DROPSHOP TErms AND CONDITIONS OF USE
TABLE OF CONTENTS
B. CHANGES TO THESE TERMS AND TO THE SERVICE
C. YOUR LIMITED RIGHT TO USE THE SERVICE
D. ACQUIRING COLLECTIBLES, USING THE MARKETPLACE OR A WALLET, AND CONDUCTING TRANSACTIONS
E. INTELLECTUAL PROPERTY RIGHTS AND OWNERSHIP
F. ACCEPTABLE USE
G. IMPORTANT TERMS ABOUT OUR AND OTHERS’ LIABILTIY TO YOU
These terms and conditions of use and service (collectively, these "Terms") establish a legal agreement between you and Real Sports Inc. ("Company," "we," "us," "our"). These Terms, including any documents or additional terms that are referenced in these Terms, apply to your access to and use of the DROPSHOP applications, websites and servers, and the DROPSHOP content, functionality and services (collectively, the "Service"). The Service enables you to purchase, collect, showcase, and sell digital collectibles (“Collectibles”) which are created by us or our business partners (each a “Seller”). Each Collectible is a non-fungible token (“NFT”) minted on a Layer-2 Ethereum sidechain (the “Sidechain”) and tied to content hosted on the Service as well as a license to use such content as represented by the Collectible in certain ways.
PLEASE READ THESE TERMS CAREFULLY, AS THEY CONTAIN IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS, INCLUDING, BUT NOT LIMITED TO, VARIOUS LIMITATIONS AND EXCLUSIONS ON DAMAGES YOU MAY CLAIM AGAINST US AND INDEMNIFICATION OBLIGATIONS YOU OWE TO US. IF YOU DO NOT AGREE TO THESE TERMS, YOU MAY NOT ACCESS OR USE THE SERVICES.
IF YOU ARE AGREEING TO THESE TERMS AND USING THE SERVICE ON BEHALF OF A CORPORATION, PARTNERSHIP, OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE ALL REQUIRED LEGAL RIGHTS AND AUTHORITY TO BIND THAT ENTITY TO THESE TERMS. IN SUCH A CASE, ANY FURTHER REFERENCE TO “YOU” IN THESE TERMS MEANS THAT OTHER LEGAL ENTITY.
PLEASE NOTE THAT DIFFERENT TERMS MAY APPLY TO YOU BASED ON WHERE YOU LIVE. MAKE SURE YOU READ THE JURISDICTION-SPECIFIC TERMS FOR YOUR COUNTRY OF RESIDENCE, AS APPLICABLE.
The Service is not available to persons under the age of majority. If you are below the age of majority in your state or province of residence, you may not use the Service.
FOR RESIDENTS OUTSIDE OF CANADA, THIS AGREEMENT CONTAINS A DISPUTE RESOLUTION SECTION, WHICH INCLUDES AN ARBITRATION CLAUSE AND CLASS ACTION WAIVER AND BY AGREEING TO THIS USER AGREEMENT YOU AGREE TO RESOLVE ALL DISPUTES THROUGH BINDING INDIVIDUAL ARBITRATION, WHICH MEANS THAT YOU WAIVE ANY RIGHT TO HAVE THE DISPUTE DECIDED BY A JUDGE OR JURY, AND YOU WAIVE ANY RIGHT TO PARTICIPATE IN ANY COLLECTIVE ACTION, WHETHER THAT BE A CLASS ACTION, CLASS ARBITRATION, OR REPRESENTANTATIVE ACTION.
B. CHANGES TO THESE TERMS AND TO THE SERVICE
We reserve the right in our sole and absolute discretion to revise and update these Terms from time to time. All changes are effective immediately upon posting and apply to your continued access to and use of the Service. We may post reminders and summary information about material changes to these Terms, including where there are substantial amendments that affect your rights and obligations, but it is your responsibility to review them. You agree to periodically review these Terms in order to be aware of any such changes and your continued use shall mean your acceptance of any such changes, whether given notice or not.
The information and material on the Service, and the Service itself, may be changed, withdrawn, or terminated at any time in our sole and absolute discretion and without advance notice to you. You acknowledge that this may impact the use, functionality, or value of Collectibles. You agree that we will not be liable if, for any reason, all or any part of the Service is changed, withdrawn, terminated, restricted to users, or unavailable at any time or for any period or if such restriction or unavailability impacts the use, functionality, or value of Collectibles.
C. YOUR LIMITED RIGHT TO USE THE SERVICE
Subject to all of these Terms, the Company grants you permission to use the Service strictly on a personal, non-exclusive, non-transferable, and limited basis for your own personal and non-commercial use. You shall not directly or indirectly reproduce, compile for an internal database, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Service, including any Content, in any form or medium whatsoever (except that your computer and browser may temporarily store or cache copies of materials being accessed and viewed.) You may not screen share, stream, or otherwise publicly or privately broadcast any of the Service without our prior written consent.
You are not permitted to modify copies of any materials from the Service nor delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from this site. You must not access or use for any commercial purposes any part of the Service or any services or materials available through the Service. We have adopted a policy of terminating, in appropriate circumstances and at our sole and absolute discretion, users who are deemed to be repeat infringers of intellectual property or who we determine in our sole and absolute discretion to violate our Terms. We may also, in our sole and absolute discretion, limit access to the Service or terminate the account of any user who infringes any intellectual property rights of us or others, whether or not there is any repeat infringement. You agree and understand that your continued use of the Service is at our sole and absolute discretion and that you will not seek to hold us liable for any suspension, restriction, or termination of our use of the Service.
D. ACQUIRING COLLECTIBLES, USING THE MARKETPLACE OR A WALLET, AND CONDUCTING TRANSACTIONS
Your Wallet. In order to purchase, store, trade, and sell Collectibles on the Service, you will need a DropShop electronic wallet (your “wallet”). Your wallet is paired to your account and you may only pair one wallet with your account. You can use your wallet to engage in transactions on the Service using either the credit card you have paired with your wallet or cryptocurrencies which we may accept from time to time on the Service. Note that, under “Cryptocurrency Transactions” and “Fiat Transactions” below, we use third party services to process all transactions involving cryptocurrency transactions and fiat transactions, though we reserve the right to change this at any time.
