Date Last Modified: August 31, 2023
Please read these Terms carefully before downloading or accessing the Application, or playing the Game.
PLEASE NOTE THAT THESE TERMS CONTAIN IMPORTANT INFORMATION, INCLUDING A BINDING ARBITRATION PROVISION AND A CLASS ACTION WAIVER, BOTH OF WHICH IMPACT YOUR RIGHTS AS TO HOW DISPUTES ARE RESOLVED. THE GAME, APPLICATION AND OTHER SERVICES ARE ONLY AVAILABLE TO YOU - AND YOU SHOULD ONLY ACCESS ANY OF THEM - IF YOU COMPLETELY AGREE WITH THESE TERMS.
1. ACCEPTANCE OF TERMS
We may issue additional terms, rules, and conditions of participation in Games, which are expressly incorporated by reference. You agree to be subject to them by participating in any Game. If You do not wish to be bound by any such Terms, You must not access or participate in the particular Game for which such additional terms, rules, and conditions of participation apply.
We reserve the right to change these Terms at any time without prior notice to You. If we modify these Terms, we will update the “Date Last Modified” and such changes will be effective upon posting. If we make what we determine to be material changes to these Terms, we will use commercially reasonable efforts to notify You, including by posting a notification or other notice on the Website. Continued use of Services following any such changes constitutes acceptance of the changes. If You do not agree to any changes, Your sole remedy is to stop using the Services. If You breach any of the Terms, Your authorization to access the Services shall automatically terminate.
2. ELIGIBILITY TO PLAY THE GAME
To play any Game, You must at all times be physically located in a jurisdiction in which participation is unrestricted by law and abide by these Terms. You are subject to the laws of the jurisdiction in which You reside and/or from which You access the Game. Access to the Games may not be legal for some or all residents of, or persons present in, certain jurisdictions. VOID WHERE PROHIBITED OR RESTRICTED BY LAW.
We make any representations or warranties, implicit or explicit, as to Your legal right to access the Game or that use of the same is appropriate or available in the jurisdiction in which You are located. Neither Karate Combat nor any of its parents, subsidiaries, affiliates, licensees, licensors, contractors, agents, content providers, vendors, suppliers, and/or any third-party who provides products or services purchased from or distributed by Karate Combat as well their respective officers, directors, members, managers, representatives, employees, agents, contractors, investors or the like (collectively “Karate Combat Parties”) shall have authority to make any such representations or warranties.
We do not intend for the Game to be used by persons present in jurisdictions in which participation may be prohibited or restricted. You agree that the availability of the Game does not constitute an offer, solicitation, or invitation by Us for the usage or play of the Game in any jurisdiction in which such activities are prohibited or restricted. If You choose to access any Game, You do so at Your own risk. You hereby agree that Karate Combat Parties shall not be liable if laws applicable to You restrict or prohibit Your participation. If You participate in any Game while located in a jurisdiction that prohibits such activities, You will be in violation of the law of such jurisdiction and these Terms.
You are responsible for all activities that occur under the account(s) you use to participate in the Game (“Account”), regardless of whether the activities are authorized by You or undertaken by You, Your agent or a third party. Except to the extent caused by Our breach of this Agreement, the Karate Combat Parties are not responsible for unauthorized access to Your Account. Karate Combat Parties are not responsible for any unauthorized access to your Account that occurred as a result of fraud, phishing, or other criminal activity perpetrated by third parties.
You are solely responsible for properly configuring and using your Account, including Your digital wallet, and otherwise taking appropriate action to secure, protect and backup Your Account and/or Your data in a manner that will provide appropriate security and protection, which might include use of encryption. This includes Your obligation under this Agreement to record and securely maintain any passwords or backup security phrases (i.e. “seed” phrases) that relate to Your use of Your Account and/or Your data. Please choose a strong password, use a password manager, store your information securely, do not share your account information with Karate Combat Parties or any third parties and observe other security best practices. Karate Combat Parties are not liable for the loss or theft of Your data (including any passwords or backup/seed phrases that relate to Your Account or Your participation in the Game) and/or any $KARATE Tokens or other digital assets that You store in Your wallets. IT IS YOUR RESPONSIBILITY TO TAKE ALL MEASURES TO SECURE ACCESS TO YOUR PASSWORD AND YOUR BACKUP/SEED PHRASE.
Any transfers of $KARATE Tokens to or from any digital wallet You use shall be done by You through smart contracts on the blockchain. You agree to be bound by the terms and conditions of any such digital wallet service, and in the event of a conflict between these Terms and the terms and conditions of the digital wallet, these Terms shall prevail. Karate Combat Parties will have no insight into or control over any such transfer or transaction by You on any blockchain, nor will Karate Combat Parties have the ability to reverse any such transfer or transaction.
