be displayed on their applications and services (“Connected Services”). The Connected Services are owned and operated by third parties and are not owned or controlled by us. Thus, we can’t make any guarantee or promise about the functionality or nature of any Connected Services, including whether you’ll be able to display and use your Revel Card or Revel NFT within any Connected Services, or obtain any royalties that may be associated with the sales thereof.
1.9 Additional Features. Owning a Revel Card or Revel NFT may also allow you to access certain other features that may be made available from time to time (collectively, such access and features, the “Additional Features”). For clarity, Company’s inclusion of the Additional Features does not imply or warrant that they will be available at any other time, and Company may cease providing such Additional Features at any time in its sole discretion.
1.10 Modifications to Services. Company has the right, at any time and without liability, to modify, alter, update, or eliminate the features, navigation, appearance, functionality and other elements of the Services, and any aspect, portion or feature thereof. Company reserves the right, including without prior notice, to limit the available quantity of or discontinue making available any Revel Card or Revel NFT or to refuse to provide any user with any Revel Card or Revel NFT or additional services associated therewith.
1.11 Personalized Generative AI. We may allow users to upload photos of themselves (“AI Source Material”) in order to create and allow users to create Generative AI versions of the composite AI Source Material. Unless the user explicitly chooses to turn the AI Source Material into a Revel Card, the AI Source Material will remain in the exclusive ownership of the User.
2. USER ACCOUNTS AND WALLETS
2.1 Eligibility. You must be at least 13 years of age or older. Children under the age of 13 are not permitted to use the Services. Minors under the age of majority in their jurisdiction but that are at least 13 years of age are only permitted to use the Services if the minor’s parent or guardian accepts these Terms on the minor’s behalf prior to use of the Services and only with the involvement of such minor’s parent or guardian. You cannot use the Services if (1) the Office of Foreign Cards Control of the United States Treasury Department lists you as a specially designated national and/or blocked person; (2) the Bureau of Industry and Security of the United States Department of Commerce lists you on its denied persons list or lists of parties of concern; or (3) you’re on any similar list promulgated by an official agency or department of the United States government. By using the Services, you represent and warrant that you meet these requirements. In furtherance of our policy of not collecting personal information from persons under the age of 13, you are not allowed to give Company the personal information of any persons under the age of 13 for any reason.
2.2 Creating and Safeguarding your Account. To use certain of the Services, you need to create an account by linking a working mobile phone number, or link another account, such as your Apple or Twitter Account.(“Account”). You agree to provide us with accurate, complete, and updated information for your Account. You are solely responsible for any activity on your Account and for maintaining the confidentiality and security of your password and Account. We are not liable for any acts or omissions by you in connection with your Account. You must immediately notify us at [email protected] if you know or have any reason to suspect that your Account or password have been stolen, misappropriated or otherwise compromised, or in case of any actual or suspected unauthorized use of your Account. Company may require you to provide additional information and documents regarding your use of the Services, including at the request of any competent authority or in case of application of any applicable law or regulation, including laws related to anti-money laundering, or for counteracting financing of terrorism. Company may also require you to provide additional information and documents in cases where it has reasons to believe that:
(a) Your Account or your Wallet is being used for illegal money laundering or for any other illegal activity;
(b) You have concealed or reported false identification information and other details; or
(c) Transactions effected via your use of the Services were made in breach of these Terms.
2.3 One Account Per User. Each individual user of the Services may only have one Account. We reserve the right, in our sole discretion, to determine whether you have or control more than one Account. We further reserve the right to suspend or terminate any Account that we deem to be in excess of the one Account permitted per individual user. During any period of suspension of an Account, you will not be able to perform any actions on the Services through that Account.
2.4 External Non-Custodial Wallet. We may allow you to choose to associate a non-custodial wallet with your Account (“External Wallet”) that is compatible with the applicable blockchain on which the Revel NFTs may be stored or transferred. By using an External Wallet in connection with our Services, you agree that you are using such External Wallet under the terms and conditions for the applicable External Wallet, and that Company has no responsibility, liability or responsibility to you in any way arising from your use of such External Wallets, including for any security failures or other errors or failures of such External Wallets. We may terminate the offering or support of any External Wallet at any time, in our sole discretion.