Collectibles. Collectibles are designed to enhance the experience of fans. They are not intended to be investments or used for investment purposes. Like all NFTs, Collectibles can vary in composition and Sellers have the sole and absolute discretion as to what to include in each Collectible, including any rights associated with that Collectible. Generally, however, Collectibles can be associated with various types of content including statistics, photographs, videos, designs, audio recordings, artwork and other forms of media and information (collectively, “Content”). In addition, certain Collectibles may be more rare than others. For example, a Seller may only mint a limited number of a particular Collectible, thereby increasing its scarcity. Collectibles themselves have no inherent value and, like traditional trading cards, may have a subjective value on secondary markets. As such, when purchasing Collectibles you a strongly encouraged to carefully read the contents of each Collectible before you do so, as well as any terms and conditions that go along with it. You accept full responsibility to comply with the scope of the rights granted to you by each Collectible.
Third Party Sellers. While we may be the Seller of some Collectibles, we may offer a platform via the Marketplace and our Services will permit other Sellers to sell or gift Collectibles to other fans. When purchasing a Pack (defined below) or a Collectible, we will indicate who the Seller is. To the extent that we are not the Seller, we are not a broker, financial institution, or creditor, and provide the Services as an administrative platform only to facilitate such trading or transactions of Collectibles. Any such transactions are between you and the Seller and we are not a party to any agreement for the transfer of Collectibles between any Sellers (unless we are the Seller) and you. Instead, these Terms or other terms apply individually to as between you and us, and each Seller and us. You bear all responsibility for confirming the identity, legitimacy, and authenticity of any Collectibles you purchase via the Services unless we are the Seller. Notwithstanding indicators and messages that suggest verification, we make no claims about the identity, legitimacy, intellectual property rights, or authenticity of assets on the Service or Marketplace, for any Collectibles other than those for which we are the Seller.
Cryptocurrency Transactions. All Collectibles are minted and initially sold on the Sidechain. DUE TO THE NATURE OF BLOCKCHAIN TECHNOLOGY, WE DO NOT HAVE ANY CONTROL OVER ANY CRYPTOCURRENCY OR NFT TRANSACTIONS THAT ARE MADE ON THE SERVICE. YOU ACKNOWLEDGE THAT IT IS NOT TECHNOLOGICALLY POSSIBLE FOR US TO REVERSE TRANSACTIONS AND AS SUCH, YOU ACKNOWELDGE AND AGREE THAT WE WILL NOT PROVIDE REFUNDS OR EXCHANGES FOR ANY PURCHASE THAT YOU MAKE ON THE SERVICE. We reserve the right to change the method by which we process cryptocurrency currency transactions at any time.
Fiat Currency Transactions. All fiat currency transactions that occur on the service are managed, processed, and confirmed by Stripe and as such, any such transactions are subject to any applicable provisions of Stripe’s Terms of Service. We reserve the right to change the method by which we process fiat currency transactions at any time. THERE ARE NO REFUNDS FOR FIAT CURRENCY TRANSACTIONS CONDUCTED ON THE SERVICE.
Obtaining Collectibles. You can obtain Collectibles in three ways:
(i) by purchasing specific Collectibles or Packs from Sellers on the Service;
a. “Packs” are digital packages of Collectibles. Each Pack contains certain types of Collectibles which are categorized by rarity. For each Pack that you purchase, the Seller will inform you of the number of each type of Collectible contained within the Pack. For example, a hypothetical “Base Pack” contains 2 Common Collectibles and 1 Limited Edition Collectible. Like trading cards, you are guaranteed to receive the number and type of Collectible described in the pack, though individual Collectibles may vary.
(ii) by purchasing specific Collectibles from other users on the Marketplace;
(iii) by trading or gifting specific Collectibles with or to other users on the Marketplace; or
(iv) by receiving Collectibles or Collectible Packs for free from Sellers by participating in certain promotional contests that Sellers may make available from time to time.
Trading Collectibles. This functionality is not available at launch and you agree that your transactions on the Service are not premised of any promise of future availability. If and when the DropShop Marketplace (the “Marketplace”) is established and available, you will be able to sell or gift Collectibles stored in your wallet with or to other fans and collectors on the. The Seller reserves the right to impose a volume or price limit on the Marketplace (or other Marketplace limitations) if, in its sole and absolute discretion, it determines that any market activity is inconsistent with the objective of the Service to make available Collectibles, detracts from the fan experience, or is otherwise contrary to these terms or applicable law.
Taxes. Except as may be collected by us as required by applicable law and as indicated on the order page where you make purchases, you are solely responsible for determining whether any taxes, including sales, value added, or other taxes, levies, or duties, apply to your Collectible transactions and at all times, you are solely responsible for the payment of any such, applicable taxes.
Transaction Fees. Each transaction involving a Collectible is subject to two types of transaction fees, “Gas Fees” and “Marketplace Fees”.
• Gas Fees. In order to process transactions on the Sidechain, a decentralized network of computers needs to perform work. Gas Fees are compensation paid to these processors in order to complete the transaction. Gas Fees can be paid in any cryptocurrency, though when you are on the Sidechain, we may cover the Gas Fees for you (only if so indicated on the Service), but see “Transferring Collectibles off the Sidechain” below. Where Gas Fees are charged to you, they will appear on the relevant ordering page.
• Marketplace Fees. Marketplace Fees are fees we charge for your access to the Service. We charge to the Seller a Marketplace Fee of 5% of the total value of each transaction in relation to a given Collectible. The Marketplace Fee is built into the Collectible and is automatically payable each time a Collectible is sold or resold.
• Transferring Collectibles off the Sidechain (As Available). This functionality is not available at launch and you agree that your transactions on the Service are not premised of any promise of future availability. From time to time and as functionality is added to the Service, but only on an “as available” basis, the Service may allow you to transfer your Collectibles from the Sidechain to blockchains which are interoperable with the Ethereum blockchain, and may be able to onboard them onto other platforms. In order to complete a transfer from the Sidechain to another blockchain you may be required to pay Gas Fees, Marketplace Fees, and other third party transaction fees, including but not limited to those related to the target blockchain. We are not responsible for the payment of any third-party transaction fees, including Gas Fees, to transfer Collectibles off the Sidechain or onto other blockchains or platforms. If and to the extent you are able to transfer Collectibles off the Sidechain it may be possible to buy and sell Collectibles on other interoperable blockchains or platforms. WE DO NOT RECOMMEND OR ENDORSE THE PURCHASE OR SALE OF COLLECTIBLES ON BLOCKCHAINS OTHER THAN THE SIDECHAIN OR PLATFORMS OTHER THAN DROPSHOP. YOU ACKNOWLEDGE THAT WE DO NOT HAVE CONTROL OVER ANY TRANSACTIONS THAT DO NOT OCCUR ON THE SIDECHAIN OR THE DROPSHOP PLATFORM AND THAT ANY SUCH TRANSACTIONS ARE ENTIRELY AT YOUR OWN SOLE RISK. YOU ALSO ACKNOWLEDGE THAT WE HAVE NO CONTROL OVER COLLECTIBLES TRANSFERRED OFF THE SIDECHAIN AND NO OBLIGATION WITH RESPECT TO ANY SUCH COLLECTIBLES.
