StupidMonkeys ToS (Last update 06/22/2024)
1. Introduction
1. Overview and acceptance of terms
Welcome to StupidMonkeys! This Terms of Service ("Agreement") governs your access to, and use of the StupidMonkeys website located at stupidmonkeys.co (the "Site") and all of the features and services provided (collectively, the "Content"). By accessing or using any part of the Site, you agree to the terms and conditions of this Agreement. If you do not agree to all the terms and conditions of this Agreement, you should not access the Site or use any Services made available via the Site.
2. Eligibility and age restrictions
The Site is not directed to children under the age of 13. By accessing or using the Site, you represent and warrant that you are at least 13 years of age.
3. Changes to the Terms of Service
StupidMonkeys reserves the right to modify this Agreement at any time. If we make changes to this Agreement, we will provide notice of such changes by updating the date at the top of this Agreement and posting the revised Agreement on the Site. Your continued use of the Site following any changes to this Agreement constitutes your acceptance of the revised Agreement.
2. Service Access and Use
1. License and limitations
Subject to your compliance with this Agreement, StupidMonkeys grants you a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the Site and the Content solely for your personal, non-commercial purposes.
2. Ownership and intellectual property rights
All intellectual property rights, including copyrights, patents, trademarks, and trade secrets, in the Services and Content are owned by StupidMonkeys. Except as expressly granted in this Agreement, you have no rights, title, or interest in or to the Site, the Content, or any related intellectual property rights.
3. Compliance with laws
You agree that your use of the Site and Service will comply with all applicable federal, state, and local laws.
4. Modifications to services
StupidMonkeys reserves the right, at any time, to modify, suspend, or discontinue any of our Services (in whole or in part) with or without notice to you. You agree that StupidMonkeys will not be liable to you or to any third party for any modification, suspension, or discontinuation of our Services or any part thereof.
3. NFTs and Content
1. NFT license and restrictions
Your purchase of a non-fungible token from the creator StupidMonkeys (the "NFT") includes the right to use the art and designs in the NFT as well as the file associated with the NFT (collectively, the "NFT Content"). The rights include the right to use, copy, and display the NFT Content, along with any modifications you may make, solely for your own purposes, including your own commercial use solely in connection with the NFT such as in your video games and metaverse projects, and excludes the right to use the NFT in connection with any third-party products or services. StupidMonkeys retains all other rights in the NFT Content. You have the right to sell or transfer your NFT, along with rights for Content access provided in this Site.
2. Unlockable content
You may not, without StupidMonkeys's express prior written consent, redistribute the unlockable, token-gated content associated with the NFT other than in connection with the transfer of ownership of the NFT.
3. Third-Party and Collaborative Content
The Site may feature content created by third parties or in collaboration with other creators ("Third-Party Content"). StupidMonkeys is not responsible for the accuracy, quality, or intellectual property rights of Third-Party Content. By using the Site, you agree that StupidMonkeys is not liable for any issues arising from your interaction with or reliance on Third-Party Content. Your use of such content is at your own risk and subject to the terms and policies of the respective creators or licensors.
4. Third-party vendors
StupidMonkeys does not process transfers or sales of NFTs on its website. Instead, we verify NFT ownership through the Loopring protocol and the Ethereum and Taiko blockchain. Users who wish to sell or transfer their NFTs may do so on third-party platforms or marketplaces. When engaging with these third-party platforms or marketplaces, you are subject to their terms of service and privacy policies, and you agree to comply with those terms and policies. StupidMonkeys is not responsible for the actions or omissions of such third-party platforms or marketplaces, and your use of their services is at your own risk.
4. User Conduct and Responsibilities
1. Compliance with the Agreement
You agree to use the Site and Services in accordance with this Agreement and all applicable laws and regulations.
2. Prohibited Activities
You agree not to engage in any activities that violate this Agreement, infringe on the rights of StupidMonkeys or any third party, or otherwise interfere with the proper functioning of the Site or Services.
3. Electronic communications
By using the Site and Services, you may choose to receive electronic communications from StupidMonkeys by explicitly requesting them or subscribing to them. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. StupidMonkeys will not send unsolicited communications to users unless they have explicitly requested or subscribed to receive them.
5. Links and Third-Party Websites
1. Linking to the Site
You may link to the Site, provided you do so in a way that is fair and legal and does not damage or take advantage of our reputation. You must not establish a link in such a way as to suggest any form of association, approval, or endorsement on our part without our express written consent.