3. PLAYING THE GAME
Each Game, airdrop, giveaway and/or promotion is governed by its own set of official rules, which may supplement or amend the Rules. The Rules will change from time to time. $KARATE Tokens will be available through various means, including airdrops, giveaways, and/or other promotions. As stated here, Users may also win $KARATE Tokens through success in the Games. $KARATE Tokens will be issued on the Hedera Network and the Ethereum Network, as HTS and ERC 20 tokens, respectively. $KARATE Tokens on both networks should have the same functionality.
Games depend on real-life matches between Karate Combat fighters and are available for play by Users of the Application. Users of the Application may play the Game by voting for particular fighters. Playing the Game provides Users with the opportunity to win $KARATE Tokens. The Games are free-to-play and while Users may win additional $KARATE Tokens, Users will not lose any $KARATE Tokens if they are unsuccessful in a Game.
The official rules for Games, which are incorporated into these Terms by this reference, are set forth at https://www.karate.com/whitepaper#up-only-gaming (“Rules”). You agree to abide by the Rules, and you have the responsibility to review the Rules before participating in each Game. The Rules are subject to change. By playing the Game, You affirm that You are the lawful owner of the $KARATE Tokens associated with the Account(s) you use to play. Using $KARATE Tokens that are not owned by, or delegated to, Your Account is a violation of the Rules.
Karate Combat reserves the right, in its sole and absolute discretion, to (i) disqualify You from a Game and/or require You to return any $KARATE Token prizes You receive, and/or (ii) suspend, limit, or terminate You from participation in any Game if You engage in conduct deemed improper, illegal or fraudulent, or otherwise in violation of these Terms or the Rules. You acknowledge that the forfeiture and/or return of any $KARATE Token prizes shall in no way prevent Karate Combat from informing the relevant authorities of Your illegal or fraudulent conduct, and/or pursuing criminal or civil proceedings in connection with such conduct.
If for any reason the Game is not running as originally planned (e.g., if the Application becomes corrupted or does not allow the proper usage and processing of entries in accordance with the Rules, or if infection by a computer virus, bugs, tampering, unauthorized intervention, actions by entrants, fraud, technical failures, or other causes corrupts or affects the administration, security, fairness, integrity or proper conduct of the Game), then Karate Combat reserves the right to disqualify any individual implicated in or relating to the cause and/or to cancel, terminate, extend, modify or suspend the Game. If such cancellation, termination, modification, or suspension occurs, notification may be posted on the Application.
$KARATE Token prizes will only be awarded if a Game is run and completed. The total amount of the $KARATE Token prize pool for each Game will be communicated to Users. All $KARATE Token prizes are awarded AS IS and WITHOUT WARRANTY OF ANY KIND, express or implied, (including, without limitation, any implied warranty of merchantability or fitness for a particular purpose) by Karate Combat.
4. $KARATE TOKENS
Users who hold $KARATE Tokens are eligible to participate in Up Only Gaming. Participants in Up Only Gaming who win will receive additional $KARATE Token prizes in accordance with the Rules. $KARATE Tokens, including those acquired by Game winners, are utility tokens. They may be used, without limitation, (i) to play the Game, (ii) to access benefits available to Karate Combat fans, (iii) to access other protocols or platforms that have licensed Karate Combat’s intellectual property, (iv) to participate in decision-making processes and feedback in the Karate Combat community governance system, and (v) for such other purposes as may be decided by Karate Combat or its affiliates from time to time.
You understand and acknowledge that (i) any benefits or rights offered to holders of $KARATE Tokens is subject to change, (ii) using $KARATE Tokens to play games, trade or make any other transactions on protocols and platforms other than the Application is subject to the separate terms and conditions of such protocol or platform, (iii) by receiving $KARATE Token prizes in Your digital wallet, you do not become the owner of any intellectual property rights associated with Karate Combat, (iv) $KARATE Tokens do not constitute financial instruments or security tokens and, therefore, do not carry with them rights that may be commonly associated with financial instruments or security tokens, and (v) the Karate Combat Parties will not be liable for any speculative intentions from any parties who attempt to buy, hold or sell $KARATE Tokens for speculative gain.
No guarantee is given regarding the availability of any airdrop or other giveaway of $KARATE Tokens, the liquidity of the $KARATE Tokens, the existence of a secondary market for $KARATE Tokens, the market value of the $KARATE Tokens, or the exchange value of $KARATE Tokens at any time.
WARNING: PRICES OF $KARATE TOKENS ARE VOLATILE AND MAY FLUCTUATE QUICKLY AND UNEXPECTEDLY, SUBJECT TO NUMEROUS FACTORS. BEWARE THAT THERE IS NO GUARANTEE $KARATE TOKEN’S WILL MAINTAIN ANY PARTICULAR UTILITY, AND THEREFORE THE USE OF $KARATE TOKENS COULD BECOME LIMITED. $KARATE TOKENS MAY LOSE VALUE. IN NO CASE SHALL ANY KARATE COMBAT PARTIES BE LIABLE FOR ANY LOSSES, EXPENSES, PRICE DECLINE, LOSS OF VOTING OR PARTICIPATION RIGHTS OR OTHER FEATURES OR VALUES, OR ANY OTHER DAMAGES INCURRED BY THE USER AS A RESULT OF ANY CHANGES TO THE UP ONLY GAMING SYSTEM, OR FOR THE LACK OF UTILITY FOR $KARATE TOKENS, OR FOR ANY TERMINATION OR EXPIRATION OF ANY USER’S RIGHT TO ACCESS THE APPLICATION OR ANY GAME.