• Transferring Collectibles to a Third Party Digital Wallet (As Available). This functionality is not available at launch and you agree that your transactions on the Service are not premised of any promise of future availability. From time to time and as functionality is added to the Service, but only on an “as available” basis, the Service may allow you to transfer your Collectibles to other custodial or trading platforms which are interoperable with the Ethereum blockchain and the DROPSHOP platform, including software applications that provide for the holding or transfer of tokens including NFTs (a “third party wallet”), such as MetaMask. In order to complete a transfer of a Collectible to a third party wallet, you may be required to pay Gas Fees, Marketplace Fees, and other third party transaction fees. We are not responsible for the payment of any third-party transaction fees, including Gas Fees, to transfer Collectibles to a third party wallet. If and to the extent you are able to transfer Collectibles to a third party wallet, it may be possible to buy and sell Collectibles held in such third party wallet on other platforms, such as OpenSea or Nifty Gateway. WE DO NOT RECOMMEND OR ENDORSE THE USE OF PLATFORMS OTHER THAN DROPSHOP. YOU ACKNOWLEDGE THAT WE DO NOT HAVE CONTROL OVER ANY TRANSFERS OR TRANSACTIONS THAT DO NOT OCCUR ON THE DROPSHOP PLATFORM AND THAT ANY SUCH TRANSFER OR TRANSACTION IS ENTIRELY AT YOUR OWN SOLE RISK, INCLUDING THE COMPLETENESS AND ACCURACY OF ANY PUBLIC WALLET ADDRESSES OR ETHEREUM NAME SERVICE (ENS) ADDRESSES, AND THE LEGAL RIGHT OF THE TARGET THIRD PARTY WALLET TO RECEIVE, HOLD OR TRADE COLLECTIBLES.
• Termination of the Service. There is always a risk that we will decide to shut down, curtail, limit or cease to offer the Service. If we, in our sole and absolute decision, determine to cease offering the Service, we will provide you with reasonable advance notice via the electronic contact information you have associated with your account. This notice will provide you with a reasonable amount of time to transfer your Collectibles off the Sidechain in accordance with the “Transferring Collectibles off the Sidechain” terms above, should that functionality be available. IN THE EVENT THAT WE DECIDE TO TERMINATE THE SERVICE, IF YOU DO NOT TRANSFER YOUR COLLECTIBLES OFF THE SERVICE DURING THE NOTICE PERIOD, THEY WILL BE PERMANENTLY AND IRRECOVERABLY DELETED. You acknowledge that some features of the Collectibles that may rely on third party data, such as game statistics, may not function properly without the Service.
All orders, purchases or transactions for the sale of goods, including Collectibles, or service made using the Service, are subject to the terms and conditions of sale presented to you at the time of purchase. Some online transactions are subject to restrictions, including eligibility as to residency and age. By participating in such transactions, you agree that you meet those eligibility requirements. Some or all online transactions may and likely will be subject to various intellectual property limitations.
E. INTELLECTUAL PROPERTY RIGHTS AND OWNERSHIP
As noted at the top of these Terms, each Collectible is an NFT. When you purchase a Collectible, you are purchasing the underlying NFT. As with a traditional trading card, ownership of a Collectible does not include ownership of the Content that is associated with the Collectible. Your ownership of a Collectible is subject to both our or the Seller’s full receipt of the full purchase price of the Collectible and your full compliance with these Terms.
Provided that you are at all times in full compliance with these Terms, when you purchase a Collectible from us, we grant you a worldwide and non-exclusive license to display the Content associated with your purchased Collectible for only the following purposes:
(i) your own personal, non-commercial use as part of your personal Collection (leafs.dropshop.io) for display on the Service;
(ii) if you have transferred the Collectible off of the Sidechain, to display the Collectible on the Service or upon any secondary Ethereum based, cryptographically secure third party service, website or application; or
(iii) to sell or gift, or to the extent that the Service may allow, to trade the Collectible on the Marketplace or, to the extent the Service may allow you to transfer the Collectible off of the Sidechain, upon any secondary Ethereum based, cryptographically secure marketplace that facilitates the purchase and sale of Collectibles (the “Content Licence”)
As such, you acknowledge and agree that, pursuant to the Content Licence, you may not, nor may you permit any third party to alter, copy, display, broadcast, or otherwise use the Content for any other purpose including but not limited to:
(i) except in relation to your sale of the Collectible in accordance with these Terms, using the Content for your or any third party’s commercial benefit or to advertise, market, or otherwise sell any third party product or service;
(ii) trademarking, copyrighting, or otherwise attempting to acquire or register any intellectual property rights in and to the Content; and
(iii) including or otherwise excerpting the Content for use in any form of media, now known or hereinafter devised, except as expressly permitted by these Terms.
You acknowledge that the Content subject to the Content Licence may contain third party intellectual property rights, including the intellectual property rights of our Sellers and their licensors. As such, you acknowledge that the terms of the Content Licence are subject to change upon notice to you and that such changes may confer additional rights or impose additional restrictions. Any such additional Content License rights or restrictions will be clearly identified to you at the time of your purchase of the Collectible from the Seller.
Your Content Licence is subject at all times to your ownership of the underlying Collectible. The Content Licence to you will immediately terminate upon your sale, transfer or disposal of the Collectible for any reason, and if applicable will be transferred to the recipient thereof.
You understand and agree that the Service (which includes all of the Content, features, and functionality, including all information, software, code, text, displays, graphics, photographs, video, audio, design, presentation, selection, and arrangement, made available to you in using or accessing the Service) is owned by the Company, its licensors, Sellers, or other providers of such material and are protected in all forms by intellectual property laws, including copyright, trademark, patent, trade secret, and any other proprietary rights.
The names and logos of the Company and of the Service and all related names, logos, product and service names, designs, images, and slogans, are trademarks of the Company, or our respective affiliates or licensors. You must not use such marks without the prior written permission of the Company. Other names, logos, product and service names, designs, images, and slogans mentioned, or which appear on the Service are the trademarks of their respective owners, such as the Sellers. Use of any such property, except as expressly authorized, shall constitute an infringement or violation of the rights of the property owner and may be a violation of federal or other laws and could subject the infringer to legal action.