3. PURCHASES VIA THE SERVICES; REFERRALS
3.1 Purchases of Offerings. The Services may permit you to purchase and sell Revel Cards and certain other products or services through the Services (“Offerings”). All purchases of Offerings via the Services are non-refundable unless specified by the applicable seller of the Offering. You acknowledge and agree that all payment information you provide with regards to a purchase of Offerings is accurate, current and complete and you have the legal right to use the payment method you provide to a third-party platform or system that fulfills payments for Offerings, including, without limitation, any credit card or bank account you provide when completing a transaction. When you purchase Offerings, you agree to pay the price for such Offerings as set forth in the applicable listing for the Offering, and all processing fees, network fees (including gas fees) and handling charges, if any, and all applicable taxes in connection with your purchase (the “Full Purchase Amount”), and authorize us or a third party platform or system that fulfills payments for Offerings to charge your credit card or other payment method for the Full Purchase Amount. All fees and charges are payable in accordance with payment terms in effect at the time the fee or the charge becomes payable. We may allow you to pay for your purchase via certain cryptocurrency designated by the Services. In certain cases, your transaction may not be successful due to an error with the blockchain or the External Wallet. We accept no responsibility or liability to you for any such failed transactions, or any transaction or gas fees that may be incurred by you in connection with such failed transactions. Your order may be suspended or canceled for any reason, including if the payment method cannot be verified, is invalid or is otherwise not acceptable, or if in our opinion, you do not satisfy our identification and registration procedures. We do not provide refunds for any purchases that you might make on or through the Services – whether for Revel Cards or anything else.
3.2 Promotional Codes. We may offer certain promotional codes, referral codes, discount codes, coupon codes, credits or similar offers (“Promotional Codes”) that may be redeemed for discounts on future Offerings, or other features or benefits related to the Services, subject to any additional terms that Company establishes. You agree that Promotional Codes: (a) must be used in a lawful manner; (b) must be used for the intended audience and purpose; (c) may not be duplicated, sold or transferred in any manner, or made available by you to the general public (whether posted to a public forum, coupon collecting service, or otherwise), unless expressly permitted by Company; (d) may be disabled or have additional conditions applied to them by Company at any time for any reason without liability to Company; (e) may only be used pursuant to the specific terms that Company establishes for such Promotional Code; (f) are not valid for cash or other credits or points; and (g) may expire prior to your use.
3.3 Revel Coins (Revs). The Services may enable you to purchase a virtual currency known as Revel Coins (Revs) (“Revel Coins (Revs)”) solely to be used for transactions within the Services, including to buy, sell, trade, and transact in Revel Cards or Revel NFTs via the Services. For the avoidance of doubt, a Revel Dollar may only be used for the Services and cannot be transferred outside of the Services. When you purchase or redeem Revel Coins (Revs), the transactions are effectuated through one or more of our third party payment processors and your purchase or redemption of Revel Coins (Revs) may be subject to additional terms and conditions from our third party payment processors. Our third party payment processors may charge a processing fee when you purchase or redeem Revel Coins (Revs) on the Services. Subject to these Terms and the end user terms of our third party payment processors, we may, but are not obligated to, provide functionality whereby Revel Coins (Revs) may be redeemed into US Dollars from the same account from which you purchased or otherwise received the Revel Coins (Revs) at a rate of 49 Revel Coins to $1USD or such other rate as may be stated by the Company on the Website and/or App from time to time. We reserve the right, without prior notification, to limit the quantity of Revel Coins (Revs) you can purchase or otherwise accumulate or redeem, and we may refuse to allow you to purchase, redeem or transact with Revel Coins (Revs). We may charge a dormancy fee with respect to any Revel Coins (Revs) held in your Account, which we will display to you. We do not hold or transmit Revel Coins (Revs) in connection with any purchase you make via the Services. Any regulated money transmission activities are being conducted by our third party payment processors. To the extent you receive any Revel Coins (Revs) pursuant to a Promotional Code, such Revel Coins (Revs) will expire and be forfeited when your Account is terminated.
3.4 Referral Program. We may offer a referral program that allows users to earn referral awards in the form of Revel Coins (Revs) by referring others to become new users of the Services (“Referral Program”). You may be eligible to participate in the Referral Program if you have an active Account in good standing, you are not in breach of these Terms and you satisfy certain other requirements established by the Company. If you participate in the Referral Program, the Company will provide you with a unique alphanumeric referral code (“Referral Code”) to provide to new users that have not used the Services before. You agree not to resell your Referral Code. You agree not to share, publish or distribute your Referral Code on commercial websites, blogs, or other websites not controlled by you. You are prohibited from “spamming” anyone with Referral Codes, including mass emailing, texting or messaging people you do not know or using automated systems or bots through any channel to distribute your Referral Code. You are prohibited from paying to advertise your Referral Code. You agree not to resell or license your Referral Code for use by others, other than to referred users who use the Referral Code to sign up to use the Services. The Company may limit the number of Referral Codes available to you and may reclaim, deactivate, invalidate or otherwise terminate or suspend your Referral Code in its discretion. A referred user may only use one Referral Code and only one user may earn a referral award for each referred user. If two or more users claim the referral of the same user, the Company reserves the right to award the referral award to one user based on its good faith determination of the source of the referral. The Company reserves the right to suspend Accounts or remove, withhold or deduct referral awards if the Company notices any activity that the Company in good faith determines is abusive, fraudulent, or in violation of these Terms. The maximum number of Revel Coins (Revs) you may receive in connection with your participation in the Referral Program is 490,000, which the Company may update from time to time in its sole discretion. This Referral Program cannot be combined with any other referral programs or other incentives.