5. LIMITED LICENSE TO USE THE APPLICATION
❖ License Grant
Subject to the Terms of this Agreement, Karate Combat grants You a limited, non-exclusive and non-transferable license to (i) download, install and/or use the Application in accordance with this Agreement and (ii) access and play the Game made available in or otherwise accessible through the Application in accordance with this Agreement.
❖ License Restrictions
You acknowledge and agree that You shall not:
o Copy the Application, except as expressly permitted by this license;
o Modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of the Application;
o Reverse engineer, disassemble, decompile, decode or otherwise attempt to derive or gain access to the non-public source code of the Application or any part thereof;
o Remove, delete, alter or obscure any trademarks or any copyright, trademark, patent or other intellectual property or proprietary rights notices from the Application, including any copy thereof;
o Rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer or otherwise make available the Application or any features or functionality of the Application, to any third-party for any reason;
o Remove, disable, circumvent, or otherwise create or implement any workaround to any copyright protection, rights management, or security features in or protecting the Application;
o Interfere with, disrupt, or attempt to gain unauthorized access to, or use of, any other Users’ accounts, other Users’ wallets and/or networks;
o Access (or attempt to access) any non-public areas of the Application;
o Interfere with any access or use restrictions, or prevent (or attempt to prevent) another User from accessing or using the Application, or disrupt, interfere and/or overburden the Application;
o Use any robot, spider, or other automated means to access, scrape or scan the Application in violation of these Terms, or frame or mirror any part of the Application;
o Use any data mining or data gathering or extraction methods, or otherwise collect information in violation of these Terms;
o Send viruses, worms, malware, ransomware, junk email, spam, chain letters, phishing emails, unsolicited messages, promotions or advertisements of any kind;
o Attempt to probe, scan, compromise or test the vulnerability of the Application, any system or network, or breach any security or authentication;
o Sublicense, rent, lease, offer or otherwise commercialize any Karate Combat offering, product and/or feature or infringe Karate Combat’s intellectual property rights, in each case, unless expressly approved by Karate Combat;
o Use any fraudulently obtained or stolen $KARATE Tokens, including such use to play the Game; or
o Use the Application in a manner prohibited by applicable laws or regulations, including, without limitation, in connection with any form of unlawful gambling.
❖ Reservation of Rights
You further acknowledge and agree that the Application is provided under license, and not sold, to You. Users do not acquire any ownership interest in the Application under this Agreement, or any other rights thereto other than to use the Application in accordance with the license granted, and subject to all terms, conditions, and restrictions, under this Agreement. Karate Combat and its licensors and service providers reserve and shall retain their entire right, title and interest in and to the Application, including all copyrights, trademarks and other intellectual property rights therein or relating thereto, except as expressly granted to Users in this Agreement.
❖ Export Regulation
The Application may be subject to U.S. export control laws, including the U.S. Export Administration Act and its associated regulations. You shall not, directly or indirectly, export, re-export or release the Application to, or make the Application accessible from, any jurisdiction or country to which export, re-export or release is prohibited by law, rule or regulation. You shall comply with all applicable federal laws, regulations and rules, and complete all required undertakings (including obtaining any necessary export license or other governmental approval), prior to exporting, re-exporting, releasing or otherwise making the Application available outside of the United States.
❖ Apple Disclaimers
Users acknowledge and agree that this Agreement is solely between Users and Karate Combat, and not with Apple, Inc. (“Apple”). Users further acknowledge and agree that:
o Apple and its subsidiaries are third-party beneficiaries under this Agreement and that, upon Your acceptance of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce the terms and conditions of this Agreement against Users as a third-party beneficiary thereof.
o Apple has no responsibility for the iOS Application or any included content.
o In the event of any failure of the iOS Application to conform to any applicable warranty, Users may notify Apple, and Apple will refund the purchase price for the iOS Application to Users (if any). To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the iOS Application, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty.
o Apple is not responsible for addressing any of Your claims or those of any third-party relating to the iOS Application or Your possession and/or use of the iOS Application, including, without limitation: (i) maintenance and support; (ii) product liability claims; (iii) any claim that the iOS Application failed to conform to any applicable legal or regulatory requirement; and (iv) claims arising under consumer protection or similar legislation.
o In the event of any third-party claim that the iOS Application of Your possession and use of the iOS Application infringes that third-party’s intellectual property rights, Apple will not have any responsibility for the investigation, defense, settlement, and discharge of such claim.