All right, title and interest in and to comments, ideas, suggestions and impressions of the Service and our products given by you to us, and all the anonymous usage data (collectively, the “Feedback”) is and shall be deemed to be our property and, by submitting Feedback to us, you agree that you thereby assign to us all right, title and interest to such Feedback to us.
All sports-related content and materials contained within the Site that is not owned by the Seller, including video, audio, photos, text, images, statistics, updated scores, logos and other intellectual property related to the National Basketball Association (“NBA”), the National Hockey League (“NHL”), Major League Soccer (“MLS”), other sports leagues or their member teams (collectively, "Sports Content") are either owned by or licensed to the Company. No Sports Content from the Site may be reproduced, republished, uploaded, posted, transmitted, reproduced, distributed, copied, publicly displayed or otherwise used except as provided in these Terms without the written permission of the Company or the respective league.
The names and logos of the NBA and its member teams are the property of the NBA and its member teams and may not be used or reproduced without the prior written consent of NBA Properties, Inc. The names and logos of the NHL and its member teams are the property of the NHL and its member teams and may not be used or reproduced without the prior written consent of NHL Enterprises, L.P. The names and logos of the MLS and its member teams are the property of the MLS and its member teams and may not be used or reproduced without the prior written consent of Major League Soccer, L.L.C.
Your Grant of License to Us and Others
The Service may contain interactive functionality such as applications, features, promotions, games, contests, chat functionality, e-mail, message boards, personal, or interest group web pages, profiles, forums, bulletin boards and other such functions (collectively, "Interactive Functions") allowing content, material, or information you submit, post, publish, display, or transmit (collectively, "submit") to the Service, to be viewed or used by us, other users or other persons via the Service (collectively, "User Submissions") on or through the Service.
None of the User Submissions you submit to the Service will be confidential. By providing any User Submission to the Service, you grant us and our affiliates and service providers, and each of their and our respective licensees (including broadcasters), successors, and assigns the right to a world-wide, royalty free, perpetual, irrevocable, transferrable, sublicensable (including via multiple tiers of sublicensing), non-exclusive licence to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material for any purpose and to incorporate such material into any form, medium, technology, or other derivative work throughout the world without compensation to you. By submitting User Submissions, you further waive any moral rights or other rights of authorship in and to any such User Submissions in favour of the Company.
By submitting the User Submissions, you are deemed to have warranted, and you agree, that you own or have the necessary rights to submit the User Submissions and have the right to grant the licence to the User Submissions described above to us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns. You represent and warrant that all User Submissions comply with applicable laws and regulations and the User Submissions and Site Content Standards set out in these Terms.
You understand and agree that you are fully responsible for any User Submissions you submit or contribute, and you are fully responsible and legally liable, including to any third party, for such content, its accuracy, and your rights to use it. We are not responsible or legally liable to any third party for the content, accuracy, or infringing nature of any User Submissions submitted by you, and you agree to indemnify and defend us against any claims, lawsuits, or disputes brought by third parties based on the content of your User Submissions..
If you believe that any content on the Service infringes upon any copyright or other intellectual property right that you own or control, or if you otherwise object to any User Submissions that you find on the Service, you may send a written notification by email to email@example.com or by mail to DropShop Copyright Notice, c/o Real Sports Inc., 50 Bay Street, Suite 500, Toronto, Ontario M5J 2L2
The notification must be a written communication that includes the following:
i. a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
ii. if the complaint is about copyright or other intellectual property rights, identification of the copyrighted work or other intellectual property right claimed to have been infringed, or, if multiple infringements are covered by a single notification, a representative list of such infringements;
iii. if the complaint is about objectionable content, the reasons for the objection;
iv. identification of the material that you are objecting to and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
v. information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number and, if available, an electronic mail address at which the complaining party may be contacted;
vi. a statement that the information in the notification is accurate; and
vii. if the complaint is about copyright or other intellectual property rights, a statement under penalty of perjury, that (i) the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed, and (ii) the complaining party has a good-faith belief that use of the material in the manner complained of is not authorized by the owner thereof, its agent or the law.
F. ACCEPTABLE USE
As a condition of your access and use of the Service, you agree that you will use the Service only for lawful purposes in accordance with these Terms. Furthermore, you agree that your use of the Collectibles will also comply with these Terms, at all times, as set out above.
The following content standards apply both to any access or use by you of the Service, as well as to any and all User Submissions and any and all Interactive Functions, including any Content with which you use any of your Collectibles. Any and all User Submissions, as well as all such Content being used with Collectibles, must comply with all applicable federal, provincial, local, foreign, and international laws and regulations, as well as these Terms. Without limiting the foregoing, you agree that your use of the Service, any Collectible, and any User Submissions shall not in any manner, directly or indirectly:
(b) remove any trademark, copyright or other intellectual property right notices contained in the Service, a Collectible, or any Content;
(d) include or contain any material that is exploitive, obscene, harmful, threatening, abusive, harassing, hateful, defamatory, sexually explicit or pornographic, violent, inflammatory, or discriminatory based on race, sex, gender, religion, nationality, disability, sexual orientation, or age or other such legally prohibited ground or be otherwise objectionable, such determination to be made in Company's sole and absolute discretion;
(e) purchase, sell, or otherwise trade any Collectibles using, operating, employing any computer program, including without limitation, computer programs designed to simulate the behavior of a user or to otherwise automate the purchasing, sale, or trading of Collectibles (a “Bot”);
(f) purchase or sell your Service account or the wallet paired with your Service account;
(g) involve stalking, attempting to exploit or harm any individual (including minors) in any way by exposing them to inappropriate content or otherwise or ask for personal information as prohibited under applicable laws, regulations, or code;
(h) involve, provide, or contribute any false, inaccurate, or misleading information, including any misleading bids or offers;
(i) impersonate or attempt to impersonate the Company, a Company employee, a Seller, another user, or any other person or entity (including by using email addresses, or screen names associated with any of the foregoing);
(j) transmit, or procure the sending of, any advertisements or promotions without our prior written consent, sales, or encourage any other commercial activities, including any "spam", "junk mail", "chain letter", contests, sweepstakes and other sales promotions, barter, or advertising or any other similar solicitation;
(k) spam listings for the purpose of gaming search or listing results, or engage in behaviours that have the intention of artificially increasing view counts, favourites, volumes or other metrics that we might use to sort search results;
(l) engage in wash trading or other deceptive or manipulative trading activities;
(m) encourage any other conduct that restricts or inhibits anyone's use or enjoyment of the Service, or which, as determined by us, may harm the Company or users of the Service or expose them to liability, including engaging in activities designed to adversely affect the performance of the Ethereum platform or the Service;
(n) cause annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, or alarm any other person;
(o) use the Service to carry out any financial activities subject to registration or licensing, including but not limited to creating, listing, or buying securities, commodities, options, real estate, or debt instruments;
(p) use the Service to participate in fundraising for a business, protocol, or platform, including but not limited to creating, listing, or buying assets that are redeemable for financial instruments, assets that give owners rights to participate in a securities offering, or assets that entitle owners to financial rewards, including but not limited to, yield bonuses, staking bonuses, and burn discounts;
(q) use the Service from a country sanctioned by the applicable law, or use the Service for a purpose involving a transaction with a person sanctioned by applicable law;
(r) otherwise promote any illegal activity, or advocate, promote, or assist any unlawful act, including any money laundering or terrorist financing; or
(s) give the impression that you or any User Submissions or other Content originate from or are endorsed by us or any other person or entity, if this is not the case.
