YOU ARE INVITED TO READ THE FOLLOWING TERMS AND CONDITIONS CAREFULLY. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, YOU SHOULD STOP USING THIS WEBSITE, PRODUCT or MOBILE APPLICATION AND ANY INFORMATION, LINKS OR CONTENTS CONTAINED ON THIS WEBSITE, PRODUCT or MOBILE APPLICATION.
Your access to and use of this Website, Products or Mobile Application constitutes your acceptance and agreement to be bound by all our terms and conditions. If you are using this Website, Products or Mobile Application on behalf of an organization, that organization agrees to all our terms and conditions.
These terms and conditions may be modified, changed, supplemented or updated at our sole discretion at any time without notice.
Your continued use of this Website, Products or Mobile Application will confirm your acceptance of these terms as modified, changed, supplemented or updated by us. In case you do not accept such modified terms, please do not use this Website, Products or Mobile Application or any information, links or content found on this Website, Products or Mobile Application.
Definitions: For the purposes of those Term of Use, the following capitalised terms will have the following meanings:
“Etherland” or “We”or “The Company”: The company operating the platform and concept of the Earth Metaverse and digital ownership of real estate properties and real-world places.
“NFT visual” meaning any image, design, drawings, pictures of a LAND ID token on the Etherland smart contracts and NFT marketplaces, and that represent the LAND ID token in any Etherland Products.
“Products” meaning the website platform, mobile applications, marketplace and any other IT application where users can perform actions, such as but non-exclusive, viewing, reading, exchanging, promoting, buying, giving and selling.
“Third-Party Content” meaning any legitimate intellectual property right such as, but non-exclusive, third party copyrights, images, visuals, videos, patents, trademarks, know-how or any other intellectual property rights recognized by the world intellectual Property Organisation or any other intellectual property valid in the countries where Etherland is operating.
“LAND ID” or “LAND IDs” meaning Digital Assets registered on the Etherland Blockchain, powered by the Ethereum Blockchain, representing real-world places without having any title or right attached to the physical asset that they represent. A LAND ID is a Non-Fungible Token (NFT standard) of the Etherland smart contract that you own through a valid mean of distribution, sale or give away, proven and recorded on the Etherland Blockchain.
“Content” meaning any information, data, any creative element, emails, text, applications, images, video, pictures, visuals and audio.
“Owners” meaning a user that has acquired a LAND ID on the Etherland Blockchain, who is recognised as the owner of the LAND ID and therefore enters in contract terms with Etherland as an owner of LAND ID.
“Users” meaning anyone visiting, viewing and using the Products and Content; anyone who is not an Owner; anyone who is in the process of becoming an Owner through an acquisition of LAND ID.
“You” meaning the whole community of Owners and Users and anyone accessing the Products.
Marketplace Visuals and Content
Users are free to create LAND ID tokens and display Platform Visuals of any real place in the World except places that are forbidden for that purpose and under copyright rules in respect of each countries laws.
Users contracting premium package offers or services agree to have their information provided, promoted on their real estate page, disclosed to the public.
In order for us to administer the Products properly, Users of premium packages are not allowed to use multiple accounts with the same name or impersonate someone else. Etherland reserves the right to close any account that does no comply with this previously mentioned rule, and without any justification or reason.
Etherland cannot be liable or responsible for the accuracy, copyright, intellectual property, safety and legality of any third party content placed by Owners or Users on the Products or the use of such content by third parties by other companies or individuals applications and publications. Owners and Users assume all risks relating to posting content on Products pages.
Owners and users accept, understand, agree they are accountable and have the necessary rights and permissions to display their content. While using our Products, You accept to be exposed to content from different sources. Etherland reserves the right to close any account that does no comply with this previously mentioned rule, and without any justification or reason.
The permission to use the content for non-commercial use is granted for users and organisations in a fair manner. Etherland may revoke the right to use this content at any time and without prior notice. Owners of a specific Land ID NFT is allowed to use the visuals and texts content corresponding to the Land ID token for commercial use, as long as the user owns the NFT Land ID token. The user accepts to comply with the NFT Licence.
There are three ways you can acquire LAND IDs:
- You may buy LAND ID with any cryptocurrencies on decentralised and centralised exchanges and use them to purchase LAND IDs. The token used by default in the Products to acquire LAND IDs is the ELAND token, but when it is made possible, you can use other cryptocurrencies to purchase LAND IDs. We do not guarantee the use and availability of any cryptocurrency to purchase LAND IDs.