4.2 Community Guidelines. Our Community Guidelines describe our rules of behavior and engagement when you and other users use the Services, which are intended to foster a positive and engaging community. For a description of our community rules, please visit our Community Guidelines located at https://www.revel.xyz/community-content-guidelines
5. USE OF THE SERVICES
5.1 Interaction with Users on the Services. You are responsible for your interactions with other users on the Services. While we reserve the right to monitor interactions between users on the Services, we are not obligated to do so, and we cannot be held liable for your interactions with other users, or for any user’s actions or inactions. If you have a dispute with one or more users, you release us (and our affiliates and subsidiaries, and our and their respective officers, directors, employees and agents) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. In entering into this release you expressly waive any protections (whether statutory or otherwise) that would otherwise limit the coverage of this release to include only those claims which you may know or suspect to exist in your favor at the time of agreeing to this release.4.2 Community Guidelines. Our Community Guidelines describe our rules of behavior and engagement when you and other users use the Services, which are intended to foster a positive and engaging community. For a description of our community rules, please visit our Community Guidelines located at https://www.revel.xyz/community-content-guidelines
5.2 Restrictions On Your Use of the Services. You may not do any of the following, unless applicable laws or regulations prohibit these restrictions or you have our written permission to do so:
(a)duplicate, decompile, reverse engineer, disassemble, or decode the Services (including any underlying idea or algorithm), or attempt to do any of the same;
(b) use, reproduce or remove any copyright, trademark, service mark, trade name, slogan, logo, image, or other proprietary notation displayed on or through the Services;
(c) use automation software (bots), hacks, modifications (mods) or any other unauthorized third party software designed to modify the Services or impersonate a real-person or to engage in multiple transactions via the Services;
(d) access or use the Services in any manner that could disable, overburden, damage, disrupt, or impair the Services or interfere with any other party’s access to or use of the Services or use any device, software or routine that causes the same;
(e) engage in trading for the purpose of artificially driving up Estimated Card Values or gaming the Services in any way that ‘pumps’ and misleads other users about Estimated Card Values. Any attempted gaming of the Services that causes the same or other consequences;
(f) create more than a single account per user;
(g) attempt to gain unauthorized access to, interfere with, damage or disrupt the Services, accounts registered to other users, or the computer systems or networks connected to the Services;
(h) circumvent, remove, alter, deactivate, degrade, or thwart any technological measure or content protections of the Services;
(i) use any robot, spider, crawlers, or other automatic device, process, software, or queries that intercepts, “mines,” scrapes or otherwise accesses the Services to monitor, extract, copy, or collect information or data from or through the Services, or engage in any manual process to do the same;
(j) introduce any viruses, trojan horses, worms, logic bombs, or other materials that are malicious or technologically harmful into our systems;
(k) use the Services for illegal, harassing, unethical, or disruptive purposes, or otherwise use the Services in a manner that is fraudulent, defamatory, obscene, hateful or otherwise objectionable;
(l) infringe or violate the intellectual property rights or any other rights of anyone (including Company or its licensors) in connection with your use of the Services (except for such permitted use of Card Media provided for in these Terms);
(m) violate any applicable law or regulation in connection with your access to or use of the Services; or
(n) access or use the Services in any way not expressly permitted by these Terms.