Site Monitoring And Enforcement, Suspension, and Termination
We have the right, without provision of notice to:
· remove or refuse to post on the Service any User Submissions for any or no reason in our sole and absolute discretion;
· monitor, filter, revise, edit, remove or refuse content using manual or automated third-party content moderation services;
· at all times, take such actions with respect to any User Submission deemed necessary or appropriate in our sole and absolute discretion, including for violating the Service and User Submissions and Site Content Standards or these Terms;
· take appropriate legal action, including referral to law enforcement or regulatory authority, or notifying the harmed party of any illegal or unauthorized use of the Service. Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Service; and
· terminate or suspend your access to all or part of the Service for any or no reason, including any violation of these Terms.
While we will take steps to monitor content and User Submissions in the Service, we make no representations or guarantees that we will be able to review all material that you or other users submit to the Service or to do so in a timely manner. We cannot ensure prompt removal of objectionable material after it has been posted and we have no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party, subject to applicable laws.
Safety and Security
The security of your personal and other information is very important to us. We use physical, electronic, and administrative measures designed to secure your personal information from accidental loss and from unauthorized access, use, alteration, and disclosure. These measures include two-factor authentication measures to confirm that your account is controlled and accessed only by you. You agree that our use of two-factor authentication is a commercially reasonable measure to prevent access and control of your account without your authorization. However, your use of the Service depends on the internet, including networks, cabling, facilities and equipment that is not in our control, and accordingly, we cannot guarantee any minimum level regarding such performance, speed, reliability, availability, use or consistency.
The transmission of information via the internet is inherently not completely secure. Although we take reasonable steps to protect your personal information, we cannot guarantee the security of your personal information or anything transmitted to, from, or using our Service. Any transmission, including of personal information, is at your own risk. We are not responsible for circumvention of any privacy settings or security measures contained on the Service, whether by you or third parties.
The safety and security of your information and the effectiveness of any multi-factor or user authentication measures also depends on you. Users are responsible for obtaining their own access to the Service. Users are required to ensure that all persons who access the Service through a user's internet connection are aware of these Terms and comply with them. Accessing the Service may require user registration. It is a condition of your use of the Service that all the information you provide on the Service is correct, current, and complete.
Any username, password, or any other piece of information chosen by you, or provided to you as part of our security procedures, must be treated as confidential, and you must not disclose it to any other person or entity. You must exercise caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information. You understand and agree that should you be provided an account, your account is personal to you and you agree not to provide any other person with access to the Service or portions of it using your username, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security. You also agree to ensure that you logout from your account at the end of each session. You are responsible for any password misuse or any unauthorized access. You agree that your disclosure of login information to third parties may negate our user authentication measures and allow unauthorized access to your account. You agree that we cannot be held liable for unauthorized access or other loss resulting from your disclosure or other transmission, whether intentional or inadvertent, of your login information to third parties.
We have provided ways for you to contact us about various issues on our website at https://leafs.dropshop.io/support. You acknowledge and understand that these are the only authorized ways to contact us. Third parties may advertise or publish alternative ways to contact us or use other measures to pose as DropShop. We cannot verify the authenticity of any such alternative contacts, and they pose a risk of fraud and other malfeasance, so we strongly recommend you do not attempt to contact us using these methods. You agree that we cannot be held liable for unauthorized access to your account or other loss resulting from such fraud or other malfeasance by third parties.
You also understand that we maintain a website at https://www.dropshop.io/. Third parties may advertise or publish information about or posing as DropShop or our Services or Collectibles. We cannot verify the authenticity of any such advertisements, publications, or other information and they pose a risk of fraud or other malfeasance, so we strongly recommend a degree of caution when reviewing such advertisements, publications, or other information. You agree that we cannot be held liable for unauthorized access to your account or other loss resulting from such fraud or other malfeasance by third parties.
We reserve the right at any time to disable or terminate your account, any username, password, or other identifier, whether chosen by you or provided by us, in our sole and absolute discretion for any or no reason, including any violation of any provision of these Terms.
You are prohibited from attempting to circumvent and from violating the security of the Service, including: (a) accessing content and data that is not intended for you; (b) attempting to breach or breaching the security and/or authentication measures which are not authorized; (c) restricting, disrupting or disabling service to users, hosts, servers, or networks; (d) illicitly reproducing TCP/IP packet header; (e) disrupting network services and otherwise disrupting Service owner's ability to monitor the Service; (f) using any robot, spider, or other automatic device, process, or means to access the Service for any purpose, including monitoring or copying any of the material on the Service; (g) introducing any viruses, trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful; (h) attacking the Service via a denial-of-service attack, distributed denial-of-service attack, flooding, mailbombing, or crashing; (i) impersonating us or any other person in connection with any use or access to the Service; (j) framing or reformatting the Service or any portion thereof; or (k) otherwise attempting to interfere with the proper working of the Service. For more information about what you must and must not do when using the Service, see “ACCEPTABLE USE” above.