- You can register a LAND ID when the real world place corresponding to this LAND ID is available and not have been registered created already. Etherland reserves the right to accept or not the request of creating any specific land, property, real-estate or landmark for any reason. Once the request has been admitted, you will be asked to transfer the requested amount of ELAND tokens to acquire your LAND ID.
- You may exchange them between wallets.
In any of those cases, Etherland is not liable for issues arising from the exchange and transaction of LAND IDs.
No Guarantee of Service
Although we plan to make the Products and Services accessible consistently, later on, there is a possibility, on occasions, for any reasons such as updates, maintenance, or any other event or incident that we must shut the site for a limited amount of time or permanently for any period of time. The Products and Services might be adjusted, refreshed, intruded, suspended, or ceased whenever without notice or obligation on our part. Etherland will not be liable in case of inaccessibility of Products and Services, whenever, for any timeframe. Additionally, we may limit access to certain parts of the Products and Services or to some Owners and Users.
USER, OWNER, OR THIRD-PARTIES ACKNOWLEDGE THAT ETHERLAND IS IN BETA VERSION AND THAT PROPERTIES SHOWN ON A DIGITAL MAP DOES NOT REPRESENT PRECISELY THE LEGAL CADASTER IN PICTURE. ETHERLAND SHOULD NOT BE LIABLE FOR MISREPRESENTING DIGITALLY THOSE REAL AND PHYSICAL PLACES AND THE CORRESPONDING DATA, THAT THE UNIVERSAL CODE OR CADASTER IS STILL IN DEVELOPMENT AND THAT THE UNIVERSAL CODE OR CADASTER DO NOT REPLACE ANY NATIONAL CADASTER. THE PRIMARY USE OF THE UNIVERSAL CODE OR CADASTER IS TO BE USED ON THE ETHERLAND PRODUCTS FOR IDENTIFICATION AND DATA STORAGE OF REAL WORLD PLACES. ETTHERLAND WILL NOT BE HELD RESPONSIBLE FOR THE USE OR MISUSE OF THE PRODUCTS AND DATA DISPLAYED BY ANY JURISDICTION, COUNTRY, INDIVIDUAL OR COMPANY, OR FOR THE INACCURACY OF THE DATA DISPLAYED.
FIRST COME-FIRST SERVED BASIS RULE APPLY TO ALL LAND ID SELLS AND DISTRIBUTION. WHEN A LAND ID HAS BEEN PURCHASED OTHER USERS HAVE NO RIGHT TO CLAIM THE LAND ID OTHER THAN BUYING IT FROM THE OWNER. ETHERLAND HAS NO RIGHT TO DISMISS AN OWNERSHIP RIGHT ON A LAND ID THAT HAS BEEN SOLD. ONLY CAN ETHERLAND DISMISS AN OWNERSHIP RIGHT IS WHEN THOSE LEGAL TERMS HAVE NOT BEEN RESPECTED.
ETHERLAND USES BOTH PURE ARTISTIC CREATIONS AND ALSO TRANSFORMATIONS BASED ON EXISTING PHOTOS , IMAGES, VECTORS WITH RIGHTS ATTACHED AND LICENCES TAKEN FROM SOURCES THAT ALLOWS OUR VISUAL DESIGNERS TO USE THE CONTENT, MODIFY AND RESELL IT. ETHERLAND DOES EVERYTHING TO CREATE UNIQUE AND ORIGINAL CONTENT. HOWEVER, ETHERLAND DOES NOT GUARANTEE THE VISUAL AND TEXT CONTENT OR ANY OTHER CONTENT, OF THE LAND ID IS ORIGINAL, UNIQUE AND ACCURATE. ANYONE SUBMITTING VISUAL CONTENT THAT CAUSES ANY COPYRIGHT ISSUES WILL BE RESPONSIBLE AND LIABLE TO ETHERLAND, ITS STAKEHOLDERS, MANAGERS AND EMPLOYEES. BECAUSE OF EVENTUAL COPYRIGHT ISSUES ETHERLAND HAS THE RIGHT TO WITHDRAW, CHANGE, MODIFY, ALTER, ANY VISUAL CONTENT DISPLAYED ON THE LAND IDs. USERS AND OWNERS ACKNOWLEDGE THAT ETHERLAND IS NOT LIABLE AND RESPONSIBLE FOR ANY CHANGES OCCURING ON THE LAND ID CONTENT. USERS AND OWNERS CANNOT ASK FOR ANY COMPENSATION OR MAKE ETHERLAND RESPONSIBLE FOR CHANGES OCCURING ON THEIR LAND ID. ALSO, THE TECHNOLOGY IS AT ITS PREMISES AND YOU CANNOT MAKE ETHERLAND LIABLE FOR THE EVENTUAL TOTAL LOSS OF THE CONTENT OF YOUR LAND ID. IF A COPYRIGHTED CONTENT HAS BEEN SUBMITTED TO ETHERLAND, COMPANY SHALL NOT BE HELD RESPONSIBLE.