❖ Google Disclaimers
Users acknowledge and agree that this Agreement is solely between Users and Karate Combat, and not with Google, Inc. (“Google”). Users further acknowledge and agree that:
o Google and its subsidiaries are third-party beneficiaries under this Agreement and that, upon Your acceptance of this Agreement, Google will have the right (and will be deemed to have accepted the right) to enforce the terms and conditions of this Agreement against Users as a third-party beneficiary thereof.
o Google has no responsibility for the Android Application or any included content.
o In the event of any failure of the Android Application to conform to any applicable warranty, Users may notify Google, and Google will refund the purchase price for the Android Application to Users (if any). To the maximum extent permitted by applicable law, Google will have no other warranty obligation whatsoever with respect to the Android Application, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty.
o Google is not responsible for addressing any of Your claims or those of any third-party relating to the Android Application or Your possession and/or use of the Android Application, including, without limitation: (i) maintenance and support; (ii) product liability claims; (iii) any claim that the Android Application failed to conform to any applicable legal or regulatory requirement; and (iv) claims arising under consumer protection or similar legislation.
❖ Apple’s and Google’s Terms Also Apply
o The ways in which You can use the Application may also be controlled by Apple’s or Google’s terms and policies when You download the Application from the applicable app store.
6. OTHER INTELLECTUAL PROPERTY RIGHTS
❖ Copyright Information and Personal & Non-Commercial Use Limitation
Content within the Game, including, without limitation, any technology, software products, accounts, names, logos, graphics, music, and virtual goods are owned and/or licensed by Karate Combat and are protected by international copyright, trade dress, patent, and trademark laws, international conventions, and other laws protecting intellectual property and related proprietary rights. Karate Combat does not claim ownership of intellectual property owned by third parties that is not licensed or assigned to Karate Combat.
Except as expressly permitted by this Agreement Users must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store or transmit any material available through the Application or:
o Modify copies of any materials made available through the Application;
o Reprint or electronically reproduce any content available through the Application, in whole or in part;
o Provide copyrighted or other proprietary content to Karate Combat or make such content available through the Application with permission from the owner of such material or rights;
o Delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials available through the Application; or
o Access or use for any commercial purpose any part of or materials available through the Application.
Users agree to indemnify and hold the Karate Combat Parties harmless from any unauthorized or illegal conduct by Users or through the use of a User’s Account, via the Application.
❖ Notice and Procedure for Making Claims under the Digital Millennium Copyright Act
The Digital Millennium Copyright Act (DMCA) provides recourse to copyright owners who believe that their rights under the United States Copyright Act have been infringed by acts of third parties over the Internet. If an individual believes that their copyrighted work has been copied without their authorization and is available within the Game in a way that may constitute copyright infringement, he/she may provide notice of their claim to Karate Combat’s designated agent listed below. For notice to be effective, it must include the following information:
o A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
o A description of the copyrighted work that You claim has been infringed;
o A description of where the allegedly infringing material is located within the Game;
o Information reasonably sufficient to permit Karate Combat to contact the complaining party, such as address, telephone number, and, if available, an e-mail address at which the complaining party may be contacted;
o A statement that You have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
o A statement that the information in the notification is accurate and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
You can reach Our designated agent at:
Address: c/o Appleby Global Services (Seychelles) Limited
Suite 202, 2nd Floor
Eden Plaza, Eden Island
PO Box 1352
Attention: Copyright Notification Mail
with a copy to:
Email: [email protected]
Subject Line: Copyright Notification Mail
Karate Combat’s designated agent should be contacted only if an individual believes that their work has been used or copied in a way that constitutes copyright infringement and such infringement is occurring within the Game. All other inquiries to Karate Combat’s designated agent will not be answered.
Karate Combat owns, has or may register, trademarks for its many goods and services, including, without limitation, “Karate Combat”, “KC Karate Combat”, “$KARATE”, “Karate Combat Universe”, “KC Universe”, and all associated graphics, logos and service marks and they may not be used without prior written consent of Karate Combat. All other trademarks, product names, and company names and logos appearing within the Game are the property of their respective owners.
❖ Rights of Publicity
By playing the Game, You agree to the use by Karate Combat of any content You provide in connection with playing the Game via the Application for the promotional purposes of Karate Combat, including, without limitation, Up Only Gaming and the Karate Combat league, worldwide, and in perpetuity, in any and all forms of media, now known or hereafter devised without compensation, review or approval rights, notification or permission, except where prohibited by law. Karate Combat reserves the right to make public statements about the players of Games and the winners, on the Internet, in promotional materials or otherwise, prior to, during, or following a Game.
❖ Ideas and Inventions
All comments, feedback, suggestions, ideas, and other submissions (“Ideas”) disclosed, submitted, or offered to Karate Combat in connection with Your use of the Game shall be the exclusive property of Karate Combat. You agree that unless otherwise prohibited by law Karate Combat may use, sell, exploit and disclose the Ideas in any manner, without restriction and without compensation to You.