G. IMPORTANT TERMS ABOUT OUR AND OTHERS’ LIABILTIY TO YOU
Waiver And Assumption of Risk
YOU FREELY ACCEPT AND VOLUNTARILY AGREE TO ASSUME ALL RISKS OF PERSONAL INJURY, DEATH AND PROPERTY DAMAGE OR LOSS CONNECTED WITH YOUR USE OF THE SERVICE HOWSOEVER ARISING, INCLUDING BOTH THE OPERATION OR SPECIFICATIONS OF THE EQUIPMENT AND ANY OTHER OPERATIONS ASSOCIATED WITH YOUR USE OF THE SERVICE, AS WELL AS THE ACTIONS, OMISSIONS OR NEGLIGENCE (INCLUDING FAILURE TO USE REASONABLY PRUDENT AND CAREFUL CARE, AND FAILURE TO PROTECT THE YOU FROM RISKS, DANGERS AND HAZARDS INHERENT IN THE USE OF THE SERVICE) OF (A) THE COMPANY AND ITS PARENT, SUBSIDIARIES, AFFILIATES, (B) THE RESPECTIVE SERVICE PROVIDERS, CONTRACTORS, LICENSORS, LICENSEES, SUPPLIERS, SPORTS LEAGUES OR SUCCESSORS IN RELATION THE FOREGOING, OR (C) ANY OF THE FOREGOING’S RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR PERSONNEL (COLLECTIVELY, THE “RELEASED PARTIES”), AND (C) ANY BREACH OF CONTRACT, BREACH OF STATUTORY DUTY OR OTHER BREACH OF DUTY OF CARE, INCLUDING ANY DUTY OF CARE IMPOSED BY LAW, BY EQUITY, ON THE PART OF ALL OR ANY OF THE RELEASED PARTIES.
YOU HEREBY WAIVE, RELEASE AND FOREVER DISCHARGE THE RELEASED PARTIES FROM AND AGAINST ANY AND ALL MANNER OF LIABILITIES, CLAIMS, DEMANDS, SUITS, DAMAGES (INCLUDING DIRECT, INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL AND CONSEQUENTIAL DAMAGES), LOSSES, INTEREST, COSTS, EXPENSES, DEBTS, ACTIONS AND CAUSES OF ACTION OF ANY KIND, CHARACTER OR NATURE WHATSOEVER, KNOWN OR UNKNOWN, FIXED OR CONTINGENT, INCLUDING THOSE OF LOSS, DAMAGE, INJURY OR DEATH HOWSOEVER ARISING, INCLUDING AS DESCRIBED IN THE PARAGRAPH DIRECTLY ABOVE (“CLAIMS”) THAT YOU HAVE, MAY HAVE, OR HAVE EVER HAD RESULTING FROM OR CONNECTED IN ANY WAY WITH THE YOUR USE OF THE SERVICE, INCLUDING ANYTHING ARISING AFTER THE DATE OF YOUR AGREEMENT TO THESE SERVICE TERMS.
WITHOUT LIMITING THE FOREGOING, YOU ACCEPT AND ACKNOWLEDGE:
(A) THE PRICES OF COLLECTIBLES MAY BE EXTREMELY VOLATILE, AND FLUCTUATIONS IN THE PRICE OF OTHER DIGITAL ASSETS COULD MATERIALLY AND ADVERSELY AFFECT THE COLLECTIBLES, WHICH MAY ALSO BE SUBJECT TO SIGNIFICANT PRICE VOLATILITY. WHEN YOU ACQUIRE A COLLECTIBLE, YOU ARE RECEIVING THE FULL VALUE THEREFOR BY THE TRANSFER OF THE COLLECTIBLE, AND NO PART OF ANY TRANSACTION INVOLVING A COLLECTIBLE INCLUDES ANY GUARANTEE FROM US OR ANY OTHER PERSON THAT ANY HOLDER OF A COLLECTIBLE WILL NOT LOSE MONEY OR THAT THE COLLECTIBLE WILL INCREASE IN VALUE.
(B) FOR MARKETPLACE TRANSACTIONS, YOU ARE SOLELY RESPONSIBLE FOR DETERMINING WHAT, IF ANY, TAXES APPLY TO YOUR COLLECTIBLES TRANSACTIONS, AND NEITHER THE COMPANY OR ANY OTHER PERSON ARE RESPONSIBLE FOR DETERMINING THE TAXES THAT APPLY TO YOUR TRANSACTIONS.
(C) APPLICABLE LAWS GOVERNING BLOCKCHAIN TECHNOLOGIES, CRYPTOCURRENCIES, NFTS AND COLLECTBILES ARE UNCERTAIN, AND NEW REGULATIONS OR POLICIES MAY MATERIALLY ADVERSELY AFFECT THE DEVELOPMENT OF THE MARKETPLACE, THE SERVICE, OR THE UTILITY OF COLLECTBILES.
The content on our Service, including any User Submissions, are provided for personal entertainment purposes only, and it is not intended to amount to advice on which you should rely. You must obtain more specific or professional advice before taking, or refraining from, any action or inaction on the basis of the content on our site.
Although we make reasonable efforts to update the information on our Service, we make no representations, warranties, or guarantees, whether express or implied, that the Service is accurate, complete, or up to date.
The Service include content provided by third parties, including from other users and third-party licensors in the form of User Submissions. All statements or opinions expressed in any such third-party content, other than the content provided by the Company, are solely the opinions and the responsibility of the person or entity providing those materials. Such materials do not necessarily reflect the opinion of the Company, nor do they imply any endorsement between us and such third parties.