IN THE CASE, THE OWNER OF THE PHYSICAL REAL ESTATE PROPERTY REPRESENTED BY THE LAND ID ABSOLUTELY WANTS TO BUY THE LAND ID REPRESENTING THE REAL ESTATE PROPERTY HE OWNS IN THE REAL WORLD, HE HAS TO BID AND AGREE WITH THE OWNER OF THE LAND ID. THE DIGITAL LAND DOES NOT PROVIDE ANY RIGHT ON THE UNDERLYING PHYSICAL ASSET. ETHERLAND IS NOT RESPONSIBLE OR LIABLE FOR ANY OTHER CONFLICTS BETWEEN OWNERS AND USERS.
WHEN SUBMITTING A TOKEN FOR CREATION, BY VISITING AND USING ETHERLAND WEBSITE, PRODUCTS OR MOBILE APPLICATION, USERS AND OWNERS REPRESENTS AND WARRANTS THAT THEY DO NOT VIOLATE THE LAWS OF HIS/HER OWN COUNTRY AND THE TERRITORY WHERE HE/SHE IS LOCATED AND IS NOT A RESIDENT OR NATIONAL OF CUBA, BOLIVIA, AFGHANISTAN, SUDAN, BANGLADESH, AS WELL AS OTHER COUNTRIES SUBJECT TO UNITED NATIONS SECURITY COUNCIL SANCTIONS LIST OR ITS UNITED STATES OF AMERICA EQUIVALENT LIST, OR ANY JURISDICTION WHERE NON-FUNGIBLE TOKEN ASSETS OR TRANSACTIONS ARE EXPLICITLY PROHIBITED.
LAND IDs HAVE NO RIGHTS ATTACHED IN THE REAL WORLD. OWNERS HAVE NO RIGHTS, TITLES OR ANY OTHER CLAIMS RELATED TO THE REAL ESTATE PROPERTIES REPRESENTED AND CORRESPONDING TO THEIR LAND IDS. THE PRODUCTS DISPLAY A EARTH METAVERSE THAT IS A VIRTUAL LAYER OF THE REAL WORLD. THOSE VIRTUAL PROPERTIES HAVE NO OWNERSHIP RIGHTS RELATING TO THE PHYSICAL PROPERTIES THEY REPRESENT.
PRODUCTS ARE IN THEIR BETA VERSION. USERS AND OWNERS ACCEPT THAT FAILURES MAY ARISE FROM THIS STATUS LIKE BREACH OF SERVICES OR INACCURACIES. USERS AND OWNERS USE THE BETA PRODUCTS AT THEIR OWN RISKS. ETHERLAND WILL NO BE HELD RESPONSIBLE FOR ANY LOSS OR DAMAGE OCCURING TO THEIR USERS AND OWNERS.
USERS AND OWNERS HAVE NO PERMISSION TO SCRAP AND USE ANY AUTOMATED MEANS OR TOOLS NOT PROVIDED BY US TO ACCESS THE SERVICES OR EXTRACT ANY DATA. THE CONTENT DISPLAYED ON THE WEBSITE, PRODUCTS OR MOBILE APPLICATION, DATA, PICTURES AND WRITING, CREATED BY ETHERLAND OR ITS USERS, CANNOT BE USED, COPIED OR MODIFIED WITHOUT GETTING PERMISSION FROM THE COMPANY.
Etherland is only an intermediary that creates a ERC721 after an order made by a user or customer while also creating its owns. Etherland use its technology and its designers to represent real estates, or place in the world in the form of NFT digital art. Etherland is not responsible for tokenizing or digitalising a real estate that is not the real owners property when an order has been made by the user claiming to be the real owner.
Therefore the token does not represent in anyway a certification or proof of ownership. Certain jurisdictions accept already the blockchain and IPFS as legal proofs. This depends of the countries and in some cases, Etherland Blockchain LAND ID and data can be used to proof ownership. However, Etherland does not guarantee that the data stored would be able to proof an ownership right.