5.3 Use of the App. You are responsible for providing the mobile device, web browsers, wireless service plan, software, Internet connections and/or other equipment or services that you need to download, install, experience and use the App. We do not guarantee that the App can be accessed and used on any particular device or with any particular service plan. We do not guarantee that the App or Services (including the Marketplace) will be available in, or that orders for products or services through the Services can be placed from, any particular geographic location. As part of the Services and to update you regarding the status of deliveries, you may receive push notifications, local client notifications, text messages, picture messages, alerts, emails or other types of messages directly sent to you in connection with the App (“Push Messages”). You acknowledge that, when you use the App, your wireless service provider may charge you fees for data, text messaging and/or other wireless access, including in connection with Push Messages and SMS messages. You have control over the Push/SMS Messages settings, and can opt in or out of these Push/SMS Messages (if provided-for) through the Services or through your mobile device’s operating system (with the possible exception of infrequent, important service announcements and administrative messages). Please check with your wireless service provider to determine what fees apply to your access to and use of the App, including your receipt of Push/SMS Messages from Company. You are solely responsible for any fee, cost or expense that you incur to download, install and/or use the App on your mobile device, including for your receipt of push messages from Company.
5.5 Beta Offerings. From time to time, we may, in our sole discretion, include certain test or beta features or products in the Services (“Beta Offerings”) as we may designate from time to time. Your use of any Beta Offering is completely voluntary. The Beta Offerings are provided on an “as is” basis and may contain errors, defects, bugs, or inaccuracies that could cause failures, corruption or loss of data and information from any connected device. You acknowledge and agree that all use of any Beta Offering is at your sole risk. You agree that once you use a Beta Offering, your content or data may be affected such that you may be unable to revert back to a prior non-beta version of the same or similar feature. Additionally, if such reversion is possible, you may not be able to return or restore data created within the Beta Offering back to the prior non-beta version. If we provide you any Beta Offerings on a closed beta or confidential basis, we will notify you of such as part of your use of the Beta Offerings. For any such confidential Beta Offerings, you agree to not disclose, divulge, display, or otherwise make available any of the Beta Offerings without our prior written consent.
6. RIGHTS WE GRANT YOU
6.1 License Grants.
(a) Services License. Subject to your compliance with these Terms, Company hereby grants to you, a personal, worldwide, royalty-free, non-assignable, non-sublicensable, non- transferrable (except in the case of a transfer of a Revel Card or Revel NFT by you to another purchaser as permitted herein), and non-exclusive license to use the software provided to you as part of the Services, provided that the license for the Card Media associated with any Revel Card or Revel NFT is solely as set forth in Section 6.1(c) below. This license has the sole purpose of enabling you to use and enjoy the benefit of the Services as provided by us, in the manner permitted by these Terms and subject to the use restrictions described below. Your access and use of the Services may be interrupted from time to time for any of several reasons, including, without limitation, the malfunction of equipment, periodic updating, maintenance, or repair of the Service or other actions that Company, in its sole discretion, may elect to take.
(b) Your Content License Grant. In connection with your use of the Services, you may be able to post, upload, or submit content to be made available through the Services (“Your Content”). For clarity, Your Content includes any content submitted by you to make a User Card. We need certain rights in Your Content to be able to provide and operate the Services. By using the Services and uploading Your Content, you grant us a license to access, use, host, cache, store, reproduce, transmit, display, publish, distribute, and modify Your Content in any and all media or distribution methods (now known or later developed) but solely as required to be able to operate and provide the Services, including all rights necessary to allow us to grant the license set forth in Section 6.1(c) below with respect to any Card Media that includes Your Content. You agree that these rights and licenses are royalty free, transferable, sub-licensable, worldwide, and irrevocable (for so long as Your Content is stored with us or displayed through our Service), and include a right for us to make Your Content available to, and pass these rights along to, others with whom we have contractual relationships related to the provision of the Services, for the purpose of providing such Services, and to otherwise permit access to or disclose Your Content to third parties if we determine such access is necessary to comply with our legal obligations. In addition to the license grant of Your Content above, you grant us the perpetual, royalty free, transferable, sub-licensable, worldwide, and irrevocable right and license to access, use, host, cache, store, reproduce, transmit, display, publish, distribute, adapt and modify the content submitted by you to make a User Card associated with Your Content and in connection with (i) the minting or creation of the Revel NFT based on a User Card associated with Your Content, (ii) the sale or transfer of the User Card or Revel NFT, in each case, associated with Your Content and (iii) the promotion of the Services. For clarity, such license grant to Your Content will continue after you delete your Account or if we otherwise disable, suspend or terminate your Account pursuant to these Terms. By posting, uploading or submitting Your Content through the Services, you represent and warrant that you have, or have obtained, all rights, licenses, consents, permissions, power, and/or authority necessary to grant the rights granted herein for Your Content. You agree that Your Content will not contain material subject to copyright or other proprietary rights, unless you have the necessary permission or are otherwise legally entitled to post the material and to grant us the license described above. We have the right to remove or refuse to post any of Your Content, including User Cards or Revel NFTs associated with Your Content, (a) for any or no reason in our sole discretion and (b) take any action with respect to Your Content that we deem necessary or appropriate in our sole discretion, including if we believe that Your Content violates these Terms.