Disclaimer of Warranties
YOU UNDERSTAND AND AGREE THAT YOUR USE OF AND ACCESS TO THE SERVICES, INCLUDING THE SIDECHAIN, IS AT YOUR OWN RISK. THE SERVICES, THE COLLECTIBLES, ITS CONTENT, AND ANY SERVICES OR ITEMS FOUND OR ATTAINED THROUGH THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
NONE OF THE RELEASED PARTIES MAKE ANY WARRANTY, REPRESENTATION, OR ENDORSEMENT WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, SUITABILITY, ACCURACY, CURRENCY, OR AVAILABILITY OF THE SERVICES, THE SIDECHAIN, THE COLLECTIBLES, OR THEIR CONTENTS. WITHOUT LIMITING THE FOREGOING, NONE OF THE RELEASED PARTIES REPRESENT OR WARRANT THAT THE SERVICES, THE SIDECHAIN, THE COLLECTIBLES, OR THEIR CONTENTS, OR ANY SERVICES OR ITEMS FOUND OR ATTAINED THROUGH THE SERVICES WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SERVICES OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
THE RELEASED PARTIES CANNOT AND DO NOT GUARANTEE OR WARRANT THAT SERVICES, THE SIDECHAIN, COLLECTIBLES, FILES OR DATA AVAILABLE FOR DOWNLOADING FROM THE INTERNET OR THE SERVICES WILL BE FREE OF VIRUSES OR OTHER DESTRUCTIVE CODE. YOU ARE SOLELY RESPONSIBLE FOR YOUR USE OF THE SERVICES, INCLUDING THE COLLECTIBLES, AND YOUR COMPUTER, INTERNET, AND DATA SECURITY. TO THE FULLEST EXTENT PROVIDED BY LAW, THE RELEASED PARTIES WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY USER ERROR INCLUDING YOUR FAILURE TO REMEMBER OR LOSS OF PASSWORDS OR SIMILAR AUTHENTICATORS SUCH AS PRIVATE KEYS, FAILURES OF THE PUBLIC INTERNET, FAILURES OF THE UNDERLYING BLOCKCHAIN TECHNOLOGY INCLUDING FORKS, TECHNICAL NODE ISSUES, OR ANY OTHER BLOCKCHAIN FAILURES WHICH MAY RESULT IN YOU INCURRING A LOSS, DENIAL-OF-SERVICE ATTACK, DISTRIBUTED DENIAL-OF-SERVICE ATTACK, OVERLOADING, FLOODING, FAILURE OF YOUR WALLET INCLUDING BUT NOT LIMITED TO CORRUPTED WALLET FILES, MAILBOMBING, OR CRASHING, VIRUSES, TROJAN HORSES, WORMS, LOGIC BOMBS, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE SERVICES, THE SIDECHAIN OR ANY SERVICES, COLLECTIBLES, OR ITEMS FOUND OR ATTAINED THROUGH THE SERVICES, THE SIDECHAIN OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY SERVICES LINKED TO IT.
THE COLLECTIBLES ARE INTANGIBLE, DIGITAL ASSETS. THEY EXIST ONLY BY VIRTUE OF THE OWNERSHIP RECORD MAINTAINED IN THE ETHEREUM NETWORK, INCLUDING THE SIDECHAIN. ANY TRANSFER OF TITLE THAT MIGHT OCCUR IN ANY UNIQUE DIGITAL ASSET OCCURS ON THE DECENTRALIZED LEDGER WITHIN THE ETHEREUM PLATFORM OR ON THE SIDECHAIN. EXCEPT TO THE EXTENT WE ARE ABLE TO CONTROL THE SIDECHAIN, WE DO NOT GUARANTEE THAT WE OR ANY SELLER CAN EFFECT THE TRANSFER OF TITLE OR RIGHT IN ANY COLLECTIBLES.
WE ARE NOT RESPONSIBLE FOR LOSSESS SUSTAINED DUE TO VULNERABILITY OR ANY KIND OF FAILURE, ABNORMAL BEHAVIOR OF SOFTWARE (SUCH AS WALLETS OR SMART CONTRACTS), BLOCKCHAINS OR ANY OTHER FEATURES OF THE COLLECTIBLES. WE ARE NOT RESPONSIBLE FOR LOSSES DUE TO LATE REPORTING OR NON-REPORTING BY DEVELOPERS OR MAINTAINERS OF ANY ISSUES WITH THE BLOCKCHAINS SUPPORTING THE COLLECTIBLES INCLUDING FORKS, TECHNICAL NODE ISSUES OR ANY OTHER ISSUES.
Limitation on Liability
EXCEPT WHERE SUCH EXCLUSIONS ARE PROHIBITED BY LAW, UNDER NO CIRCUMSTANCE WILL THE RELEASED PARTIES BE LIABLE FOR NEGLIGENCE, NEGLIGENT MISREPRESENTATION, FUNDAMENTAL BREACH, DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, BREACH OF PRIVACY, OR OTHERWISE, EVEN IF THE RELEASED PARTY WAS ALLEGEDLY ADVISED OR HAD REASON TO KNOW, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, OR RELIANCE ON, THE SERVICES, THE SIDECHAIN, ANY LINKED SERVICES OR SUCH OTHER THIRD-PARTY SERVICES, NOR ANY COLLECTIBLES, CONTENT, MATERIALS, POSTING, OR INFORMATION THEREON EVEN IF THE RELEASED PARTY WAS ALLEGEDLY ADVISED OR HAD REASON TO KNOW.
STRICTLY TO THE EXTENT THAT THE FOREGOING PARAGRAPH DOES NOT APPLY TO YOU, IN THE EVENT THAT FOR ANY REASON REQUIRED UNDER APPLICABLE LAW WE ARE LIABLE TO YOU IN ANY MANNER, IN NO EVENT SHALL THE RELEASED PARTIES’ MAXIMUM AGGREGATE LIABILITY ARISING OUT OF OR IN ANY WAY RELATED TO THESE TERMS, THE ACCESS TO AND USE OF THE SERVICE, CONTENT, COLLECTIBLES, MARKETPLACE, OR ANY PRODUCTS OR SERVICES PURCHASED OR PROVIDED ON THE SERVICE EXCEED THE LESSER OF (A) $100 OR (B) THE AMOUNT RECEIVED BY US FROM THE TRANSACTIONS INVOLVING THE COLLECTIBLES THAT ARE THE SUBJECT OF THE CLAIM.
THESE LIMITATIONS OF LIABILITY WILL NOT APPLY TO OUR LIABILITY FOR (A) DEATH OR PERSONAL INJURY CAUSED BY OUR OR OUR PERSONNEL’S NEGLIGENCE; OR FOR (B) ANY INJURY CAUSED BY OUR FRAUD OR FRAUDULENT MISREPRESENTATION
Effect of “Disclaimers of Warranties” and “Limitation on Liability”
CERTAIN JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS IN “DISCLAIMERS OF WARRANTIES” AND “LIMITATION ON LIABILITY” MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS. NOTHING IN THESE TERMS AND CONDITIONS IS INTENDED TO EXCLUDE OR LIMIT ANY CONDITION, WARRANTY, RIGHT OR LIABILITY THAT MAY NOT BE LAWFULLY EXCLUDED OR LIMITED. HOWEVER, TO THE MAXIMUM PERMITTED EXTENT UNDER APPLICABLE LAWS, YOU AGREE THAT THESE PROVISIONS ARE INTENDED TO APPLY TO YOU.
To the maximum extent permitted by applicable law, you agree to defend, indemnify, and hold harmless the Company and all other Released Parties from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable legal fees) arising out of or relating to your breach of these Terms, your illegal or otherwise wrongful conduct, your infringement of third party rights, or your use of the Service, including your User Submissions, third-party sites, any use of or access to the Service other than as expressly authorized in these Terms.