The user understand that the digital art created is mainly for use in a collection and gaming way. For any serious use cases that would derive from it, Etherland shall not be held responsible.
Etherland is putting everything in place to make the necessary verification but in case of fraud and use of fake documents, the creator’s account will be suspended, and its token will be burned. In some cases, Etherland can take legal actions against the frauder and ask for compensation.
When registering a real estate, a place or a property, the user understand that his/her application may be rejected by our moderators and that he or she will have to accept the decision. Etherland does not need to justify why a certain place or LAND ID application has been rejected.
Once sold, the user or customer is free to sell, keep, collect, exchange, trade the LAND ID. Etherland will not interfere with what happens on the secondary market relating to exchanges and trades between users.
LAND ID token sales
The sales of LAND ID, cannot be qualified as a sales of security tokens, equities or shares. Neither do LAND ID constitute a document or recommendation for investment of any sort, nor an initial public offering. LAND IDs are not registered with any government or public entity as securities, and will not be considered as such, are not intended to be a commodity or any other kind of financial instrument, do not represent any share, stake, security or equivalent rights, including, but not limited to, any right to receive future revenue shares and intellectual property rights, and do not represent any ownership right.
During sales and distribution events, Users can acquire LAND ID in Etherland’s Marketplace. All LAND IDs are identified by a Digital Code number, named as Etherland’s Land Registry and unique cartesian coordinates. LAND ID acquisition automatically open services and applications to the Users in the Products.
Before acquiring LAND IDs, User has to understand the risks associated with the exchange and possession of cryptocurrencies, have sufficient knowledge of cryptocurrency, blockchain technology and NFT tokens.
The LAND ID sales revenues are primarily used to develop the Etherland use cases and Eco-system, they do not represent equities, shares or securities and they do represent a risk. Owners and Users understands and accepts that LAND IDs will be used as utility tokens and as a means to obtain the Services of the platform.
The Purchase of Land ID
- does not provide Buyer with rights of any form with respect to the Company or its revenues or assets, including, but not limited to, any voting, distribution, redemption, liquidation, proprietary (including all forms of intellectual property), or other financial or legal rights;
- is not a loan to Company; and
- does not provide Buyer with any ownership or other interest in Company.
Etherland’s Products and Content, describing all of the aspects of Etherland ecosystem shall in no way be deemed as constituting a legally binding agreement, contract, between Etherland and the Owners and Users of the Products. This Agreement entirely regulates relations between the Parties and overrides any prior negotiations or otherwise implied terms of cooperation between the Parties.
SECURELY STORING YOUR LAND IDS
Owners consents that he/she will implement reasonable and appropriate security measures designed to secure access to:
- any device associated with Owner and utilised in connection with Owner’s purchase of the LAND IDs;
- private keys to Owner’s wallet or account; and
- any other login or identifying credentials such as usernames or passwords.
In the case that Owner is no longer in possession of Owner’s private keys or any device associated with Owner’s account or is not able to provide Owner login or identifying credentials, Owner may lose all of Owner’s Tokens and/or access to Owner’s account.
Company has no obligation to recover any tokens and Owner acknowledges, understands and agrees that all purchases of tokens are non-refundable and Owner will not receive money or other compensation for any tokens purchased.
-By signing this Agreement and/or by acquiring LAND IDs hereunder, Owner represents and warrants that Owner does not violate the laws of his/her country and the territory where he/she is located.
-Owner understands and agrees that it is Owner’s obligation to ensure compliance with any legislation relevant to Owner’s country of domicile concerning the use of Company’s web site (www.etherland.world).
Payment of taxes
The purchase price that Owner pays for the LAND ID is exclusive of all applicable taxes. Owner is solely responsible for determining what, if any, taxes apply to the purchase of the LAND IDs, including sales, use, value-added, and similar taxes.
Owner is responsible for withholding, collecting, reporting and remitting the correct taxes arising from the purchase of the LAND ID to the appropriate tax authorities.
Company bears no liability or responsibility with respect to any tax consequences to Buyer arising from the purchase and sales of the LAND ID.
Know your customer, anti-money laundering and origin of buyer’s funds.
Company reserves the right to conduct “Know Your Customer” and “Anti-Money Laundering” checks on Buyers if deem necessary or it becomes required by the applicable laws.