(c) Card Media License. If you Own a Revel Card or Revel NFT that is not associated with Your Content, your ownership of the Revel Card or Revel NFT does not extend to owning the intellectual property rights in the underlying Card Media, and you only have a license in certain of the intellectual property in such Card Media as specified herein. “Own” for purposes of the foregoing, means a Revel Card or Revel NFT that you have lawfully acquired from a legitimate source, where proof of such purchase is recorded by the Services or on the relevant blockchain. Subject to your compliance with these Terms, for as long as you Own a Revel Card or Revel NFT, Company hereby grants to you a non-exclusive right and license to use, copy, adapt, display, and create derivative works of the Card Media associated with such Revel Card or Revel NFT (i) for your personal use, (ii) in connection with your sale or offer for sale of your applicable Revel Card or Revel NFT on the Marketplace or your Revel NFT on a marketplace that cryptographically verifies each NFT owner’s rights to display the art for their purchased NFTs to ensure that only the actual owner can display the art and (iii) as part of a third party website or application that permits the display, inclusion, involvement, or participation of your Revel NFT, provided that such website or application cryptographically verifies each NFT owner’s right to display the Card Media. If you sell or transfer your Revel Card or Revel NFT, you will no longer be granted the foregoing license in the Card Media that is associated with such Revel Card or Revel NFT, and such license will transfer to the new lawful owner of the Revel Card or Revel NFT. All rights not expressly granted are reserved.
7. OWNERSHIP AND CONTENT
7.1 Ownership of the Services. The Services, including their “look and feel” (e.g., text, graphics, images, logos), proprietary content, information and other materials, are protected under copyright, trademark and other intellectual property laws. You agree that Company and/or its licensors own all right, title and interest in and to the Services (including the Card Media, any and all intellectual property rights in the Services and Card Media) and you agree not to take any action(s) inconsistent with such ownership interests. We and our licensors reserve all rights in connection with the Services and its content (other than Your Content), including the right to create derivative works.
7.2 Ownership of Trademarks. Company’s name, trademarks, Company’s logo, and all related names, logos, product and service names, designs and slogans are trademarks of Company or its affiliates, service providers, or licensors. Other names, logos, product and service names, designs, and slogans that appear on the Services are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by us.
7.3 Notice of Infringement – DMCA Policy
If you believe that any text, graphics, photos, audio, generative AI artwork, videos or other materials or works uploaded, downloaded or appearing on the Services have been copied in a way that constitutes copyright infringement, you may submit a notification to our copyright agent in accordance with 17 USC 512(c) of the Digital Millennium Copyright Act (the “DMCA”), by providing the following information in writing:
(a) identification of the copyrighted work that is claimed to be infringed;
(b) identification of the allegedly infringing material that is requested to be removed, including a description of where it is located on the Service;
(c) information for our copyright agent to contact you, such as an address, telephone number, and e-mail address;
(d) a statement that you have a good faith belief that the identified, allegedly infringing use is not authorized by the copyright owners, its agent or the law;
(e) a statement that the information above is accurate, and under penalty of perjury, that you are the copyright owner or the authorized person to act on behalf of the copyright owner; and
(f) the physical or electronic signature of a person authorized to act on behalf of the owner of the copyright or of an exclusive right that is allegedly infringed.
Notices of copyright infringement claims should be sent by mail to DNA Media Technologies, Inc., Attn: IP Department 12816 Inglewood Ave #367 Hawthorne, CA 90250, or by e-mail to [email protected]. We will endeavor to respond expeditiously to any such valid notices to remove such infringing content from the Services, provided that we may not be able to remove such content if it has been minted as a Revel NFT and exported into a non-custodial External Wallet to which we have no further ability to control (although in such instance, we will use good faith efforts to prevent such Revel NFT from displaying the infringing content when connected to our Services). It is our policy, in appropriate circumstances and at our discretion, to disable or terminate the use of Services via the Accounts or External Wallets connected to the Accounts of users who repeatedly infringe copyrights or intellectual property rights of others.
Any user of the Services who has uploaded or posted materials identified as infringing as described above may supply a counter-notification pursuant to sections 512(g)(2) and (3) of the DMCA. When we receive a counter-notification, we may reinstate the posts or material in question, in our sole discretion. To file a counter-notification with us, you must provide a written communication (by fax or regular mail or by email) that sets forth all of the items required by sections 512(g)(2) and (3) of the DMCA. Please note that you will be liable for damages if you materially misrepresent that content or an activity is not infringing the copyrights of others.