❖ Conflict with Separate License
It is acknowledged that some of Our content or third-party content may be provided to You under a separate license, such as a license granted by Karate Combat pursuant to the Karate Combat IP Guidelines, or the Apache License, Version 2.0, or such other open source licenses. In the event of a conflict between this Agreement and any separate license, the separate license will prevail with respect to our content or third-party content that is the subject of such separate license.
7. LIMITATION ON WARRANTY AND LIABILITY
Users expressly acknowledge and agree that use of the Application, including playing the Game, is at their sole risk. Users further acknowledge and agree that the Game is provided on an “AS IS” and “as available” basis. Neither Karate Combat nor any of the Karate Combat Parties warrant that services affiliated with Karate Combat, including, but not limited to, the Application or the Game will be uninterrupted, error-free, or free of viruses, worms, Trojan horses, keyboard loggers, spyware, adware, malware, harmful or malicious code, or other defects.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, KARATE COMBAT AND THE KARATE COMBAT PARTIES DISCLAIM ALL IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, IMPLIED AND STATUTORY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS. KARATE COMBAT AND THE KARATE COMBAT PARTIES MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE GAME, SECURITY OF THE GAME, AVAILABILITY OF ANY GOODS OR TOKENS, SECURITY OF TOKENS, SERVICES OR OFFERINGS OFFERED ON OR THROUGH THE GAME, OR THE INFORMATION, CONTENT, SERVICES, TOKENS, MATERIALS OR PRODUCTS, INCLUDED ON OR THROUGH THE APPLICATION.
NEITHER KARATE COMBAT NOR ANY KARATE COMBAT PARTIES MAKE A WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE GAME OR AS TO THE ACCURACY, RELIABILITY, OR CURRENCY OF ANY INFORMATION, CONTENT, OR SERVICES, PROVIDED ON OR THROUGH THE APPLICATION. THE INFORMATION, PRODUCTS, AND SERVICES PUBLISHED ON OR THROUGH THE GAME MAY CONTAIN INACCURACIES OR TYPOGRAPHICAL ERRORS. NEITHER KARATE COMBAT NOR ANY KARATE COMBAT PARTIES SHALL BE RESPONSIBLE FOR ANY OPINIONS, VIEWS, ADVICE, STATEMENTS, OR USER CONTRIBUTIONS POSTED ON OR THROUGH THE APPLICATION (INCLUDING, WITHOUT LIMITATION, IN ANY INTERACTIVE AREAS OF THE GAME) BY ANY PERSON OR ENTITY OTHER THAN AN AUTHORIZED KARATE COMBAT REPRESENTATIVE.
NEITHER SHALL KARATE COMBAT NOR ANY KARATE COMBAT PARTIES BE LIABLE TO ANY PERSON IN ANY CASE FOR FAILURE OR DELAY IN THE DELIVERY BY KARATE COMBAT, AND RECEIPT BY YOU, OF ANY TOKENS FOR ANY REASON BEYOND KARATE COMBAT’S CONTROL OR FOR ANY REASON ATTRIBUTABLE, IN WHOLE OR IN PART, TO A THIRD PARTY, THE FAILURE, MALFUNCION OR BREAKDOWN OF, OR DISRUPTION TO, THE OPERATION OF ONLY UP GAMING, THE TOKENS OR ANY TECHNOLOGY ON WHICH THE GAME RELIES DUE TO HACKS, CYBER-ATTACKS, DISTRIBUTED DENIALS OF SERVICES, ERRORS, VULNERABILITIES, DEFECTS, FLAWS IN PROGRAMMING, OR SOURCE CODE OR OTHERWISE, REGARDLESS OF WHEN SUCH FAILURE, MALFUNCTION, BREAKDOWN, OR DISRUPTION OCCURS; FAILURE MALFUNCTION OR BREAKDOWN OF, OR DISRUPTION TO, THE OPERATION OF ANY BLOCKCHAIN, ANY BLOCKCHAIN BASED SOFTWARE SYSTEM OR ANY BLOCKCHAIN TECHNOLOGY IN CONNECTION WITH THE OPERATIONS OF THE GAME DUE TO OCCURENCES OF HARD FORKING, HACKS, CYBER-ATTACKS, DISTRIBUTED DENIALS OF SERVICES, ERRORS, VULNERABILITIES, DEFECTS, FLAWS IN PROGRAMMING OR SOURCE CODE OR OTHERWISE, REGARDLESS OF WHEN SUCH FAILURE, MALFUNCTION, BREAKDOWN, OR DISRUPTION OCCURS; OR ANY PROHIBITION, RESTRICTION, OR REGULATION BY ANY GOVERNMENT OR REGULATOR AUTHORITY IN ANY JURISDICTION OF THE OPERATION, FUNCTIONALITY, USAGE, STORAGE, TRANSMISSION MECHANISMS, TRANSIBILITY AND TRADBILITY OF THE TOKENS.