Upon Company’s request, Buyer shall immediately provide to Company information and documents that Company, in its sole discretion, deems necessary or appropriate to conduct “Know Your Customer” and “Anti-Money Laundering” checks. Such documents may include, but are not limited to, passports, driver’s licenses, utility bills, photographs of associated individuals, government identification cards or sworn statements. Company may, in its sole discretion, refuse to distribute LAND ID to Owners and Users until such requested information is provided.
Company reserves the right to refuse or reject the offer on acquisition of LAND ID from Owner that, according to the information available to Company, is suspected in receiving the funds used for the LAND ID purchased or in using the LAND ID or the www.etherland.world website, products or mobile application with the aim of money laundering, terrorism financing, or any other illegal activity. In addition, Company has the right to use any possible efforts for preventing the money laundering and terrorism financing.
The funds, including any FIAT or cryptocurrency, Buyer uses to purchase LAND ID are not derived from or related to any unlawful activities, including but not limited to money laundering or terrorist financing, and Owner will not use LAND ID to finance, engage in, or otherwise support any unlawful activities. Owner agrees to hold Company harmless of any investigation or proceedings related to the origin of Owner’s funds transferred to Company in the course of LAND ID acquisition.
Refund Cancellations and Repayment
Owner acknowledges and accepts that Etherland is entitled to use received payments to finance the Company’s operational activities, development and marketing.
To the extent allowable pursuant to applicable law, Owner’s purchase of LAND ID from Etherland is final. No refunds and/or cancellations are applicable.
Trade of Land ID Tokens
LAND ID may be sold and transferred by Owner at any time via cryptocurrency exchanges or marketplaces at his/her own risk and without any interference of Etherland, provided that LAND IDs are listed on any of the cryptocurrency exchanges.
Representations and Warranties of Buyer
By purchasing LAND IDs, Owner and User represent and warrants to Etherland that:
Owner and User confirm they have all capacity, power and authority to execute and comply with this Agreement, to acquire tokens, and to carry out and perform its obligations under this Agreement.
- If an individual, Buyer is at least 18 years old and of sufficient legal age and capacity to purchase tokens.
- If a legal entity, Buyer is duly organised, validly existing and in good standing under the laws of its domiciliary jurisdiction and each jurisdiction where it conducts business.
The execution, delivery and performance of this Agreement will not result in any violation of, be in conflict with, or constitute a material default under, with or without the passage of time or the giving of notice:
- any provision of Owner and User organisational documents, if applicable;
- any provision of any judgment, decree or order to which Buyer is a party, by which it is bound, or to which any of its material assets are subject;
- any material agreement, obligation, duty or commitment to which Buyer is a party or by which it is bound; or
- any laws, regulations or rules applicable to Owner.
The execution and delivery of, and performance under, this Agreement do no require acceptance, approval or other action from any public and governmental authority or person other than Owner or Users.
Users understand that the price of cryptocurrencies are fluctuating and is volatile. Etherland do not guarantee the price of LAND ID and Owners may lose money in the process of acquiring LAND IDs.
Owner and Users have sufficient knowledge and experience in IT business, including a broad understanding of how blockchain or cryptographic tokens and any other digital assets, such as NFTs, IPFS, smart contracts, storage wallets, blockchain-based software systems and technology, to be able to evaluate the risks and merits of User’s and Owner’s purchase of LAND IDs, including but not limited to, all issues addressed in this Agreement, and is able to bear the risks thereof, including loss of all amounts paid, loss of tokens, and liability to Etherland and others for its acts and omissions, including with limitation those constituting breach of this Agreement, negligence, fraud or wilful misconduct. Owner and User have obtained sufficient information in order to make an informed decision to purchase Tokens.
Users expressly acknowledge, understands and agrees that User is purchasing the Land ID at the User’s sole risk and that the LAND IDs are acquired on an “AS IS”, “AS AVAILABLE” and “WITH ALL FAULTS” basis without representations, warranties, promises or guarantees whatsoever of any kind by Etherland and User shall rely on its own examination and investigation thereof.
Etherland expressly disclaims all express and implied warranties and representations as to the ELand. Etherland does not make any representations or warranties, express or implied, including:
- any warranties and representations with respect to the content, information, data, availability, uninterrupted access, Services or products provided through or in connection with the LAND ID and the Website, Products or Mobile Application;
- any warranties and representations that the Website, Products or Mobile Application etherland.world or the server that makes it available are free of viruses, worms, trojan horses or other harmful components;
- any warranties and representations that the Website, Products or Mobile Application, its content and any Services or products provided through it are error-free or that defects in the Website, Products or Mobile Application, its content or the Services or products will be corrected; any warranties and representations of title or merchantability or fitness for a particular purpose with respect to the LAND ID tokens or their utility, or the ability of anyone to purchase or use the LAND ID tokens; any warranties and representations of non-infringement.