2. Third-party links on the Site
The Site may contain links to third-party websites. StupidMonkeys is not responsible for such websites' terms of use or privacy policies or how they may treat your information. Your use of third-party websites is at your own risk and subject to the terms of use and privacy policies of such sites.
6. Disclaimers and Limitation of Liability
1. Warranty disclaimers
The Site, Services, and digital goods provided by StupidMonkeys are offered "as is" and without any warranties of any kind, whether express or implied. To the fullest extent permissible under applicable laws, StupidMonkeys disclaims all warranties and other terms, including, but not limited to, implied warranties or terms of satisfactory quality, merchantability, or fitness for a particular purpose, with respect to the digital goods provided on the Site.
2. Limitation of liability
In no event will StupidMonkeys be liable to you for any special, incidental, exemplary, indirect, punitive, or consequential damages (including loss of profits) with respect to the subject matter of this Agreement, whether such liability arises from any claim based upon contract, warranty, tort (including negligence), strict liability or otherwise, and whether or not you have been advised of the possibility of such loss or damage. StupidMonkeys's aggregate liability under this Agreement shall not exceed the net revenues received by StupidMonkeys in connection with any transaction in which you purchased or sold your StupidMonkeys NFT.
7. Indemnification
1. User's indemnification obligations
You agree to indemnify, defend, and hold harmless StupidMonkeys and its affiliates, officers, directors, employees, shareholders, and representatives from and against any and all losses, liabilities, expenses, damages, costs (including attorneys' fees and court costs), claims or actions of any kind whatsoever arising or resulting from your use of the Services other than as expressly authorized by and pursuant to the terms of these Terms of Service, and your violation of these Terms of Service.
8. Dispute Resolution and Governing Law
1. Arbitration
Except as otherwise specifically provided for in this Agreement, and to the fullest extent permitted by law, any controversy or claim arising out of or relating to this Agreement, or the breach thereof, shall be settled by arbitration in United Arab Emirates' court of law, in accordance with the then-existing rules for commercial arbitration of the Judicial Arbitration and Mediation Service ("JAMS"). Any judgment or award rendered by JAMS will be final, binding, and non-appealable, and judgment may be entered by any state or federal court having jurisdiction thereof.
2. Governing law and jurisdiction
This Agreement is governed by United Arab Emirates law, without regard to conflicts of law principles. The exclusive jurisdiction and venue for disputes under or relating to the Agreement are the federal courts in UAE. You consent to jurisdiction and venue in such courts.
9. Termination
1. Termination by User
If you no longer agree to be bound by these Terms of Service or wish to terminate this Agreement, you must immediately cease your use of the Site and Services. Your right to use the Site and Services is subject to your compliance with these Terms of Service, and termination of your access to the Site and Services may occur if you violate any term or condition of this Agreement.
2. Termination by StupidMonkeys
StupidMonkeys reserves the right, in its sole discretion, to suspend or terminate your access to the Site and Services or any part thereof, with or without notice, for any reason, including, but not limited to: (a) your breach of these Terms of Service; (b) your violation of any applicable law or regulation; or (c) your misuse or abuse of the Site or Services. In addition, StupidMonkeys may suspend or terminate your access to the token-gated files by blacklisting your wallet address, not only within the StupidMonkeys platform but also in connection with FREDD Studios and its subsidiaries. You acknowledge and agree that such blacklisting may have significant and far-reaching consequences for your ability to access and utilize the token-gated files and related services, and you accept full responsibility for any losses or damages that may result from such blacklisting.
3. Effect of Termination
Upon termination of this Agreement, your right to access and use the Site and Services, including the token-gated files, will immediately cease. Termination of this Agreement will not affect any accrued rights or liabilities of either party, nor will it affect the coming into force or the continuance in force of any provision of this Agreement which is expressly or by implication intended to come into or continue in force after termination.
10. Miscellaneous
1. Force majeure
StupidMonkeys will not be required to perform or be held liable for failure to perform if non-performance is caused by events beyond the control of StupidMonkeys, including, but not limited to, acts of God, war, hostilities, natural disasters, or other similar events.
2. Entire agreement
These Terms of Service constitute the entire agreement between you and StupidMonkeys regarding the Site and the Services and supersede any and all other terms, representations, promises, or discussions.
3. Contact information
If you have any questions or comments regarding this Site, including reports of non-functioning links, please email us at [email protected].