THE APPLICATION WALLET RELIES ON EMERGING TECHNOLOGIES, SUCH AS HEDERA HASHGRAPH AND ETHEREUM. USE OF THESE TECHNOLOGIES IS SUBJECT TO INCREASED RISK THROUGH YOUR POTENTIAL MISUSE OF THINGS SUCH AS PUBLIC/PRIVATE KEY CRYPTOGRAPHY. BY USING THE APPLICATION YOU EXPLICITLY ACKNOWLEDGE AND ACCEPT THESE HEIGHTENED RISKS. YOU REPRESENT THAT YOU ARE FINANCIALLY AND TECHNICALLY SOPHISTICATED ENOUGH TO UNDERSTAND THE INHERENT RISKS ASSOCIATED WITH USING CRYPTOGRAPHIC AND BLOCKCHAIN-BASED SYSTEMS. IN PARTICULAR, YOU UNDERSTAND THAT WE DO NOT OPERATE OR CONTROL BLOCKCHAIN PROTOCOLS, INCLUDING THE ETHEREUM NETWORK OR THE HEDERA NETWORK OR APPROVE OR PROCESS BLOCKCHAIN TRANSACTIONS ON BEHALF OF YOU. YOU FURTHER UNDERSTAND THAT BLOCKCHAIN-BASED TRANSACTIONS ARE IRREVERSIBLE, THAT YOUR PRIVATE KEY AND BACKUP SEED PHRASE MUST BE KEPT SECRET AT ALL TIMES, THAT KARATE COMBAT WILL NOT STORE A BACKUP OF, NOR WILL WE BE ABLE TO DISCOVER OR RECOVER, YOUR PRIVATE KEY OR BACKUP SEED PHRASE, THAT YOU ARE SOLELY RESPONSIBLE FOR ANY APPROVALS OR PERMISSIONS YOU PROVIDE BY CRYPTOGRAPHICALLY SIGNING BLOCKCHAIN MESSAGES OR TRANSACTIONS, AND THAT KARATE COMBAT DOES NOT CONTROL ANY SMART CONTRACT THAT IS NOT OTHERWISE OFFERED IN THE APPLICATION, INCLUDING THE TOKEN WALLET THEREIN.
❖ Limitations on Liability
NEITHER KARATE COMBAT NOR THE KARATE COMBAT PARTIES GUARANTEE THE CONTINUOUS, UNINTERRUPTED, OR SECURE ACCESS TO THE APPLICATION OR ANY ASPECT THEREOF, INCLUDING THE GAME. THE OPERATION OF THE APPLICATION MAY BE INTERFERED WITH BY NUMEROUS FACTORS OUTSIDE THE CONTROL OF KARATE COMBAT AND THE KARATE COMBAT PROVIDERS. YOU UNDERSTAND AND AGREE THAT NEITHER KARATE COMBAT NOR THE KARATE COMBAT PARTIES SHALL BE LIABLE TO USERS FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF KARATE COMBAT OR THE KARATE COMBAT PARTIES HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE APPLICATION AND/OR GAME; (II) UNAUTHORIZED ACCESS TO OR ALTERATION OF USER TRANSMISSIONS OR DATA; (III) OPINIONS, VIEWS, ADVICE, STATEMENTS, OR USER CONTRIBUTIONS POSTED ON OR THROUGH THE GAME; OR (IV) ANY OTHER MATTER RELATING TO THE GAME. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN AND REGARDLESS OF THE FORM OF THE ACTION, KARATE COMBAT’S LIABILITY TO USERS FOR ANY CAUSE WHATSOEVER WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY SUCH USER TO KARATE COMBAT FOR USE OF THE GAME DURING THE TERM OF THEIR REGISTRATION, NOT INCLUDING ANY FEES PAID FOR GAME AND/OR PRODUCTS RENDERED PRIOR TO THE CIRCUMSTANCES GIVING RISE TO THE CLAIM.
IN THE EVENT THAT A USER RESIDES IN A JURISDICTION THAT DOES NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SOME OF THE LIMITATIONS ABOVE MAY NOT APPLY TO SUCH USER.
To the maximum extent permitted by the applicable laws, regulations and rules, You shall indemnify defend and hold the Karate Combat and the Karate Combat Parties harmless from and against any and all claims, damages, losses, suits, actions, demands, proceedings, expenses and/or liabilities (including but not limited to reasonable legal fees incurred and/or those necessary to successfully establish the right to indemnification) filed/incurred by You or any third party against or relating to the $KARATE Tokens.