Buyer has carefully reviewed, acknowledges, understands and assumes the following risks, as well as all other risks associated with the tokens (including those not discussed herein), all of which could render the tokens worthless or of little value. By using ELAND tokens and other cryptocurrencies, Buyer represents/warrants and accepts :
-That Tokens may be subject to expropriation and/or theft. Hackers or other malicious groups or organisations may attempt to interfere with the Tokens in a variety of ways, including, but not limited to, malware attacks, denial of service attacks, consensus-based attacks, Sybil attacks, smurfing and spoofing. Furthermore, because the Ethereum platform rests on open source software and Tokens are based on open-source software, there is the risk that Ethereum smart contracts may contain intentional or unintentional bugs or weaknesses that may negatively affect the Tokens or result in the loss of Owner’s Tokens, the loss of Owner’s ability to access or control Owner’s Tokens or the loss of Owner’s account. In the event of such a software bug or weakness, there may be no remedy and holders of Tokens are not guaranteed any remedy, refund or compensation.
-That tokens purchased by Owner may be held by Owner in Owner’s digital wallet which requires a private key, or a combination of private keys, for access. Accordingly, loss of requisite private key(s) associated with Owner’s digital wallet storing Tokens will result in loss of such Tokens, access to Owner’s Token balance and/or any initial balances in blockchains created by third parties. Moreover, any third party that gains access to such private key(s), including by gaining access to login credentials of a hosted wallet service Owner uses, may be able to misappropriate Owner’s Tokens. Company is not responsible for any such losses.
-That the Blockchain technology allows new forms of interaction and that it is possible that certain jurisdictions will apply existing regulations on, or introduce new regulations addressing Blockchain technology-based applications, which may be contrary to the current setup of the Etherland project and which may, inter alia, result in substantial modifications of the Etherland project.
That there is always a possibility of change of token sale regulations across the world, including, but not limited to, the possibility of token sales’ ban in particular jurisdictions, and thus Company cannot be responsible for these regulatory changes, as well as cannot guarantee any refunds and cancellations in such event.
-That the regulatory status of tokens, digital assets and blockchain technology are unclear or unsettled in many jurisdictions. It is difficult to predict how or whether governmental authorities will regulate such technologies. It is likewise difficult to predict how or whether any governmental authority may make changes to existing laws, regulations and/or rules that will affect tokens, digital assets, blockchain technology and its applications. Such changes could negatively impact Tokens in various ways, including, for example, through a determination that Tokens are regulated financial instruments that require registration. Company may cease the distribution of tokens or cease operations in a jurisdiction in the event that governmental actions make it unlawful or commercially undesirable to continue to do so.
-That the industry in which Company operates is new, and may be subject to heightened oversight and scrutiny, including investigations or enforcement actions. There can be no assurance that governmental authorities will not examine the operations of Company and/or pursue enforcement actions against Company. Such governmental activities may or may not be the result of targeting Company in particular. All of this may subject Company to judgments, settlements, fines or penalties, or cause Company to restructure its operations and activities or to cease offering certain products or services, all of which could harm Company’s reputation or lead to higher operational costs, which may in turn have a material adverse effect on the Tokens.
Buyer has carefully reviewed, acknowledges, understands and assumes the following risks, as well as all other risks associated with the use of the Website, Products and Mobile Application (including those not discussed herein), By using the Website, Products tokens, Buyer represents/warrants and accepts that the misuse of the website, products and mobile app can cause damaged to your surroundings and yourself. Etherland shall not be held responsible for any damages occurred while using website, products or mobile application.
Limitation of liability and indemnification
To the fullest extent permitted by applicable law, Buyer disclaims any right or cause of action against Company of any kind in any jurisdiction that would give rise to any Damages whatsoever, on the part of Company. Company shall not be liable to Buyer for any type of damages, whether direct, indirect, incidental, special, punitive, consequential or exemplary (including damages for lost profits, goodwill, use or data), even if and notwithstanding the extent to which Company has been advised of the possibility of such damages. Buyer agrees not to seek any refund, compensation or reimbursement from Company, regardless of the reason, and regardless of whether the reason is identified in this Agreement.
To the fullest extent permitted by applicable law, in no event will the aggregate liability of Company, whether in contract, warranty, tort (including negligence, whether active, passive or imputed), or other theory, for damages of any kind under this Agreement exceed the amount received by Company from Buyer.