8. THIRD PARTY SERVICES AND MATERIALS
8.1 Use of Third Party Materials in the Services. Certain Services may display, include or make available content, data, information, applications or materials from third parties (“Third Party Materials”) or provide links to certain third party websites (such as Instagram, Twitter, Discord, and secondary NFT marketplaces). By using the Services, you acknowledge and agree that Company is not responsible for examining or evaluating the content, accuracy, completeness, availability, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect of such Third Party Materials or websites. We do not warrant or endorse and do not assume and will not have any liability or responsibility to you or any other person for any third party services, Third Party Materials or third party websites, or for any other materials, products, or services of third parties. Third Party Materials and links to other websites are provided solely as a convenience to you
9. DISCLAIMERS, LIMITATIONS OF LIABILITY, AND INDEMNIFICATION
(a) Your access to and use of the Services are at your own risk. You understand and agree that the Services are provided to you on an “AS IS” and “AS AVAILABLE” basis. Without limiting the foregoing, to the maximum extent permitted under applicable law, Company, its parents, affiliates, related companies, officers, directors, employees, agents, representatives, partners, service providers and licensors (the “Company Entities”) DISCLAIM ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. The Company Entities make no warranty or representation and disclaim all responsibility and liability for: (a) the completeness, accuracy, availability, timeliness, security or reliability of the Services; (b) the operation or compatibility with any other application or any particular system or device; and (c) whether the Services will meet your requirements or be available on an uninterrupted, secure or error-free basis; and (d) the deletion of, or the failure to store or transmit, Your Content and other communications maintained by the Services. No advice or information, whether oral or written, obtained from the Company Entities or through the Services, will create any warranty or representation not expressly made herein.
(b) We may display via the Services an estimate of the value of Revel Cards, including your portfolio of Revel Cards or any offer for your Revel Cards. Such estimated value is an estimate only, that is generally based on factors such as the history of trading of a Revel Card, offers that other users have made for such Revel Card and certain other historical purchase data related to such Revel Card. Such an estimate is provided solely for informational purposes and shall not be construed as a guarantee of the value of a Revel Card or a commitment by Company to purchase such Revel Card at such price. We make no warranty, representation or guarantee of the value of a Revel Card and disclaim all responsibility and liability for the completeness, accuracy and reliability of such estimates.
9.2 Limitations of Liability. TO THE EXTENT NOT PROHIBITED BY LAW, YOU AGREE THAT IN NO EVENT WILL THE COMPANY ENTITIES BE LIABLE (A) FOR ANY INDIRECT, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, LOSS OF USE, DATA OR PROFITS, BUSINESS INTERRUPTION OR ANY OTHER DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE SERVICES), HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, WHETHER UNDER THESE TERMS OR OTHERWISE ARISING IN ANY WAY IN CONNECTION WITH THE SERVICES OR THESE TERMS AND WHETHER IN CONTRACT, STRICT LIABILITY OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) EVEN IF THE COMPANY ENTITIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE; OR (B) FOR ANY OTHER CLAIM, DEMAND OR DAMAGES WHATSOEVER RESULTING FROM OR ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE DELIVERY, USE OR PERFORMANCE OF THE SERVICES. SOME JURISDICTIONS (SUCH AS THE STATE OF NEW JERSEY) DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE EXCLUSION OR LIMITATION MAY NOT APPLY TO YOU. COMPANY IS NOT LIABLE FOR YOUR CONTENT POSTED ON THE SERVICES. THE COMPANY ENTITIES’ TOTAL LIABILITY TO YOU FOR ANY DAMAGES FINALLY AWARDED SHALL NOT EXCEED THE AMOUNT OF ONE HUNDRED DOLLARS ($100.00), OR THE AMOUNT YOU PAID THE COMPANY ENTITIES, IF ANY, IN THE PAST SIX (6) MONTHS FOR THE SERVICES (OR OFFERINGS PURCHASED ON THE SERVICES) GIVING RISE TO THE CLAIM. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
9.3 Assumption of Risks.
(a) You acknowledge and agree that there are risks associated with purchasing and holding digital collectibles, NFTs and using blockchain technology. These including, but are not limited to, risk of losing access to NFT due to loss of private key(s), custodial error or purchaser error, risk of mining or blockchain attacks, risk of hacking and security weaknesses, risk of unfavorable regulatory intervention in one or more jurisdictions, risks related to token taxation, risk of personal information disclosure, risk of uninsured losses, unanticipated risks, and volatility risks.