8. SERVICE AND MAINTENANCE
Karate Combat conducts maintenance work on its systems, including the Application, from time to time primarily for the purpose of ensuring security and integrity. A portion, or sometimes all, of the features of the Application will not be available during maintenance periods. If possible, Users will be notified of maintenance periods in advance, however, Users hereby agree that Karate Combat may update the Application with or without notifying Users. Karate Combat also reserves the right to modify or discontinue operation of any aspect of the Application at any time, including, without limitation, the availability of the Game or any features or content thereon. Karate Combat may also impose limits on certain features and offerings or restrict access to parts or all of the Game with or without notice to Users and without liability to Users or any third-party.
9. THIRD-PARTY SERVICES, PRODUCTS AND ADVERTISEMENTS
10. BINDING ARBITRATION AND CLASS ACTION WAIVER
PLEASE READ THIS SECTION CAREFULLY AS IT MAY SIGNIFICANTLY IMPACT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.
❖ Initial Dispute Resolution
Users agree to work with Karate Combat in good faith to resolve any dispute, controversy, disagreement, or claim (“Dispute”) arising out of or relating to this Agreement or their use of the Game before escalating the Dispute to binding arbitration or litigation, as addressed below. Users must give Karate Combat an opportunity to resolve the Dispute by sending written notification to [email protected] with the subject line “DISPUTE” or mailing Appleby Global Services (Seychelles) Limited, Suite 202, 2nd Floor, Eden Plaza, Eden Island, PO Box 1352, Mahe, Seychelles, Attention: Dispute Notification. The written notification of Dispute must include: (i) the User’s name and address; (ii) a written description of the Dispute; and (iii) a description of the specific relief the User seeks. The parties agree to use their best efforts to resolve Disputes using this Initial Dispute Resolution process.
❖ Binding Arbitration
By entering into this agreement, You agree that all Disputes between You and Karate Combat that cannot be resolved through Karate Combat’s Initial Dispute Resolution procedure shall be resolved exclusively and finally by binding arbitration conducted in the Seychelles before a single arbitrator in accordance with the American Arbitration Association’s (“AAA”) Commercial Arbitration Rules and expedited hearing procedures or JAMS. The laws of the Seychelles shall be applied in any arbitration proceedings, without regard to principles of conflict of laws. EXCEPT AS OTHERWISE PROVIDED BELOW, NO DISPUTE MAY BE BROUGHT AS A CLASS ACTION AND YOU DO NOT HAVE THE RIGHT TO PARTICIPATE AS A MEMBER OF A CLASS ACTION WITH RESPECT TO ANY DISPUTE.
You further agree that the arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability, or formation of these Terms, including, but not limited to any claim that all or any part of these Terms are void or voidable, or whether a claim is subject to arbitration. The arbitrator may award on an individual basis any relief that would be available pursuant to applicable law and will not have the power to award relief to, against or for the benefit of any person who is not a party to the proceeding. The arbitrator will make any award in writing but need not provide a statement of reasons unless requested by a party. The arbitrator’s decision shall be final and binding on You and Karate Combat and may be entered as a judgment in any court of competent jurisdiction. Each party shall bear its own costs in connection with any arbitration proceedings. The parties shall equally share the fees of the arbitration and the arbitrator. The Commercial Arbitration Rules governing the arbitration may be accessed at www.adr.org or by calling the AAA at 1 (800) 778-7879.
❖ Class Action Wavier
The parties further agree that any arbitration shall be conducted in their individual capacities only and not as a class action or other representative action, and the parties expressly waive their right to file a class action or seek relief on a class basis. USERS AND KARATE COMBAT AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN THEIR INDIVIDUAL CAPACITIES AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.
If any court or arbitrator determines that the class action waiver set forth in this paragraph is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration provision set forth above shall be deemed null and void in its entirety and the parties shall be deemed to have not agreed to arbitrate disputes.
❖ 30-Day Right to Opt Out
YOU HAVE THE RIGHT TO OPT-OUT OF THE BINDING ARBITRATION AND CLASS ACTION WAIVER PROVISIONS SET FORTH ABOVE WITHIN THIRTY (30) DAYS FROM THE DATE THAT YOU FIRST CONSENT TO THIS AGREEMENT (the “Opt-Out Deadline”). Users may opt-out of these provisions by mailing written notification to Karate Combat, Attn: Opt Out, [email protected]. The written notification must include: (i) the User’s name and address and (ii) a clear statement that the User does not wish to resolve disputes with Karate Combat through binding arbitration. A decision to opt-out of these provisions will have no adverse effect on the User’s relationship with Karate Combat. If Users opt-out of these provisions, Karate Combat also will not be bound by them. ANY OPT-OUT REQUEST RECEIVED AFTER THE OPT-OUT DEADLINE WILL NOT BE VALID AND USERS MUST PURSUE THEIR DISPUTE THROUGH BINDING ARBITRATION OR SMALL CLAIMS COURT.