Third-Party Service and Advertising
For your convenience, the Service may provide links to third-party sites. We make no representations about any other websites that may be accessed from the Service. If you choose to access any such sites, you do so at your own risk. We have no control over the content of any such third-party sites and accept no responsibility for such sites or for any loss or damage that may arise from your use of them. You are subject to any terms and conditions of such third-party sites.
Our Service must not be framed on any other site, streamed by you on any service, nor may you create a link to any part of our Service other than the homepage. We reserve the right to withdraw linking permission without notice. The website in which you are linking must comply in all respects with these Terms including the standards and acceptable uses described above. You agree to cooperate with us in causing any unauthorized framing, streaming or linking to immediately stop.
The owner of the Service is based in Ontario, Canada. We provide the Service for use only by persons located in jurisdictions where it is legal to offer the Service as we offer it. The Service are not intended for use in any jurisdiction where its use is not permitted. If you access the Service from outside of Canada, you do so at your own risk and you are responsible for compliance with local laws of your jurisdiction. The previous sentence applies whether or not we have the commercially reasonable technical ability to block your access to some or all of the Service from any jurisdiction, which we reserve the right (but not the obligation) to do at any time or from time to time.
Governing Law, Class Action Waiver and Choice of Forum
Unless “For US Residents and Citizens and Residents Outside of Canada” below applies to you, the Service and these Terms will be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without giving effect to any choice or conflict of law provisions or rules.
Unless “For US Residents and Citizens and Residents Outside of Canada” below applies to you, any action or proceeding arising out of or relating to the Service and under these Terms will be instituted in the courts of Ontario sitting at Toronto, and each party irrevocably submits to the exclusive jurisdiction of such courts in any such action or proceeding, and you waive any and all objections to the exercise of jurisdiction over you by such courts and to the venue of such courts.
To the maximum extent permitted by the consumer protection or other applicable laws in your jurisdiction of residence, any disputes must be conducted on an individual basis only, and neither you nor the Company shall be entitled to join or consolidate disputes by or against other individuals or entities, or to arbitrate any dispute in a representative capacity, including, without limitation, as a representative member of a class or in a private attorney general capacity, in connection with any dispute under these Terms or in connection with the Service. This paragraph does not apply to the extent the laws of your jurisdiction would not permit it (for example, in Ontario to the extent relating to matters governed by the Consumer Protection Act, 2002 (Ontario).
This “Governing Law, Class Action Waiver, and Choice of Forum” section will be interpreted as broadly as the applicable consumer protection law of your jurisdiction permits.
For US Residents and Citizens and Residents Outside of Canada
You agree that any dispute arising out of or relating to this Agreement or the Services, including, without limitation, federal and state statutory claims, common law claims, and those based in contract, tort, fraud, misrepresentation, or any other legal theory, shall be pursued first through informal dispute resolution. You may initiate this informal dispute resolution by submitting an informal complaint to RaptorsDropShop@mlse.com. After submission you will be contacted by a customer agent, who will evaluate your complaint based on the information in their possession, including the information provided by you. The agent will address the issues raised in your complaint by sending you an email in which the agent will (1) offer to resolve your complaint in the way you requested, (2) transmit a determination rejecting your complaint with reasons for the rejection, or (3) offer to resolve your complaint with an alternative solution.
If the complaint is not resolved as above, you agree it will be otherwise resolved exclusively through binding arbitration, on an individual basis, under the laws of the state of your residence or citizenship. Subject to applicable jurisdictional requirements, you may elect to pursue your claim in your local small claims court rather than through arbitration so long as your matter remains in small claims court and proceeds only on an individual basis. Arbitration shall be conducted by JAMS in your state of residence or citizenship in accordance with its Comprehensive Arbitration Rules & Procedures (www.jamsadr.com/rules-comprehensive-arbitration). All disputes arising out of or related to the interpretation or applicability of this arbitration provision, including its enforceability, revocability, scope, or validity, shall be decided by the arbitrator.
CLASS ACTION WAIVER: TO THE EXTENT PERMISSIBLE BY LAW, ALL CLAIMS MUST BE BROUGHT IN A PARTY’S INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE ACTION, OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS OR ENGAGE IN ANY CLASS ARBITRATION. YOU ACKNOWLEDGE THAT BY AGREEING TO THESE TERMS YOU AND DROPSHOP EACH WAIVE THE RIGHT TO TRIAL BY JURY AND THE RIGHT TO PARTICIPATE IN A CLASS ACTION.
In these Terms, (a) the captions and headings are for convenience only and do not constitute substantive matter and are not to be construed as interpreting the contents of these Terms, (b) the word “including”, the word “includes” the phrase “such as”, and similar words and phrases, when following a general statement or term (whether or not non-limiting language such as “without limitation” or “but not limited to” or other words of similar import are used with reference thereto), is not to be construed as limiting, and the word “or” between two or more listed matters does not imply an exclusive relationship between the matters being connected, and (c) all references to Service shall also include any successor or replacement applications, websites, content, or services containing substantially similar information as the referenced Service(s).
No failure to exercise, or delay in exercising, any right, remedy, power, or privilege arising from these Terms operates, or may be construed, as a waiver thereof. No single or partial exercise of any right, remedy, power, or privilege hereunder precludes any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.
If any term or provision of these Terms is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of these Terms or invalidate or render unenforceable such term or provision in any other jurisdiction.
All provisions that, by their meaning or nature, are intended to survive termination or expiry of these Terms shall survive termination or expiration of these Terms.
We may at any time assign our rights and obligations under these Terms, in whole or in part, without notice to you. You may not assign these Terms without our prior, written consent. These Terms will inure to the benefit of and bind you and us and our respective personal and legal representatives, successors and permitted assigns.
The parties have requested and agree that this agreement and all documents relating thereto be drawn up in English
We shall not be liable for delays, failure in performance or interruption of the Service that result directly or indirectly from any cause or condition beyond our reasonable control, including but not limited to, significant market volatility, any delay or failure due to any act of God, act of civil or military authorities, act of terrorism, civil disturbance, war, strike or other labor dispute, fire, interruption in telecommunications or internet services or network provider services, failure of equipment and/or software, other catastrophe or any other occurrence which is beyond our reasonable control and shall not affect the validity and enforceability of any remaining provisions.
Reporting and Contact
This website is operated by Real Sports Inc., 50 Bay Street, Suite 500, Toronto, Ontario, M5J 2L2
Should you become aware of misuse of the website, or to report abusive behaviour on the website, or to ask questions about these Terms, please notify us at firstname.lastname@example.org
All other feedback, comments, requests for technical support, and other communications relating to the Service should be directed to email@example.com