(b) The prices of collectible blockchain Cards are extremely volatile and subjective. You acknowledge and affirm that you are collecting, trading, or purchasing Revel Cards and/or Revel NFTs for purposes of acquiring digital collectibles for your personal use and enjoyment, and not for any investment or speculative purposes. Any economic benefit that may be derived from appreciation in the value of a Revel Card or Revel NFT is incidental to obtaining it for its collectible purpose. You agree that Revel Cards and Revel NFTs are not to be used as a substitute for currency or medium of exchange or redistribution and that you are not acquiring any equity or other ownership or revenue sharing interest in Company, its affiliates, other users or any brand as a result of your acquisition of Revel NFTs.
(c) We will use commercially reasonable efforts to deploy secure and functional smart contracts underlying Revel NFTs minted directly by us. However, we will not be liable or responsible to you for any failure in the intended function of such smart contracts, or any bugs, viruses, exploits, logic gaps, or malicious code which may be incorporated into any such smart contracts, or which could be used to commit fraud or otherwise cause harm. You acknowledge that you have obtained sufficient information to make an informed decision to purchase a Revel NFT, including carefully reviewing the code of the smart contract and the Revel NFT, and fully understand and accept the functions of the same. Further, we will not be liable for any failure or removal of the storage system used to store any Card Media that is linked to or associated with Revel NFTs, or for any failures in the underlying blockchain on which the Revel NFTs ownership may be recorded.
(d) The regulatory regime governing blockchain technologies, cryptocurrencies, digital collectibles, generative AI and tokens is uncertain, and new regulations or policies may materially adversely affect the potential utility or value of your Revel Cards or Revel NFTs. Upgrades to any blockchain network or hard forks in such networks, or a change in how transactions are confirmed on such blockchain networks may have unintended, adverse effects on all blockchains, including any that are related to your Revel NFTs.
(e) Any purchase or sale you make, accept, or facilitate outside of the Website or the App of any Revel Cards or Revel NFTs will be entirely at your risk. We do not authorize, control, or endorse purchases or sales of Revel Cards or Revel NFTs outside of the Website. We expressly deny and disclaim any liability to you and deny any obligation to indemnify you or hold you harmless for any losses you may incur by transacting, or facilitating transactions, in any Revel Cards or Revel NFTs outside of the Website or the App.
9.4 Indemnification. By entering into these Terms and accessing or using the Services, you agree that you shall defend, indemnify and hold the Company Entities harmless from and against any and all claims, costs, damages, losses, liabilities and expenses (including attorneys’ fees and costs) incurred by the Company Entities arising out of or in connection with: (a) your violation or breach of any term of these Terms or any applicable law or regulation; (b) your violation of any rights of any third party; (c) your access to, or use of, the Services; (d) Your Content, or (e) your negligence or wilful misconduct.
10. ARBITRATION AND CLASS ACTION WAIVER
10.1 Informal Process First. You agree that in the event of any dispute between you and the Company Entities, you will first contact Company and make a good faith sustained effort to resolve the dispute before resorting to more formal means of resolution, including without limitation, any court action.
10.2 Arbitration Agreement and Class Action Waiver. After the informal dispute resolution process, any remaining dispute, controversy, or claim (collectively, “Claim”) relating in any way to your use of Company’s services and/or products, including the Services, will be resolved by arbitration, including threshold questions of arbitrability of the Claim. You and Company agree that any Claim will be settled by final and binding arbitration, using the English language, administered by JAMS under its Comprehensive Arbitration Rules and Procedures (the “JAMS Rules”) then in effect (those rules are deemed to be incorporated by reference into this section, and as of the date of these Terms). Arbitration will be handled by a sole arbitrator in accordance with the JAMS Rules. Any arbitration will be conducted in the English language and the seat of the arbitration shall be Los Angeles, California. Notwithstanding the foregoing, you and Company will have the right to bring an action in a court of proper jurisdiction for injunctive or other equitable or conservatory relief, pending a final decision by the arbitrator. You may instead assert your claim in “small claims” court, but only if your claim qualifies, your claim remains in such court and your claim remains on an individual, non-representative and non-class basis.
10.3 Waiver of Class Actions and Class Arbitrations. You and Company agree that each party may bring Claims against the other party only in an individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding, including without limitation federal or state class actions, or class arbitrations. Accordingly, under the arbitration procedures outlined in this section, an arbitrator shall not combine or consolidate more than one party’s claims without the written consent of all affected parties to an arbitration proceeding. Without limiting the generality of the foregoing, you and Company agree that no dispute shall proceed by way of class arbitration without the written consent of all affected parties.