11. GENERAL PROVISIONS
❖ Relationship of Parties/No Third-party Beneficiaries
Users agree that no joint venture, partnership, employment, or agency relationship exists between Users and Karate Combat as a result of this Agreement or their use of the Game. Users agree not to hold themselves out as representatives, agents, operators, distributors, or employees of Karate Combat and Karate Combat shall not be liable for any of their representations, acts, or omissions. Users also agree that, except as otherwise expressly provided in this Agreement, there shall be no third-party beneficiaries to this Agreement.
As a blockchain native company, We may interact with and provide certain offerings to decentralized autonomous organizations (“DAOs”). Due to the unique nature of DAOs, to the extent the DAO votes in favor of and/or accepts such offerings from Karate Combat, the DAO has acknowledged and agreed to these Terms in their entirety.
Users agree that they shall not circumvent or attempt to circumvent these Terms or the Game or otherwise interrupt or attempt to interrupt the operations of Karate Combat (collectively, a “Circumvention Act”). If Karate Combat determines, at its sole discretion, that Users have engaged, or attempted to engage, in any Circumvention Act, or to otherwise commit fraud with regard to the Game, then, in such an event, Karate Combat reserves the right to institute civil or criminal proceedings against such Users and to report such Users to the relevant regulatory authorities.
Users further agree to indemnify, save, and hold harmless Karate Combat and the Karate Combat Providers from any claims, losses, damages, liabilities, including legal fees and expenses, arising out of their use or misuse of the Game, any violation by Users of this Agreement, or any breach of the representations, warranties, and covenants made by Users herein. Karate Combat reserves the right, at the Users’ expense, to assume the exclusive defense and control of any matter for which the Users are required to indemnify Karate Combat, and Users agree to cooperate with Karate Combat’s defense of these claims. Karate Combat will use reasonable efforts to notify Users of any such claim, action, or proceeding upon becoming aware of it. Users agree that the provisions in this paragraph will survive any termination of their Account or of the Game.
By participating in the Game, You agree that You remain solely responsible for paying all taxes You may owe for any $KARATE Token prizes you earn in accordance with the laws that apply in Your jurisdiction. Karate Combat does not provide tax advice, nor should any statement in this Agreement be construed as tax advice.
Karate Combat Parties endeavor to host fair Games and exercise reasonable efforts to create a level playing field. Notwithstanding such efforts, there may be Users who attempt to cheat, and Karate Combat does not guarantee that all such instances of cheating will be detected or prevented. You therefore acknowledge and agree to participate in the Games at Your own risk. Karate Combat reserves the right to take any actions in accordance with applicable law if Karate Combat suspects that You are violating these Terms, including, without limitation, exploiting vulnerabilities or glitches in the Game or colluding with other User(s) or other person(s) in violation of these Terms. Cheating is a material breach of this Agreement for which offending parties will be liable to Karate Combat and Users of the Application for any resulting damages.
❖ Force Majeure
Karate Combat shall not be liable for any delay or failure to perform resulting from unforeseen circumstances or causes outside its reasonable control, including, without limitation, acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, network infrastructure failures, strikes, or shortages of transportation facilities, fuel, energy, labor or materials.
❖ No Agency
Nothing in these Terms will be construed as creating any agency, partnership, trust arrangement, fiduciary relationship or any other form of joint enterprise between You and Us.
No failure or forbearance on Karate Combat’s part to exercise its rights or insist upon performance of obligations hereunder is to be construed as a waiver or relinquishment of those or any other rights or obligations in that or any other instance; rather, the same shall remain in full force and effect. If any provision of this Agreement is deemed unlawful, void, or for any reason unenforceable, such provision shall be narrowed in scope or otherwise amended to the extent necessary to make such provision lawful, valid, and enforceable while as nearly as possible reflecting the intent of the parties as expressed in this Agreement, or, if such amendment is impossible, severed from this Agreement. No amendment or severing of any provision of this Agreement shall affect the validity or enforceability of any remaining provisions.
❖ Entire Agreement
We reserve the right to amend these Terms, or to implement or amend any procedures, at any time. Any amendments will be published on Up Only and such changes will be binding and effectively immediately.
❖ Supplemental Policies
Karate Combat may publish additional policies related to specific services such as Games. Your right to use such services is subject to those specific policies and these Terms.
c/o Appleby Global Services (Seychelles) Limited
Suite 202, 2nd Floor
Eden Plaza, Eden Island
PO Box 1352
Any notices Users provide that do not comply with this Section 11 shall have no legal effect.
12. GOVERNMENTAL COMPLIANCE
Karate Combat’s performance of this Agreement is subject to existing laws and legal process, and nothing contained in this Agreement is in derogation of Karate Combat’s right to comply with governmental, court, and law enforcement requests or requirements relating to use of Game or information provided to or gathered by Karate Combat with respect to such use.
THE SECTION TITLES IN THESE TERMS ARE FOR CONVENIENCE ONLY AND HAVE NO LEGAL OR CONTRACTUAL EFFECT.
Please visit this page regularly for updates to these Terms.