Company shall not be liable and disclaims all liability to Buyer in connection with any force majeure event, including acts of God, labour disputes or other industrial disturbances, electrical, telecommunications, hardware, software or other utility failures, software or smart contract bugs or weaknesses, earthquakes, storms, or other nature-related events, blockages, embargoes, riots, acts or orders of government, acts of terrorism or war, technological change, changes in interest rates or other monetary conditions, and, for the avoidance of doubt, changes to any blockchain-related protocol.
If an event of force majeure occurs, the party injured hereto by the other’s inability to perform may elect to suspend this Agreement, in whole or part, for the duration of the force majeure circumstances. The party hereto experiencing the force majeure circumstances shall cooperate with and assist the injured party in all reasonable ways to minimize the impact of force majeure on the injured party.
To the fullest extent permitted by applicable law, Buyer releases Company from responsibility, liability, claims, demands, and/or damages of every kind and nature, known and unknown (including, but not limited to, claims of negligence), arising out of or related to disputes between Buyer and the acts or omissions of third parties.
To the fullest extent permitted by applicable law, Buyer will indemnify, defend and hold harmless and reimburse Company from and against any and all actions, proceedings, claims, damages, demands and actions (including without limitation fees and expenses of counsel), incurred by Company arising from or relating to:
- Buyer’s purchase or use of LAND ID tokens;
- Buyer’s responsibilities or obligations under this Agreement;
- Buyer’s breach of or violation of this Agreement;
- any inaccuracy in any representation or warranty of Buyer;
- Buyer’s violation of any rights of any other person or entity; and/or
- any act or omission of Buyer that is negligent, unlawful or constitutes willful misconduct.
Company reserves the right to exercise sole control over the defence, at Buyer’s expense, of any claim subject to indemnification under this section. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between Buyer and Company.
Applicable law and dispute resolution
All questions concerning the construction, validity, enforcement and interpretation of this Agreement shall be governed by and construed and enforced in accordance with the laws of the United Kingdom, without regard to conflict of law rules or principles that would cause the application of the laws of any other jurisdiction.
Buyer and Company shall cooperate in good faith to resolve any dispute, controversy or claim arising out of, relating to or in connection with this Agreement, including with respect to the formation, applicability, breach, termination, validity or enforceability thereof (a “Dispute”). If the Parties are unable to resolve a Dispute within ninety (90) days of notice of such Dispute being received by all Parties, such Dispute shall be finally settled by Binding Arbitration as defined below.
Any Dispute not resolved within 90 days as set forth above shall be referred to and finally resolved by arbitration under the Rules of the London Court of International Arbitration in effect at the time of the arbitration, except as they may be modified herein or by mutual agreement of the Parties. The number of arbitrators shall be three. Each party hereto shall nominate one arbitrator. In the event that either of the two parties hereto fails to nominate an arbitrator within 30 days after the commencement of the arbitration proceedings, then the London Court of International Arbitration shall nominate an arbitrator on behalf of the party or parties hereto which have failed to nominate an arbitrator. The third arbitrator, who shall be the presiding arbitrator, shall be nominated by the two party-nominated arbitrators within 30 days of the last of their appointments.
The seat, or legal place, of arbitration, shall be London, United Kingdom. The language to be used in the arbitral proceedings shall be English. The arbitration award shall be final and binding on the Parties (“Binding Arbitration”). Company and Buyer will each pay their respective attorneys’ fees and expenses.
Any dispute arising out of or related to this Agreement is personal to Buyer and Company and will not be brought as a class arbitration, class action or any other type of representative proceeding. There will be no class arbitration or arbitration in which an individual attempt to resolve a dispute as a representative of another individual or group of individuals. Further, a dispute cannot be brought as a class or other type of representative action, whether within or outside of arbitration, or on behalf of any other individual or group of individuals.
Assignment. Buyer shall not assign this Agreement without the prior written consent of Company. Any assignment or transfer in violation of this article will be void. Company may assign this Agreement to an affiliate. Subject to the foregoing, this Agreement, and the rights and obligations of the Parties hereunder, will be binding upon and inure to the benefit of their respective successors, assigns, heirs, executors, administrators and legal representatives.
Entire Agreement. This Agreement, including any exhibits attached hereto and the materials incorporated herein by reference, constitutes the entire agreement between the Parties and supersedes all prior or contemporaneous agreements and understandings, both written and oral, between the Parties with respect to the subject matter hereof, including, without limitation, any public or other statements or presentations made by Company about the tokens or the Project.