10.4 Costs of Arbitration. Payment for any and all reasonable JAMS filing, administrative and arbitrator fees will be in accordance with the JAMS Rules. If the value of your claim does not exceed ten thousand dollars ($10,000), Company will pay for the reasonable filing, administrative and arbitrator fees associated with the arbitration, unless the arbitrator finds that either the substance of your claim or the relief sought was frivolous or brought for an improper purpose, except that if you have initiated the arbitration claim, you will still be required to pay the lesser of two hundred fifty dollars ($250) or the maximum amount permitted under the JAMS Rules for arbitration claims initiated by you. You are still responsible for all additional costs that you incur in the arbitration, including without limitation, fees for attorneys or expert witnesses.
10.5 Opt-Out. You have the right to opt-out and not be bound by the arbitration provisions set forth in these Terms by sending written notice of your decision to opt-out to [email protected]. The notice must be sent to Company within thirty (30) days of your registering to use the Services or agreeing to these Terms, otherwise you shall be bound to arbitrate disputes in accordance with these Terms. If you opt-out of these arbitration provisions, Company also will not be bound by them.
11. ADDITIONAL PROVISIONS
11.2 Updating These Terms. We may modify these Terms from time to time in which case we will update the “Last Revised” date at the top of these Terms. If we make changes that are material, we will use reasonable efforts to attempt to notify you, such as by e-mail and/or by placing a prominent notice via the Services. However, it is your sole responsibility to review these Terms from time to time to view any such changes. The updated Terms will be effective as of the time of posting, or such later date as may be specified in the updated Terms. Your continued access or use of the Services after the modifications have become effective will be deemed your acceptance of the modified Terms.
11.3 Termination of License and Your Account. If you breach any of the provisions of these Terms, all licenses granted by Company will terminate automatically. Additionally, Company may suspend, disable, or delete your Account and/or the Services (or any part of the foregoing) with or without notice, for any or no reason. If Company deletes your Account for any suspected breach of these Terms by you, you are prohibited from re-registering for the Services under a different name. In the event of Account deletion for any reason, or termination of your access to the Services for any reason, Company may, but is not obligated to, delete any of Your Content and any Revel Cards in your Account. All sections which by their nature should survive the termination of these Terms shall continue in full force and effect subsequent to and notwithstanding any termination of this Agreement by Company or you. Termination will not limit any of Company’s other rights or remedies at law or in equity.
11.4 Injunctive Relief. You agree that a breach of these Terms will cause irreparable injury to Company for which monetary damages would not be an adequate remedy and Company shall be entitled to equitable relief in addition to any remedies it may have hereunder or at law without a bond, other security or proof of damages.
11.5 California Residents. If you are a California resident, in accordance with Cal. Civ. Code § 1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112 Sacramento, CA 95834, or by telephone at (800) 952-5210.
11.6 Force Majeure. We will not be liable or responsible to you, nor be deemed to have defaulted under or breached these Terms, for any failure or delay in fulfilling or performing any of our obligations under these Terms or in providing the Services, including operating the Website and the App, when and to the extent such failure or delay is caused by or results from any events beyond our ability to control, including acts of God, flood, fire, earthquake, epidemics, pandemics, tsunami, explosion, war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest, government order, law, or action, embargoes or blockades, strikes, labor stoppages or slowdowns or other industrial disturbances, shortage of adequate or suitable Internet connectivity, telecommunication breakdown or shortage of adequate power or electricity, and other similar events beyond our control.
11.7 Miscellaneous. If any provision of these Terms shall be unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions. These Terms and the licenses granted hereunder may be assigned by Company but may not be assigned by you without the prior express written consent of Company. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. The section headings used herein are for reference only and shall not be read to have any legal effect. The Services are operated by us in the United States. Those who choose to access the Services from locations outside the United States do so at their own initiative and are responsible for compliance with applicable local laws. These Terms are governed by the laws of the State of California, without regard to conflict of laws rules, and the proper venue for any disputes arising out of or relating to any of the same will be the arbitration venue set forth in Section 10, or if arbitration does not apply, then the state and federal courts located in California. You and Company agree that the United Nations Convention on Contracts for the International Sale of Goods will not apply to the interpretation or construction of these Terms.
11.8 How to Contact Us. You may contact us regarding the Services or these Terms at DNA Media Technologies, Inc., or by email at [email protected].