Severability. If any provision of this Agreement is determined by a court of competent jurisdiction to be invalid, inoperative or unenforceable for any reason, the provision shall be modified to make it valid and, to the extent possible, effectuate the original intent of the Parties as closely as possible in an acceptable manner in order that the transactions contemplated hereby be consummated as originally contemplated to the fullest extent possible.
Modification of Agreement. Company may modify this Agreement at any time by posting a revised version on its Website. The modified terms will become effective upon posting. It is Buyer’s responsibility to check the Website regularly for modifications to this Agreement. This Agreement was last modified on the date listed at the beginning of this Agreement.
Termination of Agreement; Survival.
- In the event that Buyer has made payment in full and Company determines, in its sole discretion, that this Agreement constitutes a security or other form of a financial instrument subject to regulation by any Governmental Authority, Company may immediately terminate this Agreement. Upon such termination, Buyer will not receive any Tokens, and Company shall not reimburse Buyer.
- Company reserves the right to terminate this Agreement, in its sole discretion, in the event that Buyer breaches this Agreement. Upon any such termination, Buyer shall not be entitled to receive any Tokens and Company shall refund to Buyer.
No Waivers. The failure by Company to exercise or enforce any right or provision of this Agreement will not constitute a present or future waiver of such right or provision nor limit Company’s right to enforce such right or provision at a later time. All waivers by Company must be unequivocal and in writing to be effective.
No Partnership; No Agency; No Third-Party Beneficiaries. Nothing in this Agreement and no action taken by the Parties shall constitute, or be deemed to constitute, a partnership, association, joint venture or other co-operative entity between the Parties. Nothing in this Agreement and no action taken by the Parties pursuant to this Agreement shall constitute, or be deemed to constitute, either Party the agent of the other Party for any purpose. No Party has, pursuant to this Agreement, any authority or power to bind or to contract in the name of the other Party. This Agreement does not create any third party beneficiary rights in any person.
Electronic Communications. Buyer agrees and acknowledges that all agreements, notices, disclosures and other communications that Company provides Buyer pursuant to this Agreement or in connection with or related to Buyer’s purchase of Tokens, including this Agreement, may be provided by Company, in its sole discretion, to Buyer, in electronic form.
Audit of the Smart Contract System
The smart contract has been audited by experts and does not contain vulnerabilities or bugs according to tests. Technical experts have approved and confirmed the quality and security of the code. The Owner and User acknowledge that the technology is at its premises and the risk of a possible security breach is not unavoidable. In case any technical issue occurs on the Etherland smart contracts or the whole Ethereum network, Etherland will not be liable or responsible.
To use the Products, You can use electronic wallets that are compatible with the Non-Fungible Token Standard such as Metamask. Often You may also purchase ELAND tokens in certain wallets that act like decentralised finance (DEFI) exchange. DEFI solutions are multiple and still at their early stages of development. We have integrated DEFI exchange solutions in our Products for You to use them more easily. You acknowledge that we have no control over those devices and decentralised solutions and will not be liable for any acts that You perform using those technologies. Again, You are the sole responsible for your account while using Blockchain technologies and solutions.
Blockchain enables to hide certain information from the public such as your name, contact information and so on. But every wallet address is linked to an Owner and You have to understand that the address account that you use while using Etherland’s Products will be publicly visible.
Etherland is using third party IT, Iframes and Blockchain solutions. Etherland has no control over those technological solutions and cannot be responsible for a breach of services, modification, suspension of service or technical failure of those services. User and Owner acknowledge that issues may arise from using those technologies and that Etherland is NOT responsible for any event happening to the technological solutions used by Etherland.
Gas and Commissions
Every transaction on the Ethereum Blockchain contains a gas fee. You are responsible to thoroughly check the gas fee before you confirm a transaction. Adding to that many marketplaces, exchanges and platforms take a percentage of the amount of the transaction to cover their maintenance and business expenses. For instance, opensea.io applies a 2.5% fee on their transactions. Those fees are not in our control and can be updated in time.
We try to provide clear rules so that we can limit or hopefully avoid disputes between you and us. If a dispute does arise, however, it’s useful to know upfront where it can be resolved and what laws will apply.
In all cases, you agree that the claim must be resolved in a competent court in the UK will govern these Terms and any claim, without regard to conflict of law provisions.
Updated May 5th